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Home My WebLink AboutCOMMUNITY REDEVELOPMENT AGENCY (13)Clerk of the Council AGREEMENT TERMINATION Please complete this form when the attached agreement is no longer in effect. Return form to the Clerk of the Council Office (M-30). Call 647-6520 if you have any questions. _, ,~ ~ The agreement with ~ ~-~~, ~ ,~-;,-, . , ,~, ~ ~ i`~ . ~ ,-~/ ~~ .~ ~ ii`-. _ ~f~ -; ~..~ % D .~ _~ _ - , ~ No. _ l~ - ~ C~Ci ~'j - Off, c was completed on ~ ~ ri~rC. C1 n ~~ and final payrr~t ha~n made., -, ,,, c>Q .. Department: ~) `` Phone/Ext.: ~ S ~ J ~) rn ... __ r. .r:.- a~ Signature: .~:. ~; "~ ~ Date: ~ ~ -~' --~ c .~ .---~ INSURANCt NOT REQUIRED WORK MAY PROCEED CLERK OF COUNCIL ASSUMPTION OF AGREEMENT CATE: I- 15- c3q N-2009-005 O ~ L DA ~ Z 1 THIS ASSUMPTION OF AGREEMENT made and entered into this 16`h da of e~v~ Et ~ Y lAY os ~ ~~ December, 2008 by and between and the City of Santa Ana, a charter city and municipal corporation organized and existing under the Constitution and laws of the State of California (hereinafter "City") and the Community Redevelopment Agency of the City of Santa Ana, a public body, corporate and politic (hereinafter "Agency") RECITALS A. The Agency contracted with Joe Saragosa, dba Creations of Art {hereinafter "Contractor"), through that certain Agreement dated November 14, 2008, whereby Contractor agreed to provide holiday window painting for the downtown Santa Ana windows (hereinafter "said Agreement"). B. City desires to assume the rights and responsibilities ofthe Agency pursuant to said Agreement. NOW THEREFORE, in consideration of the mutual and respective promises, the parties agree as follows: ASSUMPTION OF AGREEMENT Agency hereby assigns to City, all Agency rights and responsibilities set forth in said Agreement, attached hereto as Exhibit A and incorporated by this reference. City hereby assumes the rights and responsibilities of Agency pursuant to said Agreement, including the payment obligation and the right to require removal of the holiday painting and clean up of the windows. 2. CONTRACTOR ACKNOWLEDGEMENT Contractor aclmowledges that Agency has assigned its rights and responsibilities to City and agrees that Contractor will provide services to City pursuant to said Agreement. Contractor's responsibilities and obligations set forth in said Agreement shall be performed on behalf of, and at City's request. Agency shall have no further responsibility to Contractor pursuant to said Agreement. /// /// IN WITNESS WHEREOF, the parties hereto have executed this Assumption of Agreement the date and year first above written. ATTEST: / ~ CITY OF SANTA ANA PATRICIA E. HEALY DAVID N. RE Clerk of the Council City Manager APPROVED AS TO FORM: JOSEPH W.FLETCHER City Attorney it By ,u tilt Laura Sheedy Assistant City Attorney COMMUNITY REDEVELOPMENT AGENCY OF THE ATTEST: CITY OF SANTA ANA \ ~" ATRICIA E. HEAL CYNTHIA J. NEL ON Agency Secretary Executive Director APPROVED AS TO FORM: JOSEPH W.FLETCHER Agency Legal Counsel By:~~ Lisa Storck Assistant Counsel ACKNOWLEDGED AND AGREED: CREATIONS OF ART AGREEMENT THIS AGREEMENT, made and entered into this 14`h day of November, 2008 by and between Joe Saragosa, dba Creations of Art (hereinafter "Contractor"), and the Community Redevelopment Agency of the City of Santa Ana, a public body, corporate and politic (hereinafter "Agency"). RECITALS A. The Agency desires to retain a contractor to provide holiday window painting for the downtown Santa Ana windows. B. Contractor represents that he is able and willing to provide such services to the Agency. NOW THEREFORE, in consideration of the mutual and respective promises, and subject to the terms and conditions hereinafter set forth, the parties agree as follows: 1. SCOPE OF SERVICES Contractor will provide "Santa Claus is Coming Downtown" holiday themed window painting at approximately 200 participating businesses in the Santa Ana BID. Contractor will use weather resistant painting materials and supplies, in holiday colors of red, green, yellow & white. Contractor shall commence the window painting project on November 19, 2008 and complete all windows by December 1, 2008. Said paintings are expected to remain in good condition until removed by Contractor no later than January 5, 2009. 2. COMPENSATION a. Agency agrees to pay, and Contractor agrees to accept as total payment for his services, a fee of two thousand, five hundred dollars ($2,500.00). Additionally, the Agency will pay for commercial general liability insurance required pursuant to this Agreement. b. Payment by City shall be made within thirty (30) days following completion of the painting project. 