HomeMy WebLinkAboutC-8025-22 - Performance Agreement for Concert on the Green 2022Ll
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PERFORMANCE AND SERVICES AGREEMENT
WITH MARK WOOD ENTERTAINMENT, INC. FOR
CONCERT ON THE GREEN: PARROT HEAD BAND
THIS PERFORMANCE AGREEMENT ("Agreement") is made and entered into as
of this 6th day of April, 2022 ("Effective Date") by and between the CITY OF NEWPORT
BEACH, a California municipal corporation and charter city ("City"), and MARK WOOD
ENTERTAINMENT, INC., a California corporation ("Performer"), whose address is 18005
Sky Park Circle, Suite K, Irvine, California 92614 and it is mutually agreed by and between
the undersigned parties as follows:
1. TERM
The term of this Agreement shall commence on the Effective Date, and shall
terminate on June 4, 2022, unless terminated earlier as set forth herein.
2. SERVICES TO BE PERFORMED
2.1 Performer shall provide the following type of performance:
Concert on the Green: Parrot Head Band ("Performance")
2.2 Performer shall provide such Performance at the following location and
date:
Location: Newport Beach Civic Center Green, 100 Civic Center Drive,
Newport Beach, CA 92660 ("Park")
Date: May 29, 2022
Performance time: 6:00 P.M.
Performer shall complete all set up by 5:00 P.M. (sound check no sooner
than 5 P.M.)
2.2.1 City shall have the option, in -lieu of or in addition to providing an in-
person Performance, to record Performance and exercise its discretion in the event it
wishes to stream the Performance at a later date pursuant to Section 5.1.
2.3 The City shall be responsible for:
2.3.1 Providing electrical power.
2.4 Performer shall be responsible for performing the services described in the
Scope of Services attached hereto as Exhibit A and incorporated herein by reference
("Services" or "Work").
3. TIME OF PERFORMANCE
3.1 Time is of the essence in the performance of this Agreement and Performer
shall provide the Performance in accordance with the schedule indicated above.
Mark Wood Entertainment, Inc. Page 1
Notwithstanding the foregoing, Performer shall not be responsible for delays due to
causes beyond Performer's reasonable control.
3.2 In the event of illness, Performer is required to notify City twelve (12) hours
prior to cancellation of the Performance. If canceling a Performance for any reason other
than illness, Performer shall provide two (2) weeks' notice to the Program Coordinator.
In the event of cancellation, Performer shall return all monies advanced by the City.
3.3 For all time periods not specifically set forth herein, Performer shall
communicate with City in the most expedient and appropriate manner under the
circumstances, by fax, hand -delivery or mail.
4. COMPENSATION TO PERFORMER
City shall pay Performer for the Performance on a flat rate basis in accordance
with the provisions of this Section. Performer's compensation for the Performance
provided in accordance with this Agreement, including all reimbursable items and fees,
shall not exceed Eleven Thousand Thirty Four Dollars and 25/100 ($11,034.25)
without prior written authorization from City. No rate changes shall be made during the
term of this Agreement without the prior written approval of City. City shall pay Performer
upon Performer's arrival for set-up on the date of the Performance.
5. MEDIA
5.1 RECORDING/PHOTOGRAPHY. At City's discretion and expense,
Performer grants City the absolute and irrevocable right and permission to record video,
film, photograph, make audio recordings or any other media (collectively, the "Material")
of the Performance. Performer agrees that the City will be the owner of the Material and
the Material may be incorporated in or used in connection with media productions created
by or agreed to by the City to air on Newport Beach Television known as "NBTV", the
City's government access cable TV channel, and for promotional, advertisement and
archival purposes. City agrees to limit use of such Material to said purposes.
5.2 PRESS AND PROMOTIONS. Performer hereby grants City the absolute
and irrevocable right and permission to include Performer's name, likeness, voice and
biographical information as well as excerpts from Performer's pre-recorded work (CD,
DVD, or other media) in promotional literature and advertisements for the Performance,
including, but not limited to, television commercials, social media posts, on the City's
website, City brochures and other media.
5.3 PUBLIC RELATIONS. Performer shall provide biographical and
promotional material no later than May 1, 2022 Any promotional material sent to the City
shall become the property of the City for the sole purpose of marketing and promoting
Performance. Performer is encouraged to provide City with any such promotional
materials as Performer believes will help represent the Performer best in this effort.
