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HomeMy WebLinkAbout05091 - HANSON HOUSE FOUNDATION INC EVENT PROMOTION SMOOTH JAZZ FESTIVAL 2005 Page 1 of 1 Kathie Wart From: Lois Ware Sent: March 07, 2006 2:48 PM To: Kathie Hart i Subject: AGREEMENT 5091 - PS SMOOTH JAZZ FEST Kathie, This one can be closed, too. Lois Ware Administrative Assistant 14\ City of Palm Springs V, 401 S. Pavilion Way Pahn Springs, CA 92262 Tel: (760) 323-8265 FAX: (760) 323-8279 03/07/06 Hanson House I-oundation, In ' Event Promotion, Smooth Jaz Festival 2005 AGREEMENT#5091 AGREEMENT FOR EVENT PROMOTION MO 7664, 05-04-05 2005 PALM SPRINGS SMOOTH JAZZ FESTIVAL This Agreement governed by the laws of the State of California is made and entered into by and between the City of Palm Springs, a municipal corporation, hereinafter called "City" and Hanson House Foundation, a California nonprofit public benefit corporation, hereinafter called "Promoter". RECITALS WHEREAS, the CITY COUNCIL recognizes the intrinsic value of cultural and promotional events and the role they play in enhancing and expanding the economic vitality and image of the CITY; WHEREAS, the City Council provides funding assistance to eligible organization for the purpose of providing cultural and promotional events and/or activities that generally benefit the community; WHEREAS, Promoter plans to produce the 2005 Palm Springs Smooth Jazz Festival as described herein (hereinafter "EVENT'); WHEREAS Promoter is a California nonprofit public benefit corporation authorized to engage in charitable and education activities as well as those activities permitted to be carried out by a corporation exempt from federal income tax under Section 501(c)(4) of the Internal Revenue Code and under Section 170(c)(2) of the Internal Revenue Code; WHEREAS it is anticipated that the event's attendance will total in excess of 2,300 people over the two-night festival and attendees will be staying in Palm Springs hotels, eating and shopping locally, thus enhancing the local economy. WHEREAS, Promoter needs financial assistance to produce this Event and has requested City sponsorship; WHEREAS, the City Council has determined that sponsorship of this Event would be of public benefit. NOW, THEREFORE, IT IS AGREED AS FOLLOWS: 1.0 EVENT DATE AND LOCATION 1.1.1 Promoter shall organize, manage and produce the Event as generally described in Exhibit "A" and attached hereto and incorporated herein by this reference. 1.1.2The Event shall be held on Friday, May 20, and Saturday, May 21. In the event of inclement weather, Promoter may request an alternate date for the Event. In no event shall an alternate date be set without the express written approval of City Manager or his designee. 2.0 TITLE SPONSORSHIP The parties hereby agree that the City shall be named as a sponsor of the Event. 3.0 SPONSORSHIP TERMS ORBGNAL BID ANDICR AGREV4EW_( v 3.1 To produce the Event, the City will provide Promoter with the services as described in Section 5.0 of this agreement. 3.2 Promoter is responsible for raising all funds necessary to produce the EVENT in excess to the City's contribution of One Thousand Five Hundred Dollars ($1,500). 3.3 Promoter shall provide City with access for up to ten persons to the Community Appreciation Night Opening Ceremonies at O'Donnell Golf Club. 3.4 Promoter agrees to identify the City of Palm Springs as an event sponsor in all of its promotional literature and advertising distributed throughout the community and local area. 4.0 PRODUCTION SERVICES TO BE PROVIDED BY PROMOTER As the producer of the Event, Promoter will provide production services, including, but not limited to, the following and will accept all financial responsibility for such services: 4.1 Securing the necessary venues for the Event and related activities, including volunteers pre-event orientation meeting/party, participants' pre-event meeting, post-event sponsor appreciation ceremony, and other possible special attractions as approved by City. 4.2 Contracting and paying for all service vendors and technical support, including, but not limited to, sound, including a public address system, lighting(if applicable), bleachers, and security services at related activities described in Section 4.1. 