3. TERM This Agreement shall commence on the date first written above and terminate on June 3Q 2009, unless terminated earlier in accordance with Section 11, below. 4. INDEPENDENT CONTRACTOR Contractor shall, during the entire term of this Agreement, be construed to be an independent contractor and not an employee of the Agency. This Agreement is not intended nor shall it be construed to create an employer-employee relationship, a joint venture relationship, or to allow the Agency to exercise discretion or control over the professional manner in which EXHIBIT q'.: Contractor performs the services which are the subject matter of this Agreement. Contractor shall pay all salaries and wages, employer's social security taxes, unemployment insurance and similar taxes relating to employees and shall be responsible for all applicable withholding taxes. 5. INSURANCE Prior to undertaking performance of work under this Agreement, Contractor shall maintain and shall require its subcontractors, if any, to obtain and maintain insurance as described below: a. Commercial General Liability Insurance. Contractor shall maintain commercial general liability insurance naming the Agency, its officers, employees, agents, volunteers and representatives as additional insureds) and shall include, but not be limited to protection against claims arising from bodily and personal injury, including death resulting therefrom and damage to property, resulting from any act or occurrence arising out of Contractor's operations in the performance of this Agreement, including, without limitation, acts involving vehicles. The amounts of insurance shall be not less than the following: single limit coverage applying to bodily and personal injury, including death resulting therefrom, and property damage, in the total amount of $1,000,000 per occurrence. Contractor shall supply Agency with a fully executed additional insured endorsement in substantially the form attached hereto as Exhibit A upon execution of this Agreement and shall be approved in form by the City Attorney. b. Business automobile liability insurance, or equivalent form, with a combined single limit of not less than $1,000,000 per occurrence. Such insurance shall include coverage for owned, hired and non-owned automobiles. c. Worker's Compensation Insurance. In accordance with the provisions of Section 3300 of the Labor Code, Contractor, if Contractor has any employees, is required to be insured against liability for worker's compensation or to undertake self-insurance. Prior to commencing the performance of the work under this Agreement, Consultant agrees to obtain and maintain any employer's liability insurance with limits not less than $1,000,000 per accident. d. The following requirements apply to the insurance to be provided by Contractor pursuant to this section: a. Consultant shall maintain all insurance required above in full force and effect for the entire period covered by this Agreement. b. Certificates of insurance shall be furnished to the City upon execution of this Agreement and shall be approved in form by the City Attorney. c. Certificates and policies shall state that the policies shall not be canceled or reduced in coverage or changed in any other material aspect without thirty (30) days prior written notice to the City. e. If Contractor fails or refuses to produce or maintain the insurance required by this section or fails or refuses to furnish the Agency with required proof that insurance has been procured and is in force and paid for, the Agency shall have the right, at the Agency's election, to forthwith terminate this Agreement. Such termination shall not effect Contractor's right to be paid for its time and materials expended prior to notification of termination. Contractor waives the right to receive compensation and agrees to indemnify the Agency for any work performed prior to approval of insurance by the Agency. 6. INDEMNIFICATION Contractor agrees to and shall indemnify and hold harmless the Agency, its officers, agents and employees from liability for personal injury, damages, just compensation, restitution, judicial or equitable relief arising out of claims for personal injury, including health, and claims for property damage, which may arise from the direct or indirect operations of the Contractor which relates to the services described in section 1 of this Agreement. NOTICE Any notice, tender, demand, delivery, or other communication pursuant to this Agreement shall be in writing and shall be deemed to be properly given if delivered in person or mailed by first class or certified mail, postage prepaid, to the following persons: To Agency: Community Redevelopment Agency City of Santa Ana 20 Civic Center Plaza (M-25) P.O. Box 1988 Santa Ana, CA 92702-1988 Fax 714- 647-6736 To Contractor: Creations of Art Mr. Joe Saragosa 5496 Willow Woods Ln., Unit D Anaheim, CA 92807 8. EXCLUSIVITY AND AMENDMENT This Agreement represents the complete and exclusive statement between the Agency and Contractor, and supersedes any and all other agreements, oral or written, between the parties. This Agreement may not be modified except by written instrument signed by the Agency and by Contractor. Each party to this Agreement acknowledges that no representations, inducements, promises or agreements, orally or otherwise, have been made by any party, or anyone acting on behalf of any party, which are not embodied herein. 