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HomeMy WebLinkAbout25E - AGMT - FIREWORKS SHOWREQUEST FOR COUNCIL ACTION CITY COUNCIL MEETING DATE: MARCH 21, 2017 TITLE: AGREEMENT WITH PYROSPECTACULARS FOR THE FOURTH OF JULY FIREWORKS SHOW {STRATEGIC PLAN NO. 5, 5C} I RECOMMENDED ACTION CLERK OF COUNCIL USE ONLY: 011 4 � * R ❑ As Recommended ❑ As Amended ❑ Ordinance on 1 °t Reading ❑ Ordinance on 2nd Reading ❑ Implementing Resolution ❑ Set Public Wearing For [sZolZNlg[II��L7 +7 FILE NUMBER Authorize the City Manager and Clerk of the Council to execute an agreement with PyroSpectaculars for the Fourth of July fireworks show in the amount not -to- exceed $20,000, for a term of March 21, 2017 to December 31, 2017, with two, one -year renewal options for an amount not -to- exceed $22,000 per year, for a total not -to- exceed $64,000, subject to non - substantive changes approved by the City Manager and City Attorney. DISCUSSION In preparation for the 2017 Fourth of July Celebration at Centennial Park, the City of Santa Ana, Parks, Recreation, and Community Services Agency (PRCSA) has been working to bring together the elements needed to provide this city - produced event. The Fourth of July event brings in approximately 7,000 participants. The event will have games and attractions, such as inflatable jumpers, obstacle sources, face painting, children's raffle, arts & crafts and a video game booth. Other attractions will include cannon shots, live entertainment and a fireworks show. Groups involved in the event are the Santa Ana Unified School District, Santa Ana Public Library, Santa Ana Youth Civic Engagement, CERT (Community Emergency Response Team), Santa Ana Active Streets, United Mexican American Veteran's Association and Police Explorers. On January 18, 2017 PRCSA issued a Request for Proposal (RFP) for various event services. An evaluation committee consisting of representatives from PRCSA, Planning and Building Agency, and the Police Department was assembled. The group was divided and assigned one or more services to evaluate the submitted proposals. The proposals were evaluated based on experience, understanding, capacity and price. The city received one proposal for pyrotechnic services. PyroSpectaculars provided the Fourth of July fireworks show on Fourth of July 2011 and since Fourth of July 2014. The company has met their contractual obligations for the previous agreements. 25E -1 Agreement with PyroSpectaculars for the Fourth of July Fireworks Show March 21, 2017 Page 2 STRATEGIC PLAN ALIGNMENT Approval of this item allows the City to meet Goal #5 - Community Health, Livability, Engagement & Sustainability, Objective #5 (Promote a strong arts and culture infrastructure), Strategy C (Promote arts and culture by partnering with artist groups and merchants to hold events celebrating art in public plazas, parks and other City - controlled open space). FISCAL IMPACT Funds are available in the following account for the specified years: Accounting Unit FY 16/17 FY 17/18 FY 18/19 FY 19/20 PRCSA- Recreation (no. 01113230 - 62300) $10,000 $20,000 $22,000 $12,000 Jeannie Jurado Acting Executive Director Parks, Recreation and Community Services Agency EXHIBITS: 1. Agreement— PyroSpectaculars APPROVED AS TO FUNDS AND ACCOUNT: Francisco Gutierrez Executive Director Finance and Management Services Agency 25E -2 RFP NO.; 17.014 Pyre Spectaculars, tile. City of Santa Ann P.O. Box 2329 Program #A, Rev, # 3 Rialto, CA 92377 July 04, 2017 Tel: 909. 355 - 8120:::: Fax: 909. 355 -9813 page I o1`5 PRODUCTION AGREEMENT (Special) This agreement ("A.givument") Is made this ._____day of �__....�._....,� l7 by and between Pyro Specracalma, Inc., a California corporation, hereinafter referred to as ( "PYRO "), and City of Santa Ann, hereinafter referred to as ( "CLIENT "'). PYRO and CLIENT are sometimes referred to as "Party" or collectively as "Parties" herein. I. J,;qUg' tp�t - CLIENT hereby engages PYRO to provide to CLIENT one fireworks production ( "Production'), cord PYRO accepts such engagement upon all of the promises, terms and conditions hereinafter set forth. The Production shall be substantially us outlined in Program "A:', attached hereto and incorporated herein by this reference, IA 1' D ties — PYRO shall provide all pyrotechnic equipment, trained pyrotecladviians, Shipping, pyrotechnic predicts, application for specific pyrotechnic purmits (the oust of which, including standby fees, Avill be paid by CLIENT) relating to the Production, insurance covering the Production and the other things on its part to be peribrmed its more specifically set forth below in this Agreement and in the Scope of Work (`Scope of Work "), attached hereto, incorporated herein by this reference, and made a part of this Agreement as though set forth fully herein. 