4.3 Recruitment, coordination and supervision of volunteers and all their activities. 4.4 Obtain certificates of insurance and liability release forms from all entries, volunteers and vendors participating in Event. 4.5 Promoter shall be responsible for all promotional activities related to the Event, including: a) Arranging and buying advertising space in local newspapers and other publications to promote the Event and the City. b) Preparing press releases and marketing materials to promote the Event. c) Coordinating local and regional public relations including the distribution of press materials to entertainment and travel writers. d) Coordinating with the City's Bureau of Tourism to promote Event. e) Promoting Event through personal appearances and/or the distribution of collateral materials. 5.0 DESCRIPTION OF SERVICES TO BE PROVIDED BY CITY 5.1 City agrees to provide up to One Thousand Three Hundred Dollars ($1,300) worth of public services, including police services, fire services, street maintenance services and other public services as may be deemed appropriate to produce Event. 5.2 City will hang one (1) street banner at no cost to the Promoter. 5.3 The City will make a concerted effort to promote the Event on the City's government access channel and other advertising and marketing vehicles as deemed appropriate. 6.0 TERM OF AGREEMENT 6.1 AGREEMENT PERIOD, he effective date of this Agreement shall be from May 1, 2005 through April 30, 2006. Any covenant, term or provision of this Agreement, which, in order to be effective, must survive the termination of this Agreement, shall survive any such termination. 6.2 BREACH OF AGREEMENT. Any material deviation by Promoter, for any reason, from the requirements hereof or from any other provision of this Agreement shall constitute a breach of this Agreement and may be cause for termination at the election of City. City may terminate this Agreement, for cause, by giving ten (10)days' notice to Promoter. In the event of termination by whatever means, City shall have the option to direct Promoter's actions with respect to access to materials or assigning any rights, such as name, lists, speaker contracts to City or its designee. City reserves the right to waive any and all breaches of this Agreement, and any such waiver shall not be deemed a waiver of all previous or subsequent breaches. In the Event City chooses to waive a particular breach of this Agreement, it may condition same on payment by Promoter of actual damages occasioned by such breach of Agreement and shall make every effort to resolve the same quickly and amicably. 6.3 AGREEMENT TERMINATION. In the event Promoter is unable to fulfill its responsibilities under this Agreement for any reason whatsoever, including circumstances beyond its control, City may terminate this Agreement in whole or in part in the same manner as for breach hereof and be entitled to the same rights on termination. 6.4 REIMBURSEMENT. All amounts paid to Promoter pursuant to this Agreement shall be subject to reimbursement upon the occurrence of any of the following Events: a) Promoter loses its tax-exempt status under Section 501 (c) (4) and 170 (c) (2) of the Internal Revenue Code; or b) The dissolution of Promoter; or c) Promoter terminates or attempts to terminate this Agreement for any reason other than City's failure to make payments as provided hereunder; or d) Promoter fails to fulfill the responsibilities, duties, and obligations set forth herein. 7.0 GENERAL 7.1 INDEMNITY. Promoter will indemnify, defend and hold harmless the City and its officers, employees and agents, of and from any and all claims arising out of or related to and and all activities or undertakings of the Promoter which are the subject of this Agreement, including, without limitation, claims of the follow nature: a) Breach of Contract. b) Tortious interference with contractual obligation. 3 c) Tortious interference with prospective economic advantage. d) Service Mark or Copyright infringement and/or dilution. e) Property damage and/or loss. f) Negligence. g) Bodily injury. h) Personal damage/injury (libel and slander). 