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HomeMy WebLinkAboutFRIDA CINEMA, THE (18) N-2026-169 IZ� F1ti4 JUL 0 0 2026 U Gpc� (b1� ARTS AND CULTURE ARTIST GRANT PROGRAM AGREEMENT BETWEEN r. Lee, Cpi) THE CITY OF SANTA ANA AND THE FRIDA CINEMA This Artist Grant Agreement("Agreement") is made and entered this 18th day of May, 2026, by and between the City of Santa Ana, a charter City and municipal corporation organized and existing under the Constitution and laws of the State of California("City"), and The Frida Cinema, a California nonprofit public benefit corporation ("Grantee")for the purpose of providing grant funding pursuant to the investing in the Artist Grant Program ("Grant Program"). City and Grantee may herein individually be referred to as a "Party"and collectively be referred to as the "Parties"to the Agreement. RECITALS: A. On April 19th, 2026, the Arts and Culture Commission reviewed all applicants and recommended that Grantee be awarded an artist grant based on its Application for its art project("Project"). A true and correct copy of Grantee's Application is attached hereto as Exhibit A and incorporated herein by reference. B. In undertaking the performance pursuant to this Agreement, Grantee represents that it is skilled and knowledgeable in the arts and culture arena and that the Project created or performed hereunder will be created or performed in compliance with such standards as may reasonably be expected from an artist. 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. Term. This Agreement shall be effective upon signature by both Parties and shall expire one year from the date first written above, unless terminated earlier in accordance with this Agreement. 2. Funding. 2.1. Subject to Grantee's performance of all required actions under this Agreement, City shall provide funding, in two disbursements, as detailed below, of an amount not to exceed Fifteen Thousand, Seven Hundred, Sixty-Six Dollars ($15,766) ("Grant Amount"or"Grant"). 2.2. Grantee will be paid in two (2) installments. First payment will be one-half of the funding amount provided above or$7,883 and will be provided within thirty(30) days of the full execution of the Agreement by the Parties along with a complete invoice submitted by Grantee. The second and final payment will include the remaining amount of$7,883 and will be issued within thirty(30) days after the Grantee submits to the City all the proper receipts, invoices, and final report for the Project. 2.3. Appropriate performance of the Grantee will be determined by City in its sole discretion. City reserves the right to cease funding after the first disbursement detailed above, and to be reimbursed the initial payment, if Grantee's performance is determined to be insufficient or unacceptable in the City's sole discretion. 2.3. City represents that there is no correlation or connection between its selection of individuals for grant awards and an individual's business relationship or potential business relationship with City. 1 3. Grant Activities. Grantee agrees: 3.1. To perform the activities described in Grantee's Grant Application submitted to City for consideration dated March 23, 2026, a copy of which is attached as Exhibit A and incorporated into this Agreement as if set out in full. 3.2.To submit all reports(each, a"Report"),which shall include,at a minimum, the Items set forth as required by the Application. No personally identifiable information shall be included in any of the Reports, except where specifically requested. The Reports shall be in a format that is reasonably acceptable to City. City may request additional information as City, in its sole discretion, determines is necessary to monitor performance of this Agreement.City shall have the right to use any Reports submitted by Grantee, or any portion thereof, for any reason. 3.3. To maintain all pertinent financial and accounting records pertaining to this Agreement in accordance with generally accepted accounting principles and other procedures reasonably specified by City. Upon termination or expiration of this Agreement or request by City, Grantee • shall provide, at its expense, copies of all financial and accounting records produced by Grantee arising out of this Agreement. 3.4. To allow audits, compliance or special reviews and inspectigns, including on-site inspection, with or without prior notice, of Grantee's facilities by City or by third parties designated by City, or their authorized representatives. Grantee shall provide its full cooperation for any such audit, review or Inspection, including providing timely access, for examination and copying of records (including computerized records) pertinent books, documents, papers, computer programs and records and reasonable access to its personnel. 3.5. To ensure that any areas utilized for the Project are maintained and restored to a well- maintained, safe, sanitary,and clean condition, and kept free of any hazardous waste at all times. All equipment associated with the installation of the artwork, trash and debris shall be removed and cleaned up on a daily basis. If applicable to the Project, Grantee shall place a drop cloth or similar barrier on the ground below the artwork while installation is underway, which barrier shall be removed each day upon completion of an installation session. 