6. INCOME TAX WITHHOLDING
Performer warrants that it is, for purposes of income tax withholding, domiciled in
the State of California and shall be solely responsible for the payment of any income tax
as required by the State of California. Performer agrees to defend, indemnify and hold
Mark Wood Entertainment, Inc. Page 2
City harmless from any tax collection efforts by the State of California, or any other
governmental taxing authority, against the City.
7. ADMINISTRATION
This Agreement will be administered by the Library Services Department. City's
Library Services Director or his/her designee shall be the Program Coordinator and shall
have the authority to act for City under this Agreement. The Program Coordinator or
his/her designee shall represent City in all matters pertaining to the Performance to be
rendered pursuant to this Agreement.
8. STANDARD OF CARE
8.1 All of the Services shall be performed by Performer or under Performer's
supervision. Performer represents that it possesses the professional and technical
personnel required to perform the Services required by this Agreement, and that it will
perform all Services in a manner commensurate with community professional standards
and with the ordinary degree of skill and care that would be used by other reasonably
competent practitioners of the same discipline under similar circumstances. All Services
shall be performed by qualified and experienced personnel who are not employed by City.
By delivery of completed Work, Performer certifies that the Work conforms to the
requirements of this Agreement, all applicable federal, state and local laws, and legally
recognized professional standards.
8.2 Performer represents and warrants to City that it has, shall obtain, and shall
keep in full force and effect during the term hereof, at its sole cost and expense, all
licenses, permits, qualifications, insurance and approvals of whatsoever nature that is
legally required of Performer to practice its profession. Performer shall maintain a City of
Newport Beach business license during the term of this Agreement.
8.3 Performer shall not be responsible for delay, nor shall Performer be
responsible for damages or be in default or deemed to be in default by reason of strikes,
lockouts, accidents, acts of God, or the failure of City to furnish timely information or to
approve or disapprove Performer's Work promptly, or delay or faulty performance by City,
contractors, or governmental agencies.
9. HOLD HARMLESS
9.1 To the fullest extent permitted by law, Performer shall indemnify, defend
and hold harmless City, its City Council, boards and commissions, officers, agents,
volunteers, employees and any person or entity owning or otherwise in legal control of
the property upon which Performer performs the Performance contemplated by this
Agreement (collectively, the "Indemnified Parties") from and against any and all claims
(including, without limitation, claims for bodily injury, death or damage to property),
demands, obligations, damages, actions, causes of action, suits, losses, judgments,
fines, penalties, liabilities, costs and expenses (including, without limitation, attorney's
fees, disbursements and court costs) of every kind and nature whatsoever (individually,
a Claim; collectively, "Claims"), which may arise from or in any manner relate (directly or
indirectly) to any breach of the terms and conditions of this Agreement, any work
performed or services provided under this Agreement including, without limitation, defects
in workmanship or materials or Performer's presence or activities conducted for the
Mark Wood Entertainment, Inc. Page 3
Performance (including the negligent and/or willful acts, errors and/or omissions of
Performer, its principals, officers, agents, employees, vendors, suppliers, consultants,
subcontractors, anyone employed directly or indirectly by any of them or for whose acts
they may be liable or any or all of them).
9.2 Notwithstanding the foregoing, nothing herein shall be construed to require
Performer to indemnify the Indemnified Parties from any Claim arising from the sole
negligence or willful misconduct of the Indemnified Parties. Nothing in this indemnity shall
be construed as authorizing any award of attorneys' fees in any action on or to enforce
the terms of this Agreement. This indemnity shall apply to all claims and liability
regardless of whether any insurance policies are applicable. The policy limits do not act
as a limitation upon the amount of indemnification to be provided by the Performer.
10. INDEPENDENT CONTRACTOR
It is understood that City retains Performer on an independent contractor basis and
Performer is not an agent or employee of City. The manner and means of conducting the
Performance are under the control of Performer, except to the extent they are limited by
statute, rule or regulation and the expressed terms of this Agreement. No civil service
status or other right of employment shall accrue to Performer or its employees. Nothing
in this Agreement shall be deemed to constitute approval for Performer or any of
Performer's employees or agents, to be the agents or employees of City. Performer shall
have the responsibility for and control over the means of performing any work or service
provided under this Agreement, provided that Performer is in compliance with the terms
of this Agreement. Anything in this Agreement that may appear to give City the right to
direct Performer as to the details of the Performance or to exercise a measure of control
over Performer shall mean only that Performer shall follow the desires of City with respect
to the results of the Performance.
