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Home My WebLink AboutERIC DARBY; DARBY WORKS, INC.INSURANCE NOT ON FILE WORK MAY M PROCEED CLERK OF COUNCIL £DA DATE: APR 0 4 Zola April 3, 2018 Eric Darby ("Speaker/Performer") Darby Works, Inc. 23336 Via Bahia Mission Viejo, CA. 92691 Re: Sneaker/Performer Engagement g ecment Please return an original executed agreement to our office (M-30/TIl) N-2018-045 This letter represents your agreement with the City of Santa Ana ("City") as entered into on the above date for the engagement described below: 1. Event Description: Business Workshop: Google Digital Marketing Tools event. 2. Date(s): Wednesday, April 4, 2018 3. Event Time(s): 4:OOPM - 8:OOPM 4. Location: Delhi Center, 505 E Central Avenue, Santa Ana ("Property") 5. Compensation: $500.00 (payable by check within 30 calendar days of event); Speaker/Performer must provide IRS form W-9 before payment can be made 6. Equipment provided by City: microphone, screen, internet access, laptop 7. Equipment provided by Speaker/Performer: training presentation 8. City Contact Person (for coordinating purposes only): Sylvia Vazquez 9. Independent Contractor: SpeakertPerformer shall, during the entire term of this Agreement, be construed to be an independent contractor and not an employee of the City. This Agreement is not intended nor shall it be construed to create an employer-employee relationship, a joint venture relationship, or to allow the City to exercise discretion or control over the professional manner in which Speaker/Performer performs the services that are the subject matter of this Agreement; however, the services to be provided by Speaker/Performer shall be provided in a manner consistent with all applicable standards and regulations. Speaker/Performer 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. 10. Indemnification: Speaker/Performer, his or her agents, or employees (if applicable) agrees to and shall indemnify, defend, and hold harmless the City, its officers, agents, employees, consultants, special counsel, and representatives from and against all loss, expenses, or liability (including costs and attorney's fees) arising from the negligence or willful misconduct of Speaker/Performer, his or her agents, or employees. it. Release: Speaker/Performer accepts the Property and any City -provided equipment used in connection with the performance in their "as -is" condition, with all faults. Speaker/Performer fully releases, waives and discharges forever any and all claims, demands, rights, and causes of action of any kind or nature against, and covenants not to sue, City, its elected officials, officers, employees, agents and volunteers, and all persons acting on behalf of, by, through or under each of them, under any present or future laws, statutes, or regulations for any claim or event relating to the condition of the Property or City -provided equipment or Speaker/Performer's use thereof. Letter Agreement — Eric Darby N-2018-045 Page 2 12. Worker's Compensation Insurance. hi accordance with the California Labor Code, Speaker/Performer, it Speaker/Performer has any employees, is required to be insured against liability for worker's compensation or to undertake self-insurance. 13. The City shall have the right and royalty -free license to simulcast or produce and show a tape -delayed broadcast of Speaker/Performer's presentation to the City community or general public, through webeast or any other means. This license shall be non-exclusive and the copyright shall remain with the Speaker/Performer. Copies of Speaker/Performer's presentation may be maintained by the City, and Speaker/Performer consents to use of such recordings. 14. Speaker/Performer is solely responsible for payment of royalty fees, performance fees, or similar fees that may be required by unions or similar organizations. Speaker/Performer shall indemnify the City against any liability or damages, including attorney's fees, that may arise as a result of violation by Speaker/Performer of copyright laws. 15. Speaker/Performer shall not discriminate because of race, color, creed, religion, sex, marital status, sexual orientation, age, national origin, ancestry, disability, or any other basis protected by applicable law in connection with any activities related to this Agreement. 16. This Agreement shall in all respects shall be interpreted, enforced, and governed exclusively by and under the laws of the state of California. Both parties 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. 17. This Agreement represents the complete and exclusive statement between the City and Speaker/Performer regarding the subject matter herein 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 City and by an authorized representative of Speaker/Performer. CITY OF SANTA ANA KnT r GOD EZ II City Manager MARIA D. HUIZAR Clerk of the Council RECOMMENDED FOR APPROVAL: Robert M. Zur Sc _ e Interim Executive `e �kctor Community Development Agency SPEAKER/PERFORMER �ls Name: t rie Darby Title: Director Ryan FORM: Please return an original executed agreement to our office (M30/T11) WORKERS' COMPENSATION DECLARATION I )aAo, affirm under penalty of perjury, the (Name/Title) / following declaration : I certify on behalf of -Dqti b VVO(kS Thc-V that during the term of my (Co y(/.1tandCompany Namc) contract for 60o�le '-F vsirxlYi Wo/ksticoo services with the City of Santa Ana, I will not employ any person in any manner so as to become subject to the workers' compensation laws of California, and agree that if I should become subject to the workers' compensation provisions of Section 3700 of the Labor Code, I shall forthwith comply with those provisions and provide proof of workers' compensation coverage. DATE: By: / I Name: C-- rl G i LV✓ Title: �VPSt Jed - Telephone: 1-q 7, G -71 . 