3.6. The Project may not contain advertising, religious art, sexual content, negative or violent imagery, convey political partisanship or include any hidden, subliminal, or camouflaged messages or statements of any kind or nature. Appropriateness of the content of the Project will • be determined by City in its sole discretion. • 3.7. The Project may not include any breach of intellectual property, trademarks, brands, or images of illegal activity, and the Grantee must be the copyright holder for the Project. It is the sole responsibility of the Grantee to obtain any and all applicable copyrights or trademarks associated with the artwork for the Project. 3.8. To be responsible for the maintenance of the Project, which includes but is not limited to, graffiti removal, touch-up, and restoration, for the duration of the Project's existence. 3.9. If the artwork is a mural, it must be covered in an anti-graffiti coating at the Grantee's expense. 3.10. The City holds all rights to public art on City property, and as such the Project artwork may be removed at the sole discretion of the City. Should the Project artwork be defaced and/or not repaired, maintained, preserved and/or conserved, the City has the authority to repair, maintain, preserve, and/or conserve the Project artwork, or alternatively, the City has the sole authority to 2 remove, alter, or destroy the Project artwork. Grantee will have first right of refusal to restore said Project artwork. If Grantee is unwilling to perform or unable to be contacted within a reasonable time,the City has the right to request the services needed from a different artist, in the City's sole discretion. 3.11. Grantee shall execute and deliver to City any instruments that City may reasonably require to confirm ownership of any artwork. 3.12. Grantee shall be responsible for complying with all Federal, State and local laws, ordinances, statutes and regulations, including, but not limited to zoning and other environmental requirements (if applicable), and for obtaining all required licenses, permits, or other authorizations applicable to the performance of Grantee's Project under this Agreement. 3.13.The estimated dates of completion and proposed Project locations contained in the Grantee Application, Exhibit A, are just that, estimates and proposals, as they were provided to the Arts & Culture Commission. It is the responsibility of the Grantee to secure all necessary permits, approvals, location confirmation, and facilities confirmation, from the appropriate entities, City departments or City facilities for the use of the proposed site for the Project. Execution of this Agreement does not guarantee any specific City permit, City location, or City site for the Project. 4. Termination. 4.1. City may immediately terminate this Agreement upon one or more of the following: 4.1.1. Grantee's violation of any federal, state or local law or regulation. 4.1.2. Grantee's breach of any of the terms or conditions of this Agreement, including the Application, or any unapproved deviation from said documents that has not been cured within 30 days of written notice of such breach. 4.1.3 Grantee's failure to provide documents to the City, as requested by the City by a date no later than three (3) months from the date of this Agreement, in order to maintain compliance with the Grant Program, City Policies or Procedures,or this Agreement. Such paperwork can include but is not limited to, completed vendor forms(City's administrative forms, IRS W-9 form, ACM payment forms), proof of insurance, and signed orientation paperwork. 4.2. In the event the Agreement is terminated under Section 4.1, City reserves the right to require Grantee to refund any or all grant funds awarded to Grantee under this Agreement, and Grantee agrees to refund to City any or all grant funds awarded under this Agreement. 5.. Limitation of Liability. 5.1. IN NO EVENT SHALL CITY BE LIABLE FOR ANY INDIRECT, SPECIAL, INCIDENTAL OR CONSEQUENTIAL DAMAGES OR EXPENSES FOR ANY NEGLIGENCE, BREACH OF CONTRACT OR ANY OTHER ACT ARISING OUT OF OR RELATING TO THIS AGREEMENT OR THE ACTIVITIES COVERED HEREUNDER. 5.2. Section 5 and Section 6 do not limit Grantee's rights, including Its ability to seek recovery, against anyone other than City, its City Council, officials, directors, officers, employees, agents, successors, assigns and volunteers. 3 6. Indemnification. 6.1. Grantee shall defend, indemnify, protect and hold harmless the City, and Its City Council, elected and appointed officials and officers,employees, members, volunteers,or agents from and against all claims for damages, liability, cost and expense (Including without limitation attorney's fees) arising out of or alleged by third parties to be the result of the negligent acts, errors or omissions or the willful misconduct of the Grantee, and Grantee's employees, subcontractors or other persons, agencies or firms for whom Grantee is legally responsible in connection with the execution of the work covered by this Agreement Grantee shall have no duty to indemnify or hold harmless the City if claims, damages, liability, costs, expenses (Including without limitation, attorney's fees) arise from the sole negligence or sole willful misconduct of the City subsequent to declaration by the Grantee. Grantee's obligations shall survive the termination of this Agreement. 6.2.Grantee agrees to hereby fully release and forever discharge the City from any and all claims, demands, damages, losses, and liabilities (hereinafter collectively referred to as "claims"), which are or may be related to or in any way connected with the negligence or willful misconduct of its officers, officials, employees, or agents In connection with the creation, painting, performance or installation of the Project hereunder. 