11. COOPERATION
Performer agrees to work closely and cooperate fully with City's designated
Program Coordinator. City agrees to cooperate with the Performer on the Performance.
12. INSURANCE
Without limiting Performer indemnification of City, and prior to commencement of
Work, Performer shall obtain, provide and maintain at its own expense during the term of
this Agreement or for other periods as specified in this Agreement, policies of insurance
of the type, amounts, terms and conditions described in the Insurance Requirements
attached hereto as Exhibit C, and incorporated herein by reference.
13. PROHIBITION AGAINST ASSIGNMENTS AND TRANSFERS
Except as specifically authorized under this Agreement, the Performance to be
provided under this Agreement shall not be assigned, transferred contracted or
subcontracted out without the prior written approval of City. Any of the following shall be
construed as an assignment: The sale, assignment, transfer or other disposition of any
of the issued and outstanding capital stock of Performer, or of the interest of any general
partner or joint venturer or syndicate member or cotenant if Performer is a partnership or
joint -venture or syndicate or co -tenancy, which shall result in changing the control of
Mark Wood Entertainment, Inc. Page 4
Performer. Control means fifty percent (50%) or more of the voting power, or twenty-five
percent (25%) or more of the assets of the corporation, partnership or joint -venture.
14. INTELLECTUAL PROPERTY AND INDEMNITY
The Performer warrants that it has the legal right to utilize the songs, scripts, and/or
other intellectual property and materials in its Performance provided under this
Agreement. The Performer shall defend and indemnify City, its agents, officers,
representatives and employees against any and all liability, including costs, for
infringement or alleged infringement of any United States' letters patent, trademark, or
copyright, including costs, contained in Performer's Performance provided under this
Agreement.
15. CITY'S RIGHT TO EMPLOY OTHER PERFORMERS
City reserves the right to employ other Performers in connection with any City
event, performance or concert.
16. RECORDS
Performer shall keep records and invoices in connection with the Services to be
performed under this Agreement. Performer shall maintain complete and accurate
records with respect to the costs incurred under this Agreement and any Services,
expenditures and disbursements charged to City, for a minimum period of three (3) years,
or for any longer period required by law, from the date of final payment to Performer under
this Agreement. All such records and invoices shall be clearly identifiable. Performer shall
allow a representative of City to examine, audit and make transcripts or copies of such
records and invoices during regular business hours. Performer shall allow inspection of
all Work, data, Documents, proceedings and activities related to the Agreement for a
period of three (3) years from the date of final payment to Performer under this
Agreement.
17. NOTICES
17.1 All notices, demands, requests or approvals, including any change in
mailing address, to be given under the terms of this Agreement shall be given in writing,
and conclusively shall be deemed served when delivered personally, or on the third
business day after the deposit thereof in the United States mail, postage prepaid, first-
class mail, addressed as hereinafter provided. All notices, demands, requests or
approvals from Performer to City shall be addressed to City at:
Attn: Library Services Director
Library Services Department
City of Newport Beach
1000 Avocado Ave.
PO Box 1768
Newport Beach, CA 92658
Phone: (949) 717-3870
Mark Wood Entertainment, Inc. Page 5
17.2 All notices, demands, requests or approvals from City to Performer shall be
addressed to Performer at:
Attn: Mark Wood
Mark Wood Entertainment, Inc.
18005 Sky Park Circle, Suite K
Irvine, CA 92614
Phone: 949-748-6850
18. CLAIMS
Unless a shorter time is specified elsewhere in this Agreement, before making its
final request for payment under this Agreement, Performer shall submit to City, in writing,
all claims for compensation under or arising out of this Agreement. Performer's
acceptance of the final payment shall constitute a waiver of all claims for compensation
under or arising out of this Agreement except those previously made in writing and
identified by Performer in writing as unsettled at the time of its final request for payment.
The Performer and the City expressly agree that in addition to any claims filing
requirements set forth in the Agreement, the Performer shall be required to file any claim
the Performer may have against the City in strict conformance with the Government
Claims Act (Government Code sections 900 et seq.).
19. TERMINATION
In the event that either party fails or refuses to perform any of the provisions of this
Agreement at the time and in the manner required, that party shall be deemed in default
in the performance of this Agreement. City shall have the right, at its sole and absolute
discretion and without cause, of terminating this Agreement at any time by giving no less
than seven (7) calendar days' prior written notice to Performer.