1.2 �1FJq_:.l_P.RLr,Y- CLIENT shall provide to PYRO a sult'able site ( "Site') for the Prodtwtior, security for the Site asset Platt in Paragraph d hereof, access to the Site, any permission necessary to tittlize the Si to far the Production, and the other things oil its part to be performed as more specifically set forth below in this Agroomont and in the Scope of Work. All Site arrangements are subject to PYRO's reasonable approval as to pyrotechnic safety, suitability, and security. All other conditions ofthe Site shall be the responsibility nfCLIENT, Including, but riot limited to, access, use, control, parking and general safety with respect to the public, CLIENT personnel and other contractors. 2. ;I;ip„a,' n 'I:rnc -'The Production shall take place on Lifly044 1, at approximately 9.00 nm, at 'u i da Rc donut 1"nJ;jW„ oeCcr Iletd jv0jj o ptark, 4dr lcw„�,I,a &—luAall. LA, Site 3. ftg&jnj) 3.1 fU CL IEN "r agrees to pay PYRC) a Pau of ,?,dl,,gy,Q,Qq LSD {'fN[sN`P 1 )SANfI,- I)f�„( n [t5i ( "Pee") i6r floe Penduetion, CLIENT shall pay to C +YILO S 0000 US(7 [I'6�,YI , °Pr1t?LI4,tN1) (},. L L IE,. n1, 1 pun plira cstinrarcel peratlt and smttdby fees, spucitTwl prutluatiotr coat's, and other regulatory costa.appruxtmnlcd at 11 ,,110 (,)R an amount to tic tlatarnduad, liar n tuCnl ol'$J,3l,,tll�it,91j, as n dupuait ( "CJepaslt "}upon flay cslieution ofthis Agreement by both parties but no later than rri)„I,)4. alat7. 1 "ho balance of the Fee s11 11 he plod uo later lima. tai 05 2 r7. CLfBN'T nuthnriz<s PYRO to receive and verily on:dlt and financial Info•matiotaoncornmg CLI EMT from any nguncy. Ituraaa or cuffs including but not Iinritcal to arudil' reporting aganairs. The "PRICE FIRM" date, the date by which the executed Agreement must be delivered to pyre, inset i'orth hi Itamgrxiph 20. N +rt +vithstiin1 1r arty other provision in this Agreement, it is understood and agreed that CLIENT agrees to pay, and PYRO aSm s m 111.12 Is total in ain't fbr services lbr ChII'iNT, the ones; fees and charges inalentficll in COMPENSATION 11X1iIifiT B, attached hernia an0 irwurpd"nod Intothis Agrutlntent Izp dos ratiirutcc, in an amount not to exceed .$2Z(1010,00 USI) (TWENTY =TW0 TLIOUSAND DOLLARS) for each Produalion, over the onto, life rrftire Aitraetire, inchtding any renewed period(s), 3.2 CLIE:NI'shall have the option to "tend this Agreement for two (2) additional t -year extensions Far hdy4,2018, and.hily4,2019, Ifthc Agreement is dxtenrlud after the first yen•, CLILN1' agrees to pony PYRO a fcopot to euCeod $22;(IQ0.00 USI) ('rWr3N 'rY- 9'WO'T'C40118AND DOLLARS) for eaelo Productiao. Thu Parlice agrco than irtiunncial resnurecs ere nit nvailabW to CLIENT for either orthe a dditioml Productions, 0LII3NT has the option to cancel tine Production upon notification to PYRO in writing at least 90 days prior to the schoduled date of the Production. 33 I to - In the event tlmt the Tae is not paid in cannily manner, CI..IENT will be responsible for the payment of I S% interest per month or I S %annually on the unpaid balance, if litigation arises out ofthis Agrccment, the provailing patty shall Wounded to reasonable costs incurred In connection with the litigation, including, but not limited to eannteys' fees, 3A D' UaS nSy.— PYRO shill pay all normal expenses directly related to the Production including freight, lasuance as outlined, pyrotechnic Products. pyrotechnic equipment, experienced pyrotechnic personnel to set up mod discharge the pyrotechnics and those additional items as outlined as PYRO's responsibility in Ire Scope of Work. CLIENTshall pay all arses related m the production not supplied by PYRO including; but not limited to, those items unlined as CLIENT's responsibility in this Agreement and Scope of Work. 4. r • t SSU,peJ.Jtth.tx - PYRO represents and warrants tlmt it owns all copyrights, including performance rights, to this Production, except that PYRO does not own CLIEN9' -owned mntarial or third - party -owned material that his been included in the Production, and as to such CLfENt' -owned and third - party- owned material, CLIENT