6.3. Grantee further agrees that City may in good faith and on reasonable terms settle any such claims and that City's right to indemnification shall extend to any such settlement, provided City has given notice of such claim and its intent to settle. City's right to indemnification is in addition to,and may be exercised independently of, any remedy held by City under this Agreement, at law or in equity. The indemnity provision set forth in this Agreement shall survive the termination or expiration of this Agreement indefinitely. 7. Insurance 7.1 Prior to undertaking performance of work under this Agreement, Grantee shall maintain and shall require its subcontractors, if any, to obtain and maintain insurance as described below: • MINIMUM SCOPE AND LIMIT OF INSURANCE Grantee shall maintain limits of insurance coverage in the following minimum amounts and shall beat least as broad as: • Commercial General Liability(CGL): Insurance Services Office Form CG 00 01 covering CGL on an "occurrence" basis, including products and completed operations, property damage, bodily injury and personal &advertising injury with limits no less than$1,000,000 per occurrence and $2,000,000 aggregate. • Automobile Liability (AL): Insurance Services Office Form CA 00 01 covering Code 1 (any auto), with combined single limits of $1,000,000. In the event Grantee does not maintain commercial automobile liability insurance, City will accept evidence of personal automobile insurance with existing limits, which can be lower than $1,000,000. • Workers' Compensation (WIC): as required by the State of California, with statutory limits, and Employer's Liability Insurance with limit of no less than $1,000,000 per accident, per employee, per policy for bodily injury or disease. This requirement can be waived if Grantee has no employees. 4 If Grantee maintains broader coverage and/or higher limits than the minimums shown above, City requires and shall be entitled to the broader coverage and/or the higher limits maintained by Grantee. Any available insurance proceeds in excess of the specified minimum limits of insurance and coverage shall be available to City. Other Insurance Provisions The insurance policies are to contain, or be endorsed to contain, the following provisions: 1. CGL and AL policies: City of Santa Ana, its City Council, its officers, officials, employees, agents, and volunteers are to be covered as additional Insureds with respect to liability arising out of work or operations performed by or on behalf of the Grantee Including materials, parts, equipment, and personnel furnished in connection with such work or operations. 2. All required insurance policies: Insurance company(ies)agrees to waive all rights of subrogation against City, its City Council, its officers, officials, employees, agents, and volunteers for losses paid under the terms of any policy which arise from work performed by Grantee for City. 3. All required insurance policies: For any claims related to this contract, Grantee's insurance coverage shall be primary and any insurance maintained by City, its City Council, its officers, officials, employees, agents, or volunteers shall not contribute with it. • 4. All required Insurance policies: A severability of interest provision must apply for all • the additional insureds, ensuring that Grantee's insurance shall apply separately to • each insured against whom a claim is made or suit is brought, except with respect to the insurer's limits of liability. 5. Each insurance policy required herein shall provide that coverage shall not be canceled, suspended, voided, reduced in coverage or in limits, non-renewed by the carrier, or materially changed except after thirty(30)days prior written notice has been given to City. Ten (10)days prior written shall be provided to City for policy cancellation or non-renewal due to non-payment. • 6. Certificate Holder on each Evidence of Insurance certificate shall be: City of Santa Ana, Attention: Executive Director, Community Development Agency, 20 Civic Center Plaza M-25, Santa Ana, CA 92701.The name and location of event should be included in the Description of Operations section of each certificate. Acceptability of Insurers Insurance is to be placed with insurers authorized to conduct business in the state of California with a current A.M. Best rating of no less than A:VII, unless otherwise acceptable to City. Verification of Coverage • Grantee shall furnish City with original Certificates of Insurance including all required amendatory endorsements (or copies of the applicable policy language effecting coverage required by this clause) and a copy of the Declarations and Endorsement Page of the CGL policy listing all policy endorsements to City before work begins. However,failure to obtain the required documents prior to the work beginning shall not waive Grantee's obligation to provide them. City reserves the right to require complete, certified copies of all required insurance policies, including endorsements required by these specifications, at any time. 5 Subcontractors Grantee shall require and verify that all sub-contractors maintain insurance meeting all the requirements stated herein, and Grantee shall ensure that City is an additional insured on insurance required from sub-contractors. Special Risks or Circumstances • City reserves the right to modify these requirements, including limits, based on the nature of the risk, prior experience, insurer, coverage, or other special circumstances. 8. General Provisions. • 8.1. Grantee shall acquire prior written permission from City for any use of the City name or logo in association with the Project. 