20. STANDARD PROVISIONS
20.1 Compliance with all Laws. Performer shall at its own cost and expense
comply with all statutes, ordinances, regulations and requirements of all governmental
entities, including federal, state, county or municipal, whether now in force or hereinafter
enacted.
20.2 Waiver. A waiver by either party of any breach, of any term, covenant or
condition contained herein shall not be deemed to be a waiver of any subsequent breach
of the same or any other term, covenant or condition contained herein, whether of the
same or a different character.
20.3 Integrated Contract. This Agreement represents the full and complete
understanding of every kind or nature whatsoever between the parties hereto, and all
preliminary negotiations and agreements of whatsoever kind or nature are merged herein.
No verbal agreement or implied covenant shall be held to vary the provisions herein.
20.4 Conflicts or Inconsistencies. In the event there are any conflicts or
inconsistencies between this Agreement and any attachments attached hereto, the terms
of this Agreement shall govern.
Mark Wood Entertainment, Inc. Page 6
20.5 Interpretation. The terms of this Agreement shall be construed in
accordance with the meaning of the language used and shall not be construed for or
against either party by reason of the authorship of the Agreement or any other rule of
construction which might otherwise apply.
20.6 Amendments. This Agreement may be modified or amended only by a
written document executed by both Performer and City and approved as to form by the
City Attorney.
20.7 Severability. If any term or portion of this Agreement is held to be invalid,
illegal, or otherwise unenforceable by a court of competent jurisdiction, the remaining
provisions of this Agreement shall continue in full force and effect.
20.8 Controlling Law and Venue. The laws of the State of California shall govern
this Agreement and all matters relating to it and any action brought relating to this
Agreement shall be adjudicated in a court of competent jurisdiction in the County of
Orange, State of California.
20.9 No Attorneys' Fees. In the event of any dispute or legal action arising under
this Agreement, the prevailing party shall not be entitled to attorneys' fees.
20.10 Counterparts. This Agreement may be executed in two (2) or more
counterparts, each of which shall be deemed an original and all of which together shall
constitute one (1) and the same instrument.
[SIGNATURES ON NEXT PAGE]
Mark Wood Entertainment, Inc. Page 7
IN WITNESS WHEREOF, the parties have caused this Agreement to be executed
on the dates written below.
APPROVED AS TO FORM:
CITY ATTORNEY> OFFICE
Date: '{ I "'t4t.1zo Z -2--
CITY OF NEWPORT BEACH,
a Califor i m nicipal corporation
Date: L vrZ Z
By.;1
By.
Aaron C. Harp 4W X441. Het a on
City Attorney ibrary Se ices Director
ATTEST:
Date:
BrownI-Jilani f.
PERFORMER: Mark Wood
Entertainment, Inc., a California
corporation
Date: "\
[END OF SIGNATURES]
U�iy�r
Attachments' *% A — Scope of Services
Exhibit B — Schedule of Billing Rates
Exhibit C — Insurance Requirements
Mark Wood Entertainment, Inc. Page 8
EXHIBIT A
SCOPE OF SERVICES
Performer shall provide the following Services:
• Provide, unload and set up all concert sound equipment and power distribution
materials listed in the Schedule of Billing Rates, attached to the Agreement as
Exhibit B and incorporated herein by reference (collectively, the "Equipment").
• Starting at 5:00 p.m., Performer shall conduct a sound check. As part of the sound
check, Performer shall ensure the performing band plays using the Equipment and
verify the Equipment functions properly and that the sound produced through the
Equipment is sufficient to ensure an excellent performance at the Civic Green.
• Between 6:00 p.m. and 7:30 p.m., Performer shall oversee and monitor Equipment
function to ensure an excellent performance. Performer shall be available during
this time to trouble shoot any Equipment failure.
• By or before 11:00 p.m., all Equipment shall be disassembled and removed from
the Civic Green premises.
• At all times, Performer shall maintain the highest degree of participant and
audience safety possible and follow all City policies and procedures by
immediately reporting any injuries as a result of the Services.