7.2 INSURANCE. Promoter will deliver to the City not less than thirty(30) days prior to the first scheduled date of the Event, a certificate of insurance showing the City as an additional insured in a policy or policies issued by a company approved by the Risk Manager for the City, with coverages and limits of insurance acceptable to the Risk Manager, not subject to cancellation except upon thirty- (30) day written notice to the City. 7.3 INSPECTION OF RECORDS. City shall have the right to monitor and inspect all work or records under this Agreement. 7.4 COMPLETE AGREEMENT. This Agreement contains all the terms and conditions agreed upon by the parties. No other understandings, oral or otherwise, regarding the subject matter of this Agreement shall be deemed to exist or to bind any of the parties hereto. This Agreement supersedes all previous agreements, if any, between the parties. 7.5 AMENDMENTS. Any alterations, variations, modifications or waivers of provisions to this Agreement shall be valid only when reduced to writing duly signed and attached to the original of this Agreement. 7.6 NOTICES. Communications among the parties hereto shall be addressed as follows: PROMOTER: HANSON HOUSE FOUNDATION Frank R. Ercoli, MD, President 380 E. Paseo El Mirador Palm Springs, CA 92262 (760) 416-5070 FAX (760) 416-5071 CITY: CITY OF PALM SPRINGS David H. Ready, City Manager P.O. Box 2743 Palm Springs, CA 92262 (760) 322-8336 FAX (760) 323-8207 7.7 CITY REPRESENTATION. Promoter shall work closely with the City's Director of Parks and Recreation, who shall be designated the "Liaison Representative of City." Promoter principals shall provide regular updates to the Liaison Representative of Cityto keep the City currently advised on the status of the Event. 7.8 COMPLIANCE WITH LAWS. Promoter shall comply with all applicable federal, state, and local laws, ordinances and regulations. 7.9 STANDARD OF CARE. City relies upon the professional ability of Promoter as a material inducement to entering into this Agreement. Promoter agrees to use reasonable care and diligence in rendering services under this Agreement. Promoter agrees that the 4 acceptance of its work by City shall not operate as a waiver or release of said obligation of Promoter. The absence, omission, orfailure to include in this Agreement, items which are normally considered to be a part of generally accepted professional procedure or which involve professional judgment shall not be used as a basis for submission of inadequate work or incomplete performance. 7.10 DEMAND FOR ASSURANCE. Each party to this Agreement undertakes the obligation that the other's expectation of receiving due performance will not be impaired. When reasonable grounds for insecurity arise with respect to the performance of either party, the other may in writing demand adequate assurance of due performance and until he/she receives such assurance may, if commercially reasonable, suspend any performance for which the agreed return has not been received. "Commercially reasonable" includes not only the conduct of a party with respect to performance under this Agreement but also conduct with respect to other agreements with parties to this Agreement or others. After receipt of a justified demand, failure to provide within a reasonable time, but not exceeding ten (10)days, such assurance of due performance as is adequate under the circumstances of the particular case is a repudiation of this Agreement. Acceptance of any improper delivery, service, or payment does not prejudice the aggrieved party's right to demand adequate assurance of future performance. 7.11 THIRD PARTY BENEFICIARIES. Nothing contained in this Agreement shall be construed to create and the parties do not intend to create any rights in third parties. 