8.2. If any parts of this Agreement are held to be invalid or unenforceable, the remaining parts of the Agreement shall continue to be valid and enforceable. 8.3. Grantee shall comply with all governmental requirements that may now or in the future become applicable to the activities under this Agreement. 8.4. This Agreement, including all exhibits, Application, and any amendments or schedules hereto, contain the full understanding and agreement of the Parties with respect to its subject matter, and no waiver, alteration or modification of any of the provisions to this Agreement shall be binding unless in writing and signed by an authorized officer of both Parties. 8.5. No waiver by either Party or any breach, default, or series of breaches or defaults, and no failure, refusal, or neglect of either Party to exercise any right, power, or option given to it under this Agreement or to insist upon strict compliance with the terms of this Agreement shall constitute a waiver of these provisions with respect to any subsequent breach or waiver by either Party or its right at any time thereafter to require exact and strict compliance with provisions of this Agreement. 8.6. Any notice or other communication required or permitted to be made or given by either Party pursuant to this Agreement will be In writing and will be deemed to have been duly given: (i)five (5) business days after the date of mailing if sent by registered or certified U.S. mail, postage prepaid, with return receipt requested; (ii) when transmitted if sent by facsimile, provided a confirmation of transmission is produced by the sending machine; or (iii) when delivered if delivered personally or sent by express courier service.All notices to City shall include a reference to the Project title. All notices will be sent to the other Party at its address as set forth below or at such other address as such Party will have specified in a notice given in accordance with this section: Grantee: The Frida Cinema 305 E Fourth St, Suite 100 Santa Ana, CA 92701 • City: City of Santa Ana Clerk of the Council (M-30) 20 Civic Center Plaza P.O. Box 1988 Santa Ana, CA 92702 FAX(714)647-6956 8.7. This Agreement is subject to all applicable local, State and Federal laws, 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. 8.8. Grantee agrees to comply with all applicable equal opportunity and affirmative action laws as appropriate, Grantee shall not discriminate because of race, color, religion, sex, gender identity, gender expression, marital status, sexual orientation, age, national origin, ancestry, medical condition, military or veteran status, genetic information, request for family care leave, request for leave for an employee's own serious health condition, request for pregnancy disability leave, disability, or otherwise as defined and prohibited by applicable law, in the recruitment, selection, training, utilization, promotion,termination or other employment related activities, Grantee affirms that it is an equal opportunity employer(if applicable) and shall comply with all applicable federal, state and local laws and regulations. • 8.9. Any funds provided under this Agreement that are not expended, obligated or otherwise committed by the termination or expiration of this Agreement shall be immediately returned to City. • 8.10. Grantee grants to City a non-exclusive, irrevocable, transferable, royalty free, worldwide • license to use, reproduce, display,distribute, and prepare derivative works, in any form or media at the discretion of the City for the Project conceived, performed or created as a result of this Agreement. 8.11. Grantee and any of the Grantee's agents,employees or representatives are,for all purposes under this Agreement, an independent contractor and shall not be deemed to be an employee of the City, and none of them shall be entitled to any benefits to which City employees are entitled • including but not limited to, overtime, retirement benefits, work's compensation benefits, injury leave or other leave benefits. 8.12. Neither Party shall assign any rights or obligations under this Agreement. 8.13. Each Party covenants that it presently has no interests and shall not have interests, direct or indirect, which would conflict in any manner with performance of services specified under this Agreement. 8.14. Each Party warrants that they have executed this Agreement knowingly, freely and voluntarily and with full knowledge of its legal consequences. All Parties involved warrant and represent that, prior to executing this Agreement, each Party has had the opportunity to review 7 and consider this matter with legal counsel, and that the terms of this Agreement, and its consequences, are fully understood by each Party. 8.15. This Agreement represents the entire agreement and understanding between the Parties, and supersedes any and all prior agreements and understandings between the Parties, whether oral or written. 