• Provide sound equipment and amplification system for the Performance;
• Provide sound engineer to operate sound equipment for the Performance;
• Provide all musical instruments, peripheral equipment, musicians, vocalists and/or
other participants necessary to present an excellent Performance;
• Provide directions and travel arrangements sufficient for all musicians, vocalists,
musical instruments and/or other participants to travel to the Park for the
Performance;
• Food, refreshments and personal requirements for all musicians, vocalists and/or
other participants;
• Following all directions of City staff as to the entry and egress from the stage in the
Park, including when loading and unloading any equipment;
• Obtaining prior written approval from the City for all printed (including electronically
delivered) materials related to all Performances under this Agreement, including
press releases, prior to any distribution;
Mark Wood Entertainment, Inc. Page A-1
• Immediately reporting to the Program Coordinator any damage to the Performance
facility that could cause potential injury to users of the Park, or other needed
maintenance repairs or requirements;
• Maintaining the highest degree of participant and audience safety possible and
completely following all City policies and procedures by immediately reporting any
injuries as a result of the Performance;
• Performer shall at all times maintain professional, courteous, and appropriate
conduct for this family -friendly facility, and shall be free from the influence of
alcohol or drugs; and
• Performer agrees, assures and certifies that, except as permitted by law, no
person shall, on the grounds of race, religious creed, color, national origin,
ancestry, age, physical disability, mental disability, medical condition including the
medical condition of Acquired Immune Deficiency Syndrome (AIDS) or any
condition related thereto, marital status, sex, sexual orientation, or any other
impermissible basis under law, be excluded from participation in or be denied the
benefits of the services provided pursuant to this Agreement, and that Performer
shall not discriminate on said grounds in the selection and retention of employees
and the procurement of materials and equipment, except as provided in Section
12940 of the Government Code of the State of California. Performer shall also
conform to the requirements of the Americans with Disabilities Act in the
performance of all obligations under this Agreement.
Mark Wood Entertainment, Inc. Page A-2
EXHIBIT B
SCHEDULE OF BILLING RATES
Mark Wood Entertainment, Inc. Page B-1
MARK WOOD ENTERTAINMENT INC.
MWE INVOICE
DATE OF INVOICE INVOICE #
03-31-2022 6093 M -B
V1
18005 Sky Park Circle Suite K Irvine CA 92614 1949.748.6850 fax: 949.748.6855 1 www.MarkWoodEntertainment.com
EVENT DATE(S):
05-29-2022
EVENT TIME:
6:OOPM-7:30PM
LOAD -IN TIME:
3:45PM
JOB DESCRIPTION:
MWPHB 8PC.
MWE REP:
Marsha Ferrazzi
Performers:
Mark Wood Parrot Head Band 813C.
PAYMENT:
50% Deposit Due Upon Signature:
Balance Due Week Prior to the Event:
Make all Payments Payable to:
Mark Wood Entertainment, Inc.
18005 Sky Park Circle Suite K
Irvine CA 92614
For CC Payments:
There will be a 3.25% Service Fee for MC/Visa
There will be a 3.75% Service Fee for AMEX
CLIENT: City of Newport Beach
CLIENT CONTACT: Camille Garcia/Francine Jacome
LOCATION: Newport Beach Civic Center 100
Civic Center Drive, NB, CA 92660
1 1 $7,250.00 $7,250.00
This agreement shall become VOID if not returned, within (15) fifteen days of initiation,
and no further notification will be given. The CLIENT will be responsible to Mark Wood
Entertainment for the full payment of contracted wage if cancellation of this agreement
is made in (15) fifteen days or less prior to the date of engagement.
All deposits are non refundable in the event of cancellation.
TOTAL BALANCE DUE $7,250.00'
I have verified all quantities and have read, discussed, understand and agree to the terms and conditions above.
CLIENT SIGNATURE DATE
1of1
MARK WOOD ENTERTAINMENT INC.
MWE INVOICE
DATE OF INVOICE INVOICE #
03-25-2022 6093 M -P
v2
18005 Sky Park Circle Suite K Irvine CA 92614 1949.748.6850 fax: 949.748.6855 1 www.MarkWoodEntertainment.com
EVENT DATE(S):
EVENT TIME:
LOAD -IN TIME:
JOB DESCRIPTION:
MWE REP:
05-29-2022
6:OOPM-7:30PM
2:OOPM
Sound for 2500-3000PAX
Mark Wood
CLIENT: City of Newport beach
CLIENT CONTACT: Camille Garcia
LOCATION: Newport Beach Civic Center
100 Civic Center Drive NB, CA
DELIVERY
MWE 28' FORD F750 1 1 $150.00 $150.00
COMMENTS:
1. This is an Estimate Based on Information at time of quote
PAYMENT:
50% Deposit Due Upon Signature:
Balance Due Week Prior to the Event:
Make all Payments Payable to:
Mark Wood Entertainment, Inc.