7.12 EFFECTIVE DATE. This Agreement shall become effective and fully enforceable on the date this agreement is executed by the City Manager on behalf of the City, which date shall be on or after the date this Agreement is executed by Promoter. [SIGNATURE BLOCK NEXT PAGE] 5 IN WITNESS WHEREOF, the parties have executed and entered into this Agreement as of the date first written above CITY OF PALM SPRINGS ,ATTEST: a municipal corporation � P , � +� , j Ity Clerk City Manager -- - R A OYEDBYCUCOUNCIL - g-mp.,Eiy F� May �u CONTRACTOR: Check one. Individual _Partnership ;< Corporation , Sign ur �(x(ot rize Signature(( tarized) Name:_F�AlI �� - Name: � U o Title:` tic� r Title: "LCr��IGUV Cli (This Agreement must be signed in the above space by one of the (This Agreement must be signed(p/n,t e above space by one of the following: Chairman of the Board, President or any Vice following: Chairman of the Bbar , President or any Vice President.) President.) State of ("A L 1 Fo P'NMI) state of County of 8 1 A)E�ss County of C5� On S-la'usbefore me, t;{21.i S( .L,Si7 SS N7(9 N On S-0-'before me, i=III N' S �. SU Ss f-In 113 penallyappeared (aN Id ID,, C 0,(Co L� personally appeared I.<I.0 Fit_ L. L_OnJC� _ ?'personally known to me (or proved to me on the basis of pe onally known to me (or proved to me on the basis of satisfactory-evidence)to be the person(whose name()is/are satisfactory_evidence)to be the person(A)whose name(p)is/are subscribed to the within instrument and acknowledged to me subscribed to the within instrument and acknowledged to me that he/shefthey executed the same in his/'her/their authorized that he/she/they executed the same in Ws/'her/their authorized capacity(iesj, and that by his/her4thctr signature(s5 on the capacity(ieg,, and that by ]` /her/tl*elt signature( on the instrument the person(, or the entity upon behalf of which the instrument the person(y), or the entity upon behalf of which the person(s)acted, executed the instrument. person(5)acted, executed the instrument. WITNESS my hand and official seal. WITNESS my hand and official seal. Notary Signature:r--.e4�1_C�-sv - L,t..— _ Notary Signaturerrt Notary Seal: Notary Seal: 3_.Q..�.�.-...3.... OFFICIAL SEAL �. � OrFICIALSEAL ERNEST L SUSSMAN SUS ;MAN NOTARY PULLIC-CALIFORNIA E zrr?' 'i,1 NOTARI'PUBLIC-CALIFORNIA �').V COMMISSION dk 1303075 �n �' '2 �v° COMMISSION#1303075 p-„s RIVERSIDE COUNTY ice '°'I >y��,. RIVERSIDE COUNTY My Commission Exp.May 31,2005 ��e' My Commission Exp.May 31,2000 �.wvo-rcvvsv<•vv^vv.rvv<:m�+�••�'�'� 1�r<s.vr•vvT�v��•o�v-v+�-w:�v�w<r+�'+^e^m 6 ACORD.. CERTIFICA40F LIABILITY INSURAW:E DATE(MMIDD/YYYY) 05/12/2005 PRODUCER (760) 325-2526 THIS CERTIFICATE IS ISSUED AS A MATTER OF INFORMATION Weingarten & Hough ONLY AND CONFERS NO RIGHTS UPON THE CERTIFICATE HOLDER. THIS CERTIFICATE DOES NOT AMEND, EXTEND OR P O Box 1866 crry CF PALM SPRI,KA:LTER THE COVERAGE AFFORDED BY THE POLICIES BELOW, Palm Springs CA 922 63-266MAY 17 t1M t; 516SURERS AFFORDING COVERAGE NAIC# INSURED INSURERA First National Insurance Hanson House Foundation, Inc.- - -,{-,?>.-{ E-S T '(F,L)=jP5G;-yNSURERe - - -------- - _- - _ _- - _ _ 380 East Paseo El Mirador CITY CLERK INSURERC INSURER D Palm Springs CA 92262- INSURER E. COVERAGES 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 CONTRACTOR OTHER DOCUMENT WITH RESPECT TO WHICH THIS CERTIFICATE MAYBE ISSUED OR MAY PERTAIN, THE INSURANCE AFFORDED BY THE POLICIES DESCRIBED HEREIN IS SUBJECT TO ALL THE TERMS, EXCLUSIONS AND CONDITIONS OF SUCH POLICIES. AGGREGATE LIMITS SHOWN MAY HAVE BEEN REDUCED BY PAID CLAIMS. INSRIADD'L POLICY EFFECTIVE POLICY EXPIRATION LTR INSRD TYPE OF INSURANCE POLICY NUMBER DATE(MMIDD/YY) DATE(MMIDDiYY) LIMITS A GENERAL LIABILITY / / / / EACH OCCURRENCE $ 1,000,000 X COMMERCIAL GENERAL LIABILITY DAMAGE TORENTED PREMISES(Ea RENT rrence) $ 200,000 CLAIMS MADE ❑X OCCUR 25CC000890-2 11/06/2004 11/06/2005 MED EXP(Any one person) $ 10,000 _ PERSONAL&ADV INJURY $ 1,000,000 GENERAL AGGREGATE $ 2,000,000 GEN'L AGGREGATE LIMN-APPLIES PER PRODUCTS-COMPIOP AGG S 2,000,000 7 POLICY n JE° r Loc AUTOMOBILE LIABILITY / / / / COMBINED SINGLE LIMIT $ _ ANY AUTO (Ea accident) _ ALL OWNED AUTOS / / / / BODILY INJURY _ SCHEDULED AUTOS (Per pennon) _ HIRED AUTOS / / / / BODILY INJURY NON-OWNED AUTOS (Peraccitlent) $ PROPERTY DAMAGE (Per accident) $ GARAGE LIABILITY AUTO ONLY-EA ACCIDENT $ ANY AUTO / / / / OTHER THAN EA ACC $ AUTO ONLY AGE It EXCESS/UMBRELLA LIABILITY / / / / EACH OCCURRENCE $ OCCUR CLAIMS MADE