8.16. Each undersigned represents and warrants that its signature herein below has the power, authority and right to bind their respective Parties to each of the terms of this Agreement, and shall indemnify City fully, including reasonable costs and attorney's fees, for any injuries or damages to City in the event that such authority or power is not, in fact, held by the signatory or is withdrawn. {Signatures on following page} 8 IN WITNESS WHEREOF, the Parties hereto have executed this Agreement the date and year first above written. ATTEST: CITY OF SANTA ANA '4°111P"444-.1 NNIFE- L HAIL ALVARO NUNEZ City CI:r City Manager APPROVED AS TO FORM: GRANTEE: SONIA R. CARVALHO City Attorney By: Andrea N. Garcia Dame: Logan Crow Senior Assistant City Attorney Organization: The Frida Cinema Title: Executive Director RECOMMENDED FOR APPROVAL: VIft- MICHAEL L. GARCIA Executive Director Community Development Agency 9 EXHIBIT A INVESTING IN THE ARTS GRANT PROGRAM APPLICATION • • 10 1 Project Timeline **Input your information directly onto this form and upload onto Submittable,com. DATE ACTION OUTCOME Months Cohort 1: Instruction &Video Creation Intro to program,filmmaking techniques, 1-4 Interview skills,and film editing Months Cohort 2: Instruction &Video Creation Intro to program,filmmaking techniques, 5-8 interview skills,and film editing Months Cohort 3: Instruction &Video Creation Intro to program,filmmaking techniques, 9-12 Interview skills,and film editing Line Item Budget **Input your information directly onto this form (2 pages)and upload onto Submittable.com. PERSONNEL Description of Personnel Grant (contracted instructors, lecturer honorarium, Total Compensation Funds artist stipend,etc.) Requested Intern Honorariums(12) $6,000 $6,000 SAUSD Teacher/Contracted Instructor $13,000 $0 (Honorarium-instruction)-130 hours Frida Executive Director-26 hours $1,800 $1,800 Frida Director Of Exhibition Operations-100 hours $3,420.76 $3,420 Frida Director of Marketing-12 hours $488 $488 Frida ArtWalk Social Media Manager(contractor)- 12 $125 $0 hours Frida ArtWalk Coordinator/Webmaster(contractor)-12 $77 $0 hours Frida Project Administration/Data Tracking Staff $1,315 $0 EQUIPMENT,MATERIALS,AND SUPPLIES Item Unit Total Grant (equipment, materials,supplies) QuantityCost Cost FunRequestedds DJI Osmo Pocket 3 Creator Combo 3 $616 $1,848 $1,848 (Camera) SPECIAL EVENTS Description Grant Funds (permits,fees,facility rental for project, Total Cost Requested marketing) General Liability Insurance $5,200 $2210 Web hosting(Frida &ArtWalk websites) $1,200 $0 Electronic Newsletter Subscription (Frida& $4,182 $0 ArtWalk) Intern Office/Work Space $6,705 $0 Line Item Budget—Page 2 Enter budget categories and pre ected expenditures for the proposed grogram: • Expenditures Total Expenditures Funded By Organization Category Funded By Other Total Program Budget Santa Ana Sources Budget Grant (Including in-kind) Administrative Staff Salaries and $805,998.15 Benefits Contractual/Professional $11,708 $13,202 $172,650 Services/Stipends Equipment, Material,Supplies $1,848 $1,372,541.14 Special Events Production $0 $15,077 $20,000 Marketing $2,210 $0 $0 $22,800 TOTAL $15,766 $28,279 $44,045 $2,393,989.29 PROGRAM REVENUE LIST ALL OTHER PROGRAM RESOURCES "Funding Source"total must equal "Total Program Budget"listed above. FUNDING SOURCE AMOUNT Santa Ana Artist Grant $15,766 SAUSD In-Kind Staff $13,000 Frida General Operating $15,279 TOTAL PROGRAM BUDGET $44,045 AcoRo® CERTIFICATE OF LIABILITY INSURANCE DATE(MMIDDIYYYY) 06/09/2026 THIS CERTIFICATE IS ISSUED AS A MATTER OF INFORMATION ONLY AND CONFERS NO RIGHTS UPON THE CERTIFICATE HOLDER. THIS CERTIFICATE DOES NOT AFFIRMATIVELY OR NEGATIVELY AMEND, EXTEND OR ALTER THE COVERAGE AFFORDED BY THE POLICIES BELOW. THIS CERTIFICATE OF INSURANCE DOES NOT CONSTITUTE A CONTRACT BETWEEN THE ISSUING INSURER(S), AUTHORIZED REPRESENTATIVE OR PRODUCER,AND THE CERTIFICATE HOLDER. IMPORTANT: If the certificate holder is an ADDITIONAL INSURED, the policy(ies) must have ADDITIONAL INSURED provisions or be endorsed. If SUBROGATION IS WAIVED, subject to the terms and conditions of the policy, certain policies may require an endorsement. A statement on this certificate does not confer rights to the certificate holder in lieu of such endorsement(s). PRODUCER CONTACT Keir Jones NAME: State Farm Keir Jones PHONE,Extt: 562-433-5573 FAX Not: 5150 E.Colorado Street E-MAIL keir.ones.0 42 statefarm.com CYC) ADDRESS: q INSURER(S)AFFORDING COVERAGE NAIC# Long Beach CA 90814 INSURER A: State Farm General Insurance Company 25151 INSURED INSURER B THE FRIDA CINEMA INSURER C: 305 E 4TH ST STE 100 INSURER D: INSURER E: SANTA ANA CA 927014639 INSURER F: COVERAGES CERTIFICATE NUMBER: REVISION NUMBER: THIS IS TO CERTIFY THAT THE POLICIES OF INSURANCE LISTED BELOW HAVE BEEN ISSUED TO THE INSURED NAMED ABOVE FOR THE POLICY PERIOD INDICATED. NOTWITHSTANDING ANY REQUIREMENT, TERM OR CONDITION OF ANY CONTRACT OR OTHER DOCUMENT WITH RESPECT TO WHICH THIS CERTIFICATE MAY BE ISSUED OR MAY PERTAIN, THE INSURANCE AFFORDED BY THE POLICIES DESCRIBED HEREIN IS SUBJECT TO ALL THE TERMS, EXCLUSIONS AND CONDITIONS OF SUCH POLICIES.LIMITS SHOWN MAY HAVE BEEN REDUCED BY PAID CLAIMS. INSR ADD SUB POLICY EFF POLICY EXP LTR TYPE OF INSURANCE INSD WVD POLICY NUMBER (MMIDD/YYYYuMMIDDIYYYYL LIMITS X COMMERCIAL GENERAL�/LIABILITY EACH OCCURRENCE $ 2,000,000 CLAIMS-MADE /� OCCUR DAMAGE TO RENTED PREMISES(Ea occurrence) $ 300,000 MED EXP(Any one person) $ 10,000 A Y Y 92-A0-Z074-5 12/08/2025 12/08/2026 PERSONAL&ADV INJURY $ 2,000,000 GEN'L AGGREGATE LIMIT APPLIES PER: GENERAL AGGREGATE $ 4,000,000 PRO- _ POLICY JECT X LOC PRODUCTS-COMP/OP AGG $ 4,000,000 OTHER: $ AUTOMOBILE LIABILITY COMBINED SINGLE LIMIT (Ea accident) ANY AUTO BODILY INJURY(Per person) $ OWNED SCHEDULED AUTOS ONLY _ AUTOS BODILY INJURY(Per accident) $ HIRED NON-OWNED PROPERTY DAMAGE AUTOS ONLY _ AUTOS ONLY (Per accident) $ $ UMBRELLA LIAB _OCCUR EACH OCCURRENCE $ EXCESS LIAB CLAIMS-MADE AGGREGATE S DED RETENTION S $ WORKERS COMPENSATION PER OTH- AND EMPLOYERS'LIABILITY STATUTE ER $ ANY PROPRIETOR/PARTNER/EXECUTIVE Y!N E.L.EACH ACCIDENT OFFICER/MEMBER