atysumes fall responsibility thcrcliam CLIENT agrees that PYRO strait retain ownership of, and all copyrights and others ights to, the Production, except that PYR0 shall not acquire or retain any ownership or other rights in or to CLI I"'N'r- owned material and thad-proy -owned mntcrinl and shhall native responsible (n any wily for such ntaksial. !I'appiiutbla, CL.IL'•NT oo nnalls to the use of CLIHN'l %owned material and represents tot it has or will obtain Ally permission tiom approprine third parties sufficienl tie mrthorixo public ukhibitlon of any such material in connection with this Production. PYRO reserves the uwlamhip rights in its trade names that tare used in or are a product of tire production. Any reproduction by sound, video or other duplication or according process wltheal the express written permission of PYRO is prohibited. 5. S"- PYRO cud CLIENT shall each comply with opplicablo federal, ante and local laws and regulations and employ Solely programs and Iveasnires consistent with recagnlzcal applicnbie hrdusny shnuinrds nml prttctiees. At all tfmcs before and during the ProductioL it shalt be within VYRO's stile distal tion to determine whether or not the Production mvy be safely discharged or emotional. it shall not constitute a trench of this Agreement by PYRO for fireworks to not or mal'hmciioin, or for PYRO to determine that the Production cannot be discharged or contained as it result of tiny conditions or GINUtl atances affecting safety beyond tine reasonable control ofPYRO. b. ,fir, }"pp{ty, - CLIENT shell provide adequate sua,trhy personnel, barricades, and Police Doparuncnt services as may be necessary to preclude individuals other than those authorized by PYRO f oat entering nn tree to be designated by PYRO as the area oil [tic set -up and discharge of the Production, malted ing a fill [out area r atslhctary to I VRO whore tiro pyrotechnics mny safely rise anal any debris Wray safety fall. PYIto shall have no responsibility for aiumitoring or controlling CLIT_NI "s other aonuaarors, providers or volunteers; (Ice public; areas to which the public or contractors have access; or any other public or contractor tttcilides associated with the Production. �•,',] PS 1-2e EX k -3 RPP NO,: 17 -01,1 Pyro Spectaculars, lne. City of Santa Ann P.O. Box 2329 Program #A, Rev, # 3 Rialto, CA 92377 July 0,1, 2017 Tel: 909 -355 -8120 :::: Pax: 909. 355-9813 Page 2 of'S 7. Cle anup - PYRO shall be responsible for the rernovad of all equipment provided by PYRO and clean up crony live pyrotechnic debris made necessary by PYRO, CLIENT shall be responsible for any other clear up which may be required orthe Production ar sat -up, discharge and fallout areas including any environmental clean -up. $, tar Ill ,v- PYRO agrees to apply for permits for the firing of pyrotechnics only from the ORANGE COUNTY FIRE AUTHORITY, FAA, and USCG, ifrequin'ed, CL1EiJ -P shall be responsible for any fees associated with these pannits Including sundry fees. CLIENT'shall be responsiblo For obtaining any other necessary permits, paying associated fees, land making other appropriate arrangements Rir Police Departments, other Fire Departments, road closures, event/aetivity or land Ilse permits or any permission or permit required by any Local, Regional, State or Flahoral Government, 9. r. IIA tycg - PYRO shall at all limes during Elio port'onnatao of services herein ensure that the following asurance is maintained in connection with PYRO's performanoc of dos Agreement: (1) commercial general liability insurance, including products, completed operations, and contractual liability under this Agreement; (2) automobile liability Insurance, (3) workors' compensation insurance and employer liability Insurance, Such Insurance is to protect CLIENT from claiins for bodily injury, Including donut, personal injury, and from claims of property damage, which may arise from PYRO's performance of this Agreement, only. 