18005 Sky Park Circle Suite K
Irvine CA 92614
1 have verified all quantities and have read, discussed, understand and agree to the terms and conditions above.
CLIENT SIGNATURE DATE
lof2
Consoles - YAMAHA QL5
1
1
$500.00
$500.00
Sound - NEXO GEO-S1210
2
1
$115.00
$230.00
Sound - NEXO GEO-S1230
6
1
$115.00
$690.00
Sound - NEXO RS18
4
1
$150.00
$600.00
Sound - JBL SRX 812
2
1
$65.00
$130.00
Speaker Stands - w/Spandex Covers
2
1
$20.00
$40.00
Sound - YAMAHA DXR 12
8
1
$40.00
$320.00
Sound - NEXO 4x4AMP RACK Double
1
1
$250.00
$250.00
Speaker Stands - Sumner Eventer 20
2
1
$150.00
$300.00
Mic Stands - Show Package 2
1
1
$125.00
$125.00
Edison Pkg - Edison and XLR Cable Package 2
1
1
$150.00
$150.00
AUDIO PACKAGE SUBTOTAL:
$3,335.00
45% Discount on Equipment
-$1,500.75
EQUIPMENT SUBTOTAL:
$1,834.25
LABOR
Hours
Days
A-1 Tech 1 FLAT RATE
10
1
$60.00
$600.00
A-2 Tech 1 FLAT RATE
10
1
$50.00
$500.00
A-3 FLAT RATE
10
1
$35.00
$350.00
A-3 FLAT RATE
10
1
$35.00
$350.00
LABOR TOTAL:
$1,800.00
DELIVERY
MWE 28' FORD F750 1 1 $150.00 $150.00
COMMENTS:
1. This is an Estimate Based on Information at time of quote
PAYMENT:
50% Deposit Due Upon Signature:
Balance Due Week Prior to the Event:
Make all Payments Payable to:
Mark Wood Entertainment, Inc.
18005 Sky Park Circle Suite K
Irvine CA 92614
1 have verified all quantities and have read, discussed, understand and agree to the terms and conditions above.
CLIENT SIGNATURE DATE
lof2
MARK WOOD ENTERTAINMENT & PRODUCTION
MWE INVOICE
DATE OF INVOICE INVOICE #
03-25-2022 6093M -P
v2
18005 Sky Park Circle Suite K Irvine CA 92614 1949.748.6850 fax: 949.748.6855 1 www.MarkWoodEntertainment.com
EVENT DATE(S):
05-29-2022
EVENT TIME:
6:OOPM-7:30PM
LOAD -IN TIME:
2:OOPM
JOB DESCRIPTION:
Sound for 2500-3000PAX
MWE REP:
Mark Wood
For CC Payments:
There will be a 3.25% Service Fee for MC/Visa
There will be a 3.75% Service Fee for AMEX
CLIENT: City of Newport beach
CLIENT CONTACT: Camille Garcia
LOCATION: Newport Beach Civic Center
100 Civic Center Drive NB, CA
This agreement shall become VOID if not returned, within (15) fifteen days of initiation,
and no further notification will be given. The CLIENT will be responsible to Mark Wood
Entertainment for the full payment of contracted wage if cancellation of this agreement
is made in (15) fifteen days or less prior to the date of engagement.
All deposits are non refundable in the event of cancellation.
TOTAL BALANCE DUE $3,784.25'
I have verified all quantities and have read, discussed, understand and agree to the terms and conditions above.
CLIENT SIGNATURE DATE
2of2
EXHIBIT C
INSURANCE REQUIREMENTS — PROFESSIONAL SERVICES
1. Provision of Insurance. Without limiting Performer's indemnification of City, and
prior to commencement of Work, Performer shall obtain, provide and maintain at
its own expense during the term of this Agreement, policies of insurance of the
type and amounts described below and in a form satisfactory to City. Performer
agrees to provide insurance in accordance with requirements set forth here. If
Performer uses existing coverage to comply and that coverage does not meet
these requirements, Performer agrees to amend, supplement or endorse the
existing coverage.
2. Acceptable Insurers. All insurance policies shall be issued by an insurance
company currently authorized by the Insurance Commissioner to transact
business of insurance in the State of California, with an assigned policyholders'
Rating of A- (or higher) and Financial Size Category Class VII (or larger) in
accordance with the latest edition of Best's Key Rating Guide, unless otherwise
approved by the City's Risk Manager.
Coverage Requirements.