EXCLUDED? N/A $ (Mandatory in NH) E.L.DISEASE-EA EMPLOYEE $ If yes,describe under DESCRIPTION OF OPERATIONS below E.L.DISEASE-POLICY LIMIT $ DESCRIPTION OF OPERATIONS/LOCATIONS/VEHICLES (ACORD 101,Additional Remarks Schedule,may be attached if more space is required) City of Santa Ana,it's City Council,Officers,Officials,Employees,Agents&Volunteers are listed as additional insured with waiver of subrogation and primary& non-contributory coverage. APPROVED By Tu Tran Nguyen at 1:32 pm,Jul 01,2026 CERTIFICATE HOLDER CANCELLATION SHOULD ANY OF THE ABOVE DESCRIBED POLICIES BE CANCELLED BEFORE THE EXPIRATION DATE THEREOF, NOTICE WILL BE DELIVERED IN City of Santa Ana Attention:Executive Director Community ACCORDANCE WITH THE POLICY PROVISIONS. Development Agency 20 Civic Center Plaza M-25 AUTHORIZED REPRESENTATIVE Santa Ana CA 92701 This form was system-generated on 06/09/2026 . ©1988-2015 ACORD CORPORATION. All rights reserved. ACORD 25(2016/03) The ACORD name and logo are registered marks of ACORD 1001466 2005 155279 205 01-19-2023 ACOREP CERTIFICATE OF LIABILITY INSURANCE DATE(MM/DD1YYYY) 07/01/2026 THIS CERTIFICATE IS ISSUED AS A MATTER OF INFORMATION ONLY AND CONFERS NO RIGHTS UPON THE CERTIFICATE HOLDER. THIS CERTIFICATE DOES NOT AFFIRMATIVELY OR NEGATIVELY AMEND, EXTEND OR ALTER THE COVERAGE AFFORDED BY THE POLICIES BELOW. THIS CERTIFICATE OF INSURANCE DOES NOT CONSTITUTE A CONTRACT BETWEEN THE ISSUING INSURER(S), AUTHORIZED REPRESENTATIVE OR PRODUCER,AND THE CERTIFICATE HOLDER. IMPORTANT: If the certificate holder is an ADDITIONAL INSURED,the policy(ies)must have ADDITIONAL INSURED provisions or be endorsed. If SUBROGATION IS WAIVED, subject to the terms and conditions of the policy, certain policies may require an endorsement. A statement on this certificate does not confer rights to the certificate holder in lieu of such endorsement(s). PRODUCER NAMEACT Paychex Insurance Agency, Inc. PAYCHEX INSURANCE AGENCY, INC. (ALONE EXu: 877-266-6850 FAX (A/C-No): 225 KENNETH DRIVE E-MAIL t Cers a ROCHESTER,NY 14623 ADDRESS:Flex GAP Ychex.com INSURER(S)AFFORDING COVERAGE NAIC# INSURER A:Technology Insurance Company 42376 INSURED INSURER 8 The Frida Cinema 305 East 4th Street INSURER C Ste 100 INSURER D: Santa Ana,CA 92701 INSURER E: INSURER F: COVERAGES CERTIFICATE NUMBER: REVISION NUMBER: THIS IS TO CERTIFY THAT THE POLICIES OF INSURANCE LISTED BELOW HAVE BEEN ISSUED TO THE INSURED NAMED ABOVE FOR THE POLICY PERIOD INDICATED. NOTWITHSTANDING ANY REQUIREMENT, TERM OR CONDITION OF ANY CONTRACT OR OTHER DOCUMENT WITH RESPECT TO WHICH THIS CERTIFICATE MAY BE ISSUED OR MAY PERTAIN, THE INSURANCE AFFORDED BY THE POLICIES DESCRIBED HEREIN IS SUBJECT TO ALL THE TERMS, EXCLUSIONS AND CONDITIONS OF SUCH POLICIES.LIMITS SHOWN MAY HAVE BEEN REDUCED BY PAID CLAIMS. INSR ADDL SUBR POLICY EFF POLICY EXP TYPE OF INSURANCE INSD WVD POLICY NUMBER (MMlDD/YYYY)4MMIDDIYYYY) LIMITS COMMERCIAL GENERAL LIABILITY EACH OCCURRENCE $ DAMAGE TO RENTED CLAIMS-MADE OCCUR PREMISES(Ea occurrence) $ MED EXP(Any one person) $ PERSONAL&ADV INJURY $ GEN'L AGGREGATE LIMIT APPLIES PER: GENERAL AGGREGATE $ POLICY PRO- JECT LOC PRODUCTS-COMP/OP AGG $ OTHER: $ AUTOMOBILE LIABILITY COMBINED SINGLE LIMIT $ (Ea accident) ANY AUTO BODILY INJURY(Per person) $ OWNED SCHEDULED BODILY INJURY(Per accident) $ AUTOS ONLY AUTOS HIRED NON-OWNED PROPERTY DAMAGE AUTOS ONLY AUTOS ONLY (Per accident) UMBRELLA LIAR OCCUR EACH OCCURRENCE $ EXCESS LIAB CLAIMS-MADE AGGREGATE $ DED RETENTION$ $ WORKERS COMPENSATION X PER OTH- AND EMPLOYERS'LIABILITY STATUTE ER A OF ICERfMEMB REXCLU ED?ECUTIVE YYN NA Y TES4819371 07/25/2026 07/25/2027 E.L.EACH ACCIDENT $ 1,000,000 (Mandatory in NH) E.L.DISEASE-EA EMPLOYEE $ 1,000,000 If yes,describe under 1,000,000 DESCRIPTION OF OPERATIONS below E.L.DISEASE-POLICY LIMIT $ DESCRIPTION OF OPERATIONS/LOCATIONS/VEHICLES (ACORD 101,Additional Remarks Schedule,may be attached if more space is required) Waiver of Subrogation granted in favor of the certificate holder. APPROVED By To Tran Nguyen at 1:32 pm,Jul 01,2026 CERTIFICATE HOLDER CANCELLATION City of Santa Ana SHOULD ANY OF THE ABOVE DESCRIBED POLICIES BE CANCELLED BEFORE 20 Civic Center Plz Fl 4th THE EXPIRATION DATE THEREOF, NOTICE WILL BE DELIVERED IN Santa Ana,CA 92701 ACCORDANCE WITH THE POLICY PROVISIONS. AUTHORIZED REPRESENTATIVE /) y4.<,_ ` J ©1988-2016 ACORD CORPORATION. All rights reserved. ACORD 25(2016/03) The ACORD name and logo are registered marks of ACORD Technology Insurance Company, Inc. 800 Superior Avenue East, 21st Floor Cleveland, OH 44114 Policy Change Endorsement The Frida Cinema 305 East 4th Street Ste 100 Santa Ana, CA 92701 Enclosed is a Policy Change Endorsement for Policy Number: TES4819371 For questions, please contact our Underwriting Office at: 877-528-7878. 7/1/2026 FA AmTrust North America An AmTrust Financial Company WORKERS COMPENSATION AND EMPLOYERS LIABILITY INSURANCE POLICY WC 89 06 00 B POLICY INFORMATION PAGE ENDORSEMENT Insured: The Frida Cinema Policy No: TES4819371 Policy Period: 7/25/2026 to 7/25/2027 Endorsement No: 2 Carrier Name: Technology Insurance Company, Inc. Endmt Effective: 7/M(Gj /225/2026 Authorized Rep: »lylJ The following item(s) o Insured's Name(WC 89 06 01) o Item 3.B. Limits(WC 89 0612) o Policy Number(WC 89 06 02) ❑ Item 3.C.States(WC 89 06 13) o Effective Date(WC 89 06 03) ❑ Item 3.D. Endorsement Numbers(WC 89 06 14) o Expiration Date(WC 89 06 04) o Item 4.