'file types and amounts of coverage shall be as set forth in the Scope of Work. Such insuranco shall not Include claims which arise treat CLIENT's negligence or willful conductor from failure ol'CLIENT to perform its obligations under this Agreement, coverage for which shall be provided by CLIENT. The covvrugo or (base policies shall be subject to reasonable inspection by CLIENT. Certificates of Insurance evidencing the required general liability coverage shell be furnished to CLIENT prfur to the rendering ofservices hereunder and shall include that the following ore named as additionally insured: CLIENT; Sponsors, Landowners, Surge Owners, irany; and Permitting Authorities, with respect to rho operations of PYRO at Elio Production. Pyrotechnic subcontractors or providers, if any, not covered under policies of insurance ruqubad hereby, shall secure, maintain and provide thch own insurance coverage with rupeot to their respective operations and services. Pyro shall give written notice to CLIENT within rive (5) business days ofgiving or receiving notice of material alteadion, cancellation, non renewal or expiration of coverage from carrier. 10. it dgI nn 0 • Im • PYRO represents and warrants that it is capable of furnishing the necessary oxperharo, personnel, Cqulpon at, materials, providers, and expertise to produce the Production In it safe and professional annular. Notwithstanding anything in this Ancoment to the contrary, PYRO shall utdannify, hold harmless, and defend CLIENT and ilia additional insureds from and against any and all clahns, actions, damages, liabilities and expenses, including but not limited to, aurrmay and other professional too$ and court costs, in connection with the loss of life, personal injury, and /or damage to property, arising front or Out of the Production and thtt presentation thereof to the extent such are occasioned by tiny net or moisslon of PYRO, their officers, agents, contractor's, providers, or employees. CLIENT shall indmurdfy; hold haanles% and defend PYRO than and against any and rill claims, actions, damages, liability and expanses, including but not limited to, fromney and other professional fees and count costs in connection with the loss of life, personal Injury, and /or damage to property, arising from Of our' orthe Production and the presentation thereof to the extent such are occasioned by any act or omission of CLIENT. Its of call, agents, contractors, providers, or employees. In no event shall either party be liable fordnc oonscqucntlal damages of the olher party. I h hlnrlf10jpp,gr [Y a n& inn ),,rt i ar x liretrgj - Except in the case of bodily injury and property damage as provided in the insurance and indemnification provisions of paragraphs 9 and 10, above, in the event CLIENT claims that PYRO has breached this Agreement or was otherwise negligent in performing the Production provided for herein, CLIENT shall not be entitled to claim or recover monetary damages from PYRO beyond ilia anoint CLIENT has paid to PYRO under this Agrocmenf, and shall not be entitled to oluine or recover any consequential damages from PYRO including, without lillotation, damages for loss of income, business or profits. 12. EaLea M1tnicnre - CLIENT agrees to assume the risks of weaale r, strike, civil unrest, terrorism, military action, governmental action, and any other valises beyond the control of PYRO which may prevent the Production firm being safely discharged on the scheduled date, which may cause the cancellation of any event for which CLIENT has purchased the Production, or which may affect Or damage such portion of ilia exhibits its must be placed and exposed a necessary time Dottie tine Production, If, for any such reason, PYRO is not reasonably able toaalely discharge the Production on the scheduled date, or at the scheduled time, or should any event for which CLIENT has purchased the Production be canceled as a result of such causes, CLIENT may (i) resohodule the Production and pay PYRO such sums as provided in Paragraph 13, or (ii) cancel ilia Production and pay PYRO such suers as provided !it Paragraph 14, based upon when the Production is canceled. 13. 11eapire a I r (,jJ;,ts'�- If CLIH,NT elects to reschedule the Production, PYRO shall be paid the original Pao plus all additional census made necessary by rescheduling plus a 15 service fee on such additional expenses. Said expenses will be,, invoiced separately and payment will be due in fall within 5 days of os aim. C,LIEN1' and PYRO shall agroe upon the rescheduled date taking Into oonsidoration availability of permits, materials, equipment, transportation and Jober.'The Production .shall be rscheduled for a date not more than 90 Days subsequent to tine date first sot for the Production, The Production shall not be rescheduled to it date, or for an event, that historically has involved it fireworks production, The Production shrill not be rescheduled between June 1.50) and Ally I SEE) unless the original date was July 41 orthat same year, or between December 15th and January I Sth unless the original date was December 3 tat of the earlier year unless PYRO agrees that such rescheduling will not adversely affect normal business operations during those periods, 14, JW, iLTILElgal — CLIENT shall have the option to unilaterally auroal the Production prior to the scheduled date, If CLIENT exercises this option, CLIENT agrees to pay to PYRO, as liquidated damages, toe following percentages of the Fee as set forth In Paragraph 3.1. 