2 `6 q3 WARNING: FAILURE TO SECURE WORKERS' COMPENSATION COVERAGE IS UNLAWFUL, AND SHALL SUBJECT AN EMPLOYER TO CRIMINAL PENALTIES AND CIVIL FINES UP TO ONE HUNDRED THOUSAND DOLLARS ($100,000). 1N ADDITION TO THE COST OF COMPENSATION, DAMAGES AS PROVIDED FOR 1N SECTION 3706 OF THE LABOR CODE, INTEREST, AND ATTORNEY'S FEES. INSURANCE NOT ON FILE WORK MAY NE PROCEED CLERK OF COUNCIL �aE, APR O4 2018 April 3, 2018 Eric Darby ("Speaker/Performer") Darby Works, hic. 23336 Via Bahia Mission Viejo, CA 92691 Re: Speaker/Perfermer Engagement Agreement This letter represents your agreement with the City of Santa Ana ("City") as entered into on the above date for the engagement described below: Event Description: Business Workshop: Google Digital Marketing Tools event. 2. Date(s): Wednesday, April 4, 2018 3. Event Time(s): 4:OOPM - 8:OOPM 4. Location: Delhi Center, 505 E Central Avenue, Santa Ana ("Property") 5. Compensation: $500.00 (payable by check within 30 calendar days of event); Speaker/Performer must provide IRS form W-9 before payment can be made 6. Equipment provided by City: microphone, screen, internet access, laptop 7. Equipment provided by Speaker/Performer: training presentation 8. City Contact Person (for coordinating purposes only): Sylvia Vazquez 9. Independent Contractor: Speaker/Performer shall, during the entire term of this Agreement, be construed to be an independent contractor and not an employee of the City. This Agreement is not intended nor shall it be construed to create an employer-employee relationship, a joint venture relationship, or to allow the City to exercise discretion or control over the professional manner in which Speaker/Performer performs the services that are the subject matter of this Agreement; however, the services to be provided by Speaker/Performer shall be provided in a manner consistent with all applicable standards and regulations. Speaker/Performer 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. 10. Indemnification Speaker/Performer, his or her agents, or employees (if applicable) agrees to and shall indemnify, defend, and hold harmless the City, its officers, agents, employees, consultants, special counsel, and representatives from and against all loss, expenses, or liability (including costs and attorney's fees) arising from the negligence or willful misconduct of Speaker/Performer, his or her agents, or employees. 11. Release: Speaker/Performer accepts the Property and any City -provided equipment used in connection with the performance in their "as -is" condition, with all faults. Speaker/Performer fully releases, waives and discharges forever any and all claims, demands, rights, and causes of action of any kind or nature against, and covenants not to sue, City, its elected officials, officers, employees, agents and volunteers, and all persons acting on behalf of, by, through or under each of them, under any present or future laws, statutes, or regulations for any claim or event relating to the condition of the Property or City -provided equipment or Speaker/Performer's use thereof. Letter Agreement — Eric Darby N-2018-045 Page 2 12. Worker's Compensation Insurance. In accordance with the California Labor Code, Speaker/Performer, if Speaker/Performer has any employees, is required to be insured against liability for worker's compensation or to undertake self-insurance. 13. The City shall have the right and royalty -free license to simulcast or produce and show a tape -delayed broadcast of Speaker/Performer's presentation to the City community or general public, through webcast or any other means. This license shall be non-exclusive and the copyright shall remain with the Speaker/Performer. Copies of Speaker/Performer's presentation may be maintained by the City, and Speaker/Performer consents to use of such recordings. 14. Speaker/Performer is solely responsible for payment of royalty fees, performance fees, or similar fees that may be required by unions or similar organizations. Speaker/Performer shall indemnify the City against any liability or damages, including attorney's fees, that may arise as a result of violation by Speaker/Performer of copyright laws. 15. Speaker/Performer shall not discriminate because of race, color, creed, religion, sex, marital status, sexual orientation, age, national origin, ancestry, disability, or any other basis protected by applicable law in connection with any activities related to this Agreement. 16. This Agreement shall in all respects shall be interpreted, enforced, and governed exclusively by and under the laws of the state of California. Both parties 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. 17. This Agreement represents the complete and exclusive statement between the City and Speaker/Performer regarding the subject matter herein 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 City and by an authorized representative of Speaker/Performer. CITY OF SANTA ANA " r - RX -(JL GOD*Z II City Manager lam;W116! •....: RECOMMENDED FOR APPROVAL: Ro ert M. Z,ur Sch +e ae Interim Executive lctor Community Development Agency SPEAKER/PERFORMER Name: Eric Darby Title: Director Ryan O