AGGREGATE S DEDUCTIBLE / / / / S RETENTION $ $ WORKERS COMPENSATION AND / / / / TORY LIMITS OER EMPLOYERS'LIABILITY ANY PROPRIETORIPARTNERIEXECUTIVE E L,EACH ACCIDENT $ OFFICER/MEMBER EXCLUDED? / / / / EL DISEASE-CA EMPLOYEE$ If yes,describe under SPECJAI PROVISIONS below EL DISEASE-POLICY LIMIT $ OTHER _ - - DESCRIPTION OF OPERATIONSILOCATIONSNEHICLESIEXCLUSIONS ADDED BY ENDORSEMENT/SPECIAL PROVISIONS Certificate holder is named as additional insured with respects to General Liability. Re: Outdoor Jazz Concert event. Date of event: May 19, 2005 to May 22,2005 CERTIFICATE HOLDER CANCELLATION SHOULD ANY OF THE ABOVE DESCRIBED POLICIES BE CANCELLED BEFORE THE EXPIRATION DATE THEREOF, THE ISSUING INSURER WILL ENDEAVOR TO MAIL 30 DAYS WRITTEN NOTICE TO THE CERTIFICATE HOLDER NAMED TO THE LEFT,BUT City of Palm Springs FAILURE TO DO SO SHALL IMPOSE NO OBLIGATION OR LIABILITY OF ANY KIND UPON THE 3200 E. Tahquitz Canyon Way INSUREVTI MENTS OR REPRESENTATIVES. A AUTH0 J4I R PRF- TIVE c9 Palm Springs CA 92262- y ACORD 2512001/08) ©ACORD CORPORATION 1988 Vdl'P INS025(0108)m ELECTRONIC LASER FORMS,INC -(S00)32]-0545 Page 1 erg IMPORTANT "- - - -- - If the certificate holder-is-an ADDITIONAL--INSURED,- the-policy(ies)--must be endorsed -A statement- on this -- -- ----- certificate does not confer rights to the certificate holder in lieu of such endorsement(s). 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). DISCLAIMER The Certificate of Insurance on the reverse side of this form does not constitute a contract between the issuing insurer(s), authorized representative or producer, and the certificate holder, nor does it affirmatively or negatively amend, extend or alter the coverage afforded by the policies listed thereon. {ACCORD 25(2001108) V9' INS 025(0108)05 Paget oft City Council ACTION SUMMARY May 4,2005 Page 6 2.P. 2005 PALM SPRINGS SMOOTH JAZZ FESTIVAL: ACTION: 1) Approve Minute Order No. 7664, approving Agreement No. A5091 with Hanson House Foundation, Inc. (formerly Desert Healthcare _. Foundation) for event promotion and the waiver of banner fees for the - 2005 Palm Springs Smooth Jazz Festival; and 2) Adopt Resolution No. 21256 °A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF PALM SPRINGS, CALIFORNIA, TEMPORARILY SUSPENDING CERTAIN REGULATORY ORDINANCES TO FACILITATE THE 2005 PALM SPRINGS SMOOTH JAZZ FESTIVAL." A5091. Approved as part of the Consent Calendar, noting the abstention of Councilmember Mills. EXCLUDED CONSENT CALENDAR: 2.F. AMENDMENT NO. 7 TO THE ALLOCATED POSITIONS AND COMPENSATION PLAN: City Manager Ready provided background information as outlined in the staff report dated May 4, 2005. ACTION: Adopt Resolution No. 21257, "'A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF PALM SPRINGS, CALIFORNIA, APPROVING AMENDMENT NO. 7 TO THE ALLOCATED POSITIONS AND COMPENSATION PLAN, ADOPTED BY RESOLUTION NO. 20974." Motion Mayor Pro Tern McCulloch, seconded by Councilmember Foat and unanimously carried on a roll call vote. 2.K. AWARD CONTRACT TO TRI-STAR CONTRACTING FOR BLOW SAND REMOVAL AT GENE AUTRY TRAIL, INDIAN CANYON DRIVE AND VISTA CHINO IN THE AMOUNT OF $70,000: City Engineer Barakian provided background information as outlined in the staff report dated May 4, 2005 and a status on the current blow sand issues. City Engineer Barakian stated the contract will be performed on a time and materials basis and the Minute Order is amended to read not-to-exceed $70,000, subject to approval of the City Attorney. The City Council requested that staff look into the installation of a snow fence. ACTION: 1) Approve Minute Order No. 7665, approving Agreement No. A5092 with Tri-Star Contracting for blow sand removal at Gene Autry Trail, Indian Canyon Drive, and Vista Chino in the amount not-to-exceed $70,000, CP 05-12 subject to approval of the City Attorney; and 2) Authorize the City Manager to execute all necessary documents. A5092. Motion Councilmember Mills, seconded by Councilmember Foat and unanimously carried on a roll call vote. 21. ENCROACHMENT LICENSE FOR 530 W. TAHQUITZ CANYON WAY: City Engineer Barakian provided background information as outlined in the staff report dated May 4, 2005.