1) 50% if cancellartien Occurs 30 to 90 days prior to the scheduled data, 2) 75% if cancellation occurs 15 to 29 days prior to the scheduled ditto, 3) 100% thereafter. In the event CLIENT cancels the Production, It will be impractical or extremely ditlfoult to fix actual amount of PYRO's damages. file foregoing represents it reasonable estimate of the damages PYRO will suffer if CLIP.,N'1'caucala the Production. 15. Np,,,,jnir t Vr. rta - It is agreed, nothing In this Agreement or in PYRO's perhannanee of Elie Production shall be construed as running a partnership or joint venture between CLIENT and PYRO. PYRO steal I be and is an independent co laracter with CLI ENT and not tin employee ofCLIENT. The Parties hereto shall he severally responsible for their own separate debts and obligations and neither Patty shall be held responsible for any agroements or obligations not expressly provided for herein. 16 Agnyllcg I I•aw -This Agreement and the rights and obligations of the Parties hereunder shot[ be construed in accordance with ilia laws of California. It is had ter agreed that the Central Judicial District of San FiGnU rdiuo County, CaIiPomia, shall be proper venue for any such rich oil. In the event that One scope of Ilia Production is reduced by authorities having,lurisdiction or by either Party for safety concerns, the ill dollar amounts outlined in this Agreement are enforceable, PS v I -2e 25E -4 RFP NO.: 17 -014 Pyro Spectaculars, Inc. City of Santa Ana P.O. Box 2329 Program #A, Rev. M 3 Rialto, CA 92377 ,July 04, 2017 Tel: 909-355-8120:::: Fax: 909 - 355-9813 Page 3 of 5 17. &099!s - Ally Notice to the Parties pernalled or required under this Agreement may be given by rolling such Notice hr the United States Mall, postage prepaid, first elms, addressed as follows: PYRO- I'yro Spectaculars, Inc,, P.O. Box 2329, Rinho, Calitbrnla, 92377, or far overnight delivery to 3196 N. Low.st Avenue, Rodut,California 92377. CIA ENT - Lg. �ifr}ItQ pgtlotl otj,e W, - All terns of the Agreement are in wilting and may only be modified by written agreement ol'both Parties hereto, Both Parties acknowledge they have mceived a copy of said written Agreement and agree to be bound by said terms of written Agreement Only. 19. &vqy, i) i ,q- tf there is more than one CLIENT, they shall hcjointiy and severally responsible to Perform CLIENT'S obligations under this Agreement. This Atprcaownt shall become citbetiva 011cr it is executed toll accepted by CLIENT and after it is execmed and aceoptai by PYRO at PYRO's ollicos in Rialto, California This Agreement may be execmetl in saverttl eaunmrpnrd, Including Ifixad and availed aupias, exvh One Of which shall the de:med un original agalnat iha Perty cxu:utiug strata. This Agreement shall be binding upon the Patties hereto and upmt their heirs, sucm:ssom, executors, administrators and assigns. 20, I'r1ve I {(gill - If any uhartgae ar afterrati nes are inadc by CLIENT In this Agrcement or Whist Agreement is not executed by C Lf17KI and delivered to PYR0 on or before the PRICE PiRM date shown below- then the price, data and scope o i l he Production are subject to review and acceptance by PYRO Cor a period of 13 Clays lot lowing delivery to PYRO of the executed Agreement. In the event ii IN not accepted by PYRO, PYRO shall give CLIENT written notice, and this Agreement shall be void. PRICE FIRM through March 6, 2017 EXECUTED AGREEMENT MUST BE DELIVERED TO PYRO BY THIS DATE, See PRICK FIRM conditions, paragraph 2A above. EXECUTED as of the date that written above; PYRO SPECTACULARS, INC. If(James R Snur.,n, Ptrs drat RECOMMF'NDED FOR APPROVAL: JEANNIE JURADO Acting Executive Director Parks, Recreation and Community Services Agency SHOW PRODUCER: Brendan Mcf enney CITY OF SAN'T'A ANA Ey:_.. ..__.....�._..._._....._.__.___ Rs: Act! nXg. 1tX, �sh?ll[, pi.._...._ .....___._.._....._�_____..