*Class, Rate,Other(WC 89 04 15) o Insured's Mailing Address(WC 89 06 05) o Interim Adjustment of Premium(WC 89 04 16) o Experience Modification(WC 89 04 06) o Carrier Servicing Office(WC 89 06 17) o Producer's Name(WC 89 06 07) ❑ Interstate/Intrastate Risk ID Number(WC 89 06 18) o Change in Workplace of Insured(WC 89 06 08) ❑ Carrier Number(WC 89 06 19) o Insured's Legal Status(WC 89 06 10) n Issuing Agency/Producer Office Address(WC 89 06 25) o Item 3.A.States(WC 89 06 11) is changed to read: Specific Waiver of subrogation is amended to read: City of Santa Ana, Name(cont.): its City Council,officers,officials, employees, agents,and volunteers 20 Civic Center Plaza M-25 Santa Ana 92701 CA Class code 9155- 10000 Start Date:2026-07-25 to End Date:2027-07-25 Amending form(s): WC040306 EndmtMailSheet WC890600B WC990001 E_Class WC990001 E_PmtSched WORKERS COMPENSATION AND EMPLOYERS LIABILITY INSURANCE POLICY WC 04 03 06 (Ed. 04-84) WAIVER OF OUR RIGHT TO RECOVER FROM OTHERS ENDORSEMENT•CALIFORNIA We have the right to recover our payments from anyone liable for an injury covered by this policy.We will not enforce our right against the person or organization named in the Schedule.(This agreement applies only to the extent that you perform work under a written contract that requires you to obtain this agreement from us.) You must maintain payroll records accurately segregating the remuneration of your employees while engaged In the work described in the Schedule. The additional premium for this endorsement shall be 5%of the California workers'compensation premium otherwise due on such remuneration. Schedule Person or Organization Job Description City of Santa Ana,Its City Council,officers,officials, employees, grant approved for fundraiser agents,and volunteers 20 Civic Center Plaza M-25 Santa Ana CA 92701 This endorsement changes the policy to which it is attached and is effective on the date issued unless otherwise stated. (The information below is required only when this endorsement is issued subsequent to preparation of the policy.) Endorsement Effective 7/25/2026 Policy No. TES4819371 Endorsement No. 2 Insured The Frida Cinema Premium$ 7,365 Insurance Company Technology Insurance Company, Inc. Countersigned by _ WC040306 (Ed. 04-84) WORKERS COMPENSATION AND EMPLOYERS LIABILITY INSURANCE POLICY WC 04 03 06 (Ed. 04-84) WAIVER OF OUR RIGHT TO RECOVER FROM OTHERS ENDORSEMENT-CALIFORNIA We have the right to recover our payments from anyone liable for an injury covered by this policy.We will not enforce our right against the person or organization named in the Schedule.(This agreement applies only to the extent that you perform work under a written contract that requires you to obtain this agreement from us.) You must maintain payroll records accurately segregating the remuneration of your employees while engaged in the work described in the Schedule. The additional premium for this endorsement shall be 2%of the California workers'compensation premium otherwise due on such remuneration. Schedule Person or Organization Job Description Any person or organization as required by written contract. This endorsement changes the policy to which it is attached and is effective on the date issued unless otherwise stated. (The information below is required only when this endorsement is issued subsequent to preparation of the policy.) Endorsement Effective 7/25/2026 Policy No. TES4819371 Endorsement No. 2 Insured The Frida Cinema Premium$ 7,365 Insurance Company Technology Insurance Company, Inc. Countersigned by I WC 04 03 06 (Ed. 04-84) CITY OF SANTA ANA ; Risk Management a division of Human Resources • i,r) Managing Risk through Awareness and Action AFFIDAVIT OF EXEMPTION FOR AUTOMOBILE LIABILITY INSURANCE exec,'is i S)r[.G .r 44- 1, L4cna,n C_,„,,No ilkC. rV i Cr./,.we ("Representative"),attest that I am an authorized '(dame and Title oY Vendor Representative) representative of t. C"C;.4.,c, r1.ervuk ("Company"),and (Consultant/Company Name) possess the authority to legally bind Company. In my capacity as Representative of Company,I represent and confirm the following,as relates to the agreement between Company and City of Santa Ana,agreement number ("Agreement")to provide A r A:0- Co ram- ("Services"): (Services to be provided under agreement/contract) During the course and scope of Company's agreement with the City of Santa Ana, Company employees,consultants,representatives,and agents will not use and/or drive any Company owned/rented/leased/borrowed vehicles to perform Services to,for,or on behalf of City of Santa Ana. If at any time it is found that Company is not adhering to any and/or all of the statements in this document and does not maintain the minimum automobile liability insurance coverage as required in the Agreement,it will be considered a breach of Agreement rendering the Agreement null and void and Company will be fully liable for any and all damages. 5/11 (zJo Signature Datc L,C)o -NA CO Print Name XeU., „, .