3. Workers' Compensation Insurance. Performer shall maintain Workers'
Compensation Insurance, statutory limits, and Employer's Liability Insurance with
limits of at least one million dollars ($1,000,000) each accident for bodily injury by
accident and each employee for bodily injury by disease in accordance with the
laws of the State of California, Section 3700 of the Labor Code.
4. Performer shall submit to City, along with the certificate of insurance, a Waiver of
Subrogation endorsement in favor of City, its City Council, boards and
commissions, officers, agents, volunteers, employees and any person or entity
owning or otherwise in legal control of the property upon which Performer performs
the Project and/or Services contemplated by this Agreement.
5. Performer shall submit to City, along with the certificate of insurance, a Waiver of
Subrogation endorsement in favor of City, its City Council, boards and
commissions, officers, agents, volunteers and employees.
6. General Liability Insurance. Performer shall maintain commercial general liability
insurance, and if necessary umbrella liability insurance, with coverage at least as
broad as provided by Insurance Services Office form CG 00 01, in an amount not
less than one million dollars ($1,000,000) per occurrence, two million dollars
($2,000,000) general aggregate. The policy shall cover liability arising from
premises, operations, personal and advertising injury, and liability assumed under
an insured contract (including the tort liability of another assumed in a business
contract).
7. Automobile Liability Insurance. Performer shall maintain automobile insurance at
least as broad as Insurance Services Office form CA 00 01 covering bodily injury
Mark Wood Entertainment, Inc. Page C-1
and property damage for all activities of Performer arising out of or in connection
with Work to be performed under this Agreement, including coverage for any
owned, hired, non -owned or rented vehicles, in an amount not less than one million
dollars ($1,000,000) combined single limit each accident.
8. Other Insurance Requirements. The policies are to contain, or be endorsed to
contain, the following provisions:
9. Waiver of Subrogation. All insurance coverage maintained or procured pursuant
to this Agreement shall be endorsed to waive subrogation against City, its City
Council, boards and commissions, officers, agents, volunteers, employees and
any person or entity owning or otherwise in legal control of the property upon which
Performer performs the Project and/or Services contemplated by this Agreement
or shall specifically allow Performer or others providing insurance evidence in
compliance with these requirements to waive their right of recovery prior to a loss.
Performer hereby waives its own right of recovery against City, and shall require
similar written express waivers from each of its subconsultants.
10. Additional Insured Status. All liability policies including general liability, excess
liability, pollution liability, and automobile liability, if required, but not including
professional liability, shall provide or be endorsed to provide that City, its City
Council, boards and commissions, officers, agents, volunteers, employees and
any person or entity owning or otherwise in legal control of the property upon which
Performer performs the Project and/or Services contemplated by this Agreement
shall be included as insureds under such policies.
11. Waiver of Subrogation. All insurance coverage maintained or procured pursuant
to this Agreement shall be endorsed to waive subrogation against City, its City
Council, boards and commissions, officers, agents, volunteers and employees or
shall specifically allow Performer or others providing insurance evidence in
compliance with these requirements to waive their right of recovery prior to a loss.
Performer hereby waives its own right of recovery against City, and shall require
similar written express waivers from each of its subconsultants.
12. Additional Insured Status. All liability policies including general liability, excess
liability, pollution liability, and automobile liability, if required, but not including
professional liability, shall provide or be endorsed to provide that City, its City
Council, boards and commissions, officers, agents, volunteers and employees
shall be included as insureds under such policies.
13. Primary and Non Contributory. All liability coverage shall apply on a primary basis
and shall not require contribution from any insurance or self-insurance maintained
by City.
14. Notice of Cancellation. All policies shall provide City with thirty (30) calendar days'
notice of cancellation (except for nonpayment for which ten (10) calendar days'
notice is required) or nonrenewal of coverage for each required coverage.
Mark Wood Entertainment, Inc. Page C-2
15. Additional Agreements Between the Parties. The parties hereby agree to the
following:
16. Evidence of Insurance. Performer shall provide certificates of insurance to City as
evidence of the insurance coverage required herein, along with a waiver of
subrogation endorsement for workers' compensation and other endorsements as
specified herein for each coverage. Insurance certificates and endorsement must
be approved by City's Risk Manager prior to commencement of performance.