____ Print Name ATTEST: MARIA D. -I—W AR Clerk of the Council APPROVED AS TO FORM: SOMA R. CAP VALHO City Attorney lay: Us'a Struck Assistant City Attorney PS V 1 -2e 25E -5 RFP NO.: 17 -014 Pyro Spectaculars, Inc. City of Santa Ana P.O. Box 2329 Program #A, Rev. # 3 Rialto, CA 92377 July 04, 2017 Tel: 909 -355 -8120 : a; Fax: 909- 355 -9813 Page 4 of' .5 SCOPE, OF WORK PYRO SPTCTACU1,ARS, INC. ( "PYRO ") and City of Santa Ann ("CUENT ") Pyro shall provide the following goods and services to CLIENT: • One Pyro Spectaculars, Inc„ Production on juty 04.2017 at approximately 9:00lrm at Centennial Regipnal 1'nrk: 5ocecr ("field west of ark,., r�airwiery 5t., Santa Ana. C,„r�. • Alf pyrotechnic equipment, trained pyrotochnicians, shipping, and pyrotechnic product. • Application for specific pyrotechnic permits relating to the Production. • Musical soundtrack for the Production supplied in agreed upon format. • Insurance covering the Production as set forth in the Agreement with the following limits: (rr eOURI Lirrttrr Coittniercitil senetiltdlii ty $ 1,000,000.00 Combined Single Limit - Loch Occurrence (Bodily Injury & Property Damage) Dminess 6LUAL ir kit 011y_- $5,000,000.00 Combined Single Limit - Each occurrence Qw_yeA Nu - w ted_M1eLI F Ll" Atnos (Bodily Injury & Property Damage) 4Unrkecrt q1t 4 sation Statutory 'in SyogJ nbili _ $1,000,000 Per Occurrence CLIENT shall provide to PYRO the following goods and services: r All on -sine labor costs, if any, not provided or performed by PYRO personnel including, but not limited to, local union requirements, all Site security, Police and Fire Dept, standby personnel, stagehands, electricians, audio and fire control monitors, carpenters, plumbers, clean -up crew. All these additional personnel and services shall be fully insured and the sole responsibility of CLIENT, • Coordination and any applicable non - pyrotechnic permitting with the local, state or federal government that may hold authority within the Production. • Costs of all permits required for the presentation of the Production and the event as a whole, • Provision of a Safety "Lone in accordance with applicable standards and ail requirements of the authorities havingf urisdiction throughout the entire time that the pyrotechnics are at the Site or the load site (if different) on the date of the Production and all set -up and load- out dates, including water security to keep unauthorized people, boats, etc. from entering the Safety Zone. A professional grade Audio System including all necessary equipment, installation of such equipment and trained audio engineers for operation based on audio and communications requirements provided by PYRO. • General Services including, but not limited to, Site and audience security, fencing, adequate work light, dumpster accessibility, a secure office for PYRO personnel within the venue, secure parking for PYRO vehicles, access to washrooms, tents, equipment storage, hazmat storage, electrical power, fire suppression equipment, access to worksites, necessary credentiading, etc., will be required as necessary. I'S V t -'e 25E -6 RFP NO.: 17 -014 Pyro Spectaculars, Inc. City of Santa Ana P,O. Box 2329 Program #A, Rev. # 3 Rialto, CA 92377 July 04, 2017 Tel: 909 - 355 -8120 :::: Fax: 909- 355 -9813 Papa 5 ot'5 COMPENSATION EXHIBIT B L0MPCNSA'T10N - CLIENT agrees to pay PYRO a fee of $20 00„ MO IJSD (T'lVrN'FY -THOUSAND DOLLARS) ( "Fee ") for the July 4, 2017 Production. CLIENT shalt pay to PYRO $10 00.0.00 USD (TI IV T "NOUSAND DOLLARS} of the Fee plus estimated permit and standby fees, specified production costs, and other regulatory costs approximated at d�QQ04 OR an amount to be determined, for a total of '!0 000.00, as a deposit ( "Deposit ") upon the execution of this Agreement by both parties but no later than Alrr1104.20L7, The balance of the Fee shall be paid no later than .lu! 05 2t1�7, OP C[ON'!'O I xT'IsNf) - CLIENT shall have the option to extend this Agreement for two (2) additional I -year extensions for JUIy 4, 2018, and July 4, 2019. If the Agreement is extended, CLIENT agrees to pay PYRO a fee not to exceed 522,000.00 USj I'1'IVF,N'! "Y -T'lV0 T'F! . UsC - AND DOLLARS) for cacti Production. The Parties agree that, if financial resources are not available to CLIENT for either of the additional Productions, CLIENT has the option to cancel the Production upon notification to PYRO In writing at least 90 days prior to the scheduled date of the Production. `'` V t.ze 25E -7 25E -8