-- Title (3l92l ( Lo(0, to THs co.,,,,,cl 0,=pc\ . '02 Contact Information,i.e..Telepho a Number and/or Email Address Affidavit of Exemption for Automobile Liability Insurance 11.12.2024 CMP-4860.2 Page 1 of 2 THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. ADDITIONAL INSURED—DESIGNATED PERSON OR ORGANIZATION This endorsement modifies insurance provided under the following: BUSINESSOWNERS COVERAGE FORM SCHEDULE Policy Number:92-A0-Z074-5 Named Insured: THE FRIDA CINEMA Name And Address Of Additional Insured Person Or Organization: CITY OF SANTA ANA ITS CITY COUNCIL OFFICERS OFFICIALS EMLOYEES AGENTS&VOLUNTEERS 20 Civic Center Plz Fl 4th Santa Ana CA 92701-4058 1. SECTION II—WHO IS AN INSURED of SECTION II—LIABILITY is amended to include, as an additional insured, any person or organization shown in the Schedule, but only with respect to liability for "bodily injury", "property damage" or "personal and advertising injury"caused, in whole or in part, by: a. Premises And Ongoing Operations Your acts or omissions or the acts or omissions of those acting on your behalf: (1) In connection with your premises;or (2) In the performance of your ongoing operations; or b. Products—Completed Operations "Your work" performed for that additional insured and included in the"products-completed operations hazard". However, Paragraph 1.above is subject to the following: a. The insurance afforded to the additional insured only applies to the extent permitted by law; b. If coverage provided to the additional insured is required by a contract or agreement, the insurance provided to the additional insured will not be broader than that which you are required by the contract or agreement to provide for such additional insured;and c. If the contract or agreement between you and the additional insured is governed by California Civil Code Section 2782 or 2782.05,the insurance provided to the additional insured is the lesser of that which: (1) Is allowed for the satisfaction of a defense or indemnity obligation by California Civil Code Section 2782 or 2782.05 for your sole liability;or (2) You are required by contract or agreement to provide for such additional insured. We have no duty to defend or indemnify the additional insured under this endorsement until a claim or"suit"is tendered to us. 2. Any insurance provided to the additional insured shall only apply with respect to a claim made or a "suit" brought for damages for which you are provided coverage. This endorsement shall not increase the applicable Limits Of Insurance shown in the Declarations. CMP-4860.2 1010154 2000 154445 200 02-08-2023 ©,Copyright,State Farm Mutual Automobile Insurance Company,2022 Includes copyrighted material of Insurance Services Office,Inc.,with Its permission. CMP-4860.2 Page 2 of 2 3. With respect to the insurance afforded to the additional insured,the following is added to SECTION II—LIMITS OF INSURANCE: If coverage provided to the additional insured is required by contract or agreement,the most we will pay on behalf of the additional insured will be the lesser of the amount of insurance: a. Required by the contract or agreement;or b• Available under the applicable Limits Of Insurance shown in the Declarations. This endorsement shall not increase the applicable Limits Of Insurance shown in the Declarations. 4. With respect to the insurance afforded to the additional insured, the following is added to Paragraph 3. Duties In The Event Of Occurrence,Offense,Claim Or Suit of SECTION II—GENERAL CONDITIONS: The additional insured must: a. See to it that we are notified as soon as practicable of an"occurrence"or an offense which may result in a claim. To the extent possible, notice should include: (1) How, when and where the"occurrence"or offense took place; (2) The names and addresses of any injured persons and witnesses;and (3) The nature and location of any injury or damage arising out of the"occurrence"or offense; b. Tender the defense and indemnity of any claim or "suit" to us and to all other insurers who may have insurance potentially available to the additional insured;and c. Agree to make available any other insurance the additional insured has for defense or damages for which we would provide coverage under SECTION II—LIABILITY. 5. With respect to the insurance afforded the additional insured, the following replaces SECTION II — LIABILITY of Paragraph 7. Other Insurance of SECTION I AND SECTION II—COMMON POLICY CONDITIONS: a. This insurance is primary to and will not seek contribution from any other insurance available to the additional insured, provided that the additional insured is a named insured under such other insurance. b. Regardless of any agreement between you and the additional insured, this insurance is excess over any other insurance whether primary, excess, contingent or on any other basis for which the additional insured has been added as an additional insured on other policies. All other policy provisions apply CMP-4860.2 1010154 2000 154446 200 02-08-2023 ©,Copyright,State Farm Mutual Automobile Insurance Company,2022 Includes copyrighted material of Insurance Services Office,Inc.,with its permission. CMP-4787 • Page 1 of1 THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. WAIVER OF TRANSFER OF RIGHTS OF RECOVERY AGAINST OTHERS TO US This endorsement modifies insurance provided under the following: BUSINESSOWNERS COVERAGE FORM SCHEDULE Policy Number:92-A0-Z074-5 Named Insured: THE FRIDA CINEMA Name And Address Of Person Or Organization: CITY OF SANTA ANA ITS CITY COUNCIL OFFICERS OFFICIALS EMLOYEES AGENTS&VOLUNTEERS 20 Civic Center Plz Fl 4th Santa Ana CA 92701-4058 The following is added to Paragraph 10.b.of SECTION I AND SECTION II—COMMON POLICY CONDITIONS: We waive any right of recovery we may have against the person or organization shown in the Schedule because of payments we make for injury or damage arising out of: a. Your ongoing operations;or b. "Your work" done under contract with that person or organization and included in the "products-completed operations hazard". This waiver applies only to the person or organization shown in the Schedule. All other policy provisions apply. CMP-4787 1008498 2001 151229 201 05-14-2019 ©,Copyright,State Farm Mutual Automobile Insurance Company,2008 Includes copyrighted material of Insurance Services Office,Inc.,with its permission.