Current certification of insurance shall be kept on file with City at all times during
the term of this Agreement. The certificates and endorsements for each insurance
policy shall be signed by a person authorized by that insurer to bind coverage on
its behalf. At least fifteen (15) days prior to the expiration of any such policy,
evidence of insurance showing that such insurance coverage has been renewed
or extended shall be filed with the City. If such coverage is cancelled or reduced,
Performer shall, within ten (10) days after receipt of written notice of such
cancellation or reduction of coverage, file with the City evidence of insurance
showing that the required insurance has been reinstated or has been provided
through another insurance company or companies. City reserves the right to
require complete, certified copies of all required insurance policies, at any time.
17. City's Right to Revise Requirements. City reserves the right at any time during the
term of the Agreement to change the amounts and types of insurance required by
giving Performer sixty (60) calendar days' advance written notice of such change.
If such change results in substantial additional cost to Performer, City and
Performer may renegotiate Performer's compensation.
18. Right to Review Subcontracts. Performer agrees that upon request, all
agreements with subcontractors or others with whom Performer enters into
contracts with on behalf of City will be submitted to City for review. Failure of City
to request copies of such agreements will not impose any liability on City, or its
employees. Performer shall require and verify that all subcontractors maintain
insurance meeting all the requirements stated herein, and Performer shall ensure
that City is an additional insured on insurance required from subcontractors. For
CGL coverage, subcontractors shall provide coverage with a format at least as
broad as CG 20 38 04 13.
19. Enforcement of Agreement Provisions. Performer acknowledges and agrees that
any actual or alleged failure on the part of City to inform Performer of non-
compliance with any requirement imposes no additional obligations on City nor
does it waive any rights hereunder.
20. Requirements not Limiting. Requirements of specific coverage features or limits
contained in this Section are not intended as a limitation on coverage, limits or
other requirements, or a waiver of any coverage normally provided by any
insurance. Specific reference to a given coverage feature is for purposes of
clarification only as it pertains to a given issue and is not intended by any party or
insured to be all inclusive, or to the exclusion of other coverage, or a waiver of any
type. If the Performer maintains higher limits than the minimums shown above,
the City requires and shall be entitled to coverage for higher limits maintained by
Mark Wood Entertainment, Inc. Page C-3
the Performer. Any available insurance proceeds in excess of the specified
minimum limits of insurance and coverage shall be available to the City.
21. Self-insured Retentions. Any self-insured retentions must be declared to and
approved by City. City reserves the right to require that self-insured retentions be
eliminated, lowered, or replaced by a deductible. Self-insurance will not be
considered to comply with these requirements unless approved by City.
22. City Remedies for Non -Compliance. If Performer or any subconsultant fails to
provide and maintain insurance as required herein, then City shall have the right
but not the obligation, to purchase such insurance, to terminate this Agreement, or
to suspend Performer's right to proceed until proper evidence of insurance is
provided. Any amounts paid by City shall, at City's sole option, be deducted from
amounts payable to Performer or reimbursed by Performer upon demand.
23. Timely Notice of Claims. Performer shall give City prompt and timely notice of
claims made or suits instituted that arise out of or result from Performer's
performance under this Agreement, and that involve or may involve coverage
under any of the required liability policies. City assumes no obligation or liability by
such notice, but has the right (but not the duty) to monitor the handling of any such
claim or claims if they are likely to involve City.
24. Performer's Insurance. Performer shall also procure and maintain, at its own cost
and expense, any additional kinds of insurance, which in its own judgment may be
necessary for its proper protection and prosecution of the Work.
Mark Wood Entertainment, Inc. Page C-4
Mulvey, Jennifer
From: Jacome, Francine
Sent: May 04, 2022 4:14 PM
To: Mulvey, Jennifer
Cc: Fear, Kaitlin; Sur, Marissa; Garcia, Camille; Sarnowski, Allison
Subject: PSA - Mark Wood Entertainment, Inc.
Attachments: C-8025-22 Executed Performance Agreement 2022-05-29 Mark Wood Entertainment,
Inc. (Parrot Head Band).pdf
Hi Jenn,
I've yet to receive the confirmation email from Ebix, but in the meantime, I'm forwarding the screenshot below that confirms
the provided insurance for Mark Wood Entertainment, Inc. is now compliant. I will proceed to enter the contract into Munis.
Name:
Account Number -
Address:
Status:
hrlark't''sood Entertainment, Inc. A
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Cornpiant'15;ith';'+ui;e Ceficiencies
he follovilnq def,ciendes are according to last validation on :O5+O:J12J22
Francine Jacome
Newport Beach Public Library I Administrative Support Specialist
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