9. ASSIGNMENT Inasmuch as this Agreement is intended to secure the specialized services of Contractor, Contractor may not assign, transfer, delegate, or subcontract any interest herein without the prior written consent of the Agency and any such assignment, transfer, delegation or subcontract without the Agency's prior written consent shall be considered null and void. 10. JURISDICTION -VENUE This Agreement has been executed and delivered in the State of California and the validity, interpretation, performance, and enforcement of any of the clauses of this Agreement shall be determined and governed by the laws of the State of California. Both parties further agree that Orange County, California, shall be the venue for any action or proceeding that may be brought or arise out of, in connection with or by reason of this Agreement. IN WITNESS WHEREOF, the parties hereto have executed this Agreement the date and year fiTSt above written. ATTEST: PATRICIA E. HEALY Agency Secretary COMMUNITY REDEVELOPMENT AGENCY OF THE CITY OF SANTA ANA e ~~ C THIA J. ELSON Executive Director APPROVED AS TO FORM: JOSEPH W.FLETCHER Agency Legal Counsel Bau Sheedy Assistant Counsel CREATIONS OF ART JOE Tax ID#: S ~ ~,'1 (Q - ~' Z 3 5 EXHIBIT A ADDITIONAL INSURED ENDORSEMENT FOR COMMERCIAL GENERAL LIABILITY POLICY Insurance Company This endorsement modifies such insurance as is afforded by the provisions of Policy # relating to the following: 1. The Community Redevelopment Agency of the City of Santa Ana, 20 Civic Center Plaza, Santa Ana, California 92701; its officers, employees, agents, volunteers and representatives are named as additional insureds ("additional insureds") with regard to liability and defense of suits arising from the operations and uses performed by or on behalf of the named insured. 2. With respect to claims arising out of the operations and uses performed by or on behalf of the named insured, such insurance as is afforded by this policy is primary and is not additional to or contributing with any other insurance carried by or for the benefit of the additional insureds. 3. This insurance applies separately to each insured against whom claim is made or suit is brought except with respect to the company's limits of liability. The inclusion of any person or organization as an insured shall not affect any right which such person or organization would have as a claimant if not so included. 4. With respect to the additional insureds, this insurance shall not be cancelled, or materially reduced in coverage or limits except after thirty (30) days written notice has been given to the Community Redevelopment Agency of the City of Santa Ana, 20 Civic Center Plaza, Santa Ana, California 92701. (Completion of the following, including countersignature, is required to make this endorsement effective.) Effective Policy # _ Issued to this endorsement form as a part of Named Insured Countersigned by Authorized Representative ,:~ ' . ~ COTC PROCESSING FORM AGREEMENTS AND AMENDMENTS TO: CLERK OF THE COUNCIL OFFICE PROJECT MANAGER: MAIL STOP: ~~-7 EXT.: ~ ~ G AMENDMENT NUMBER (if applicable): ^ ~ s!r NAME OF CONSULTANT: ~~/ ~(~' AMOUNT: ^ OVER $25,000' (A) ^ .2ND ^ 3R0 ^ ~ ~~ ,UNDER $25,000` (N) COUNCIL APPROVAL DATE: ITEM #~: TERM OF AGREEMENY .EFFECTIVE DATE:~~~ TERMINATIO DATE: SIGNATURES REQUIRED: W ~ VENDOR ^ AGENCY ^ CITY ATTORNEY ^ OTHER ' (INSURANCE APPROVAL REQUIRED BY CAO PRIOR TO SUBMITTING TO COTC) INSURANCE REQUIRED: ^ YES ^ NO (Provide City Attorney Office approval) ^ AUTO ^ CGL (Commercial General Liability) ^ PPROFESSIONAL LIABILITY ^ WORKERS COMPENSATION ~ ,, ~~7`~ ~C_gQMMENTS: S~CtY+-~ a"l~ ~ ~ ~L II .( ~.LA ~! ~-t~l~.~~J`x'~3."_~ ^ PROCESS ^ DO NOT PROCESS ^ MISSING CONTACTlPROJECT MANAGER INFORMATION ^ MISSING SIGNATURES ^ NEEDS COUNCIL APPROVAL ^ OTHER ADDITIONAL REMARKS: • charter amendment effective December 21, 2006 for City Manager contract authority increase. 2~~ ~~it'~ t 3 !.M 8~ 33 CITY ~' -',~ ^,k~ ~+ „ ~~~ b ~ ~ ~ - _. ..,, ~ d. t_...' AGREEMENT NUMBER (if amendment): A ! N