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HomeMy WebLinkAboutC-4562 - Production Agreement for Fourth of July Fireworks ShowPyro Spectaculars, Inc, P.O. Box 2329 Rialto, CA 92377 Tel: 909-355-8120:::: Fax: 909 - 355.9813 City of Newport Reach Revised Program A — Ver. 9 I July 4, 2613 PRODUCTION AGREEMENT q rte, ^{��t (Special) 'this agreement ( "Agreement ") is made this h 1' ' day of _ 2013 by and batnnen Pyro Spectaculars, Inc, a Culiforuie corporation, hereinafter referr ^d to as ( "PYRO) and City of Newport Reach, a municipal cooperation bercinaft- referred to as ( "CLIENT"). PYRO and i� CLIENT are sometimes referred teas "Parry o- as "Parries" herein V i Engagement - CLIENT hereb en2agvs PYRO R+ pri ;vide to CLIENT one fire -works produc {ion ( "Prnduciian 1> and PYRO accepts such eogagurnent upon all of the promises, terms and conditions hereimaiter :et forth The Pradazeiacr> hall be substaauilly as outlined in Program "A', atached hereto and incorporated herein by this reference Y L l PYRO Dales- PYRO Shull provide all pgrotecr is equipment, trained pymtcchnir-ians, shipping, p}rorecht v products, application fir Specific pyrotechnic permits (It)- cn: of wbo.lu including standii, fees, such be paid by CLIENT) relating to file Production, insurance covering the Production and the other things on its part to be performed as more specifieffly set bath bolpw in this Agroenreat and in the Scope of Work ( ',Scope of Work "), attached hereto, incogx)rated l sin ho this reference, and made a par. of this Agreommt is though set Barth fully herein. 12 CLIENT Dulles - CLIENT shall provide to PYRO a suitable site (`Site') for the Production, security f^r the Site a, set forth to Pei igraph 6 hereof access to die Site, any permission noc.casaty to utilize the Site I -or the Production, and the ether things on itv part to be perfauned as more spccificall?^ set forth below in dh s A+ :oii and in the Scope of Wurk. All Site arrimplatms are subject to FYRO's reasonable appcavat as to pyrotechnic safety, suitability, and selor-ty. All other Conditions of the Site shall be the responsibility of CLIENT, including, but not limited lo, access, use, control, parking and general safety with negwct to the public, CLIENT personnel and o he contractors_ 2- 'Time and Place -The Piodnelitln shsdl take pleb on duly 4, 2013, at approximately 9:00 ant., at Nc vno t Di lies- 1131 Sack Bay Drive, West vide of lagoon , Newport Beach, CA, Site 3. Fees, Interest, and Expenses - 3. t Fee - CLIENT rgm-es to pay PYRO a I @e of $25-000.00 USD (TWENTY -Rll TL)(7SAND DOLLARSS ("Fee ") Tot tire production 'The total balance of the Fee shall be paid no later than J"( a 2013. CLtEN`z authorizes PYRO to re eiva and v nifj credit and financial intiannatlon concerning CLIENT from any agency, person m cooly including but not limited to credit forting agencies- The "PRICE FIRh9" date, the date by which tilt, executed Agreement most be delivered to Pyro, is set forth in paragraph 20. 3.2 Interest- In the event that too Rice is not paid in a hm,.:, manner, CLIEN I" vvill In responsible for the payment of 1 51 o interest pox month or 16% annually on the unpaid balance. If litigation arises out of this Agreement, [he prevailing party shall be, antitwd to reasonable coals incurred in connection with the litigation, including, but not limited to atma e}9' flues 3.3 Expenses --PYRO shall pay all normal expenses+. = ,'ready tripled to the Production including freight, insurance as outlined, pyrotechnic products, pyrotcclmtc equipment, experienced pyr,nalaru personnel to set up and c ia,;h.,rge the pyrotechnics and those additional items as outlined as PYRO's responsibility in the Scope of Work. CLIENT shall pay all costs related to the enoiductiour net supplied try PYRO includu, but not limited to, thn,se items outlined as CLIEN F's responsibility in this Agteement air Scope of Work, 4. Proor4cta iv Rights -PYRO represents and wrurirds that it oens all copyright_, including parParmenu riphis, to this Production, except that PYRO does not own CUENf -owned material or third- party -owned material that has been included in the Production, a ed'as to aaeh CLIFNL - owned and third- pariy- owned mrtritU, CLIENT assumes full respo r,im'ity therefore_ CLIENT agrees that PYRO skall retain ownership of, anti all copyrights and other rights to, the Production, except that PYRO snail not acquire or retain lay ownership cr Other right, in or to CLIENT-owned material and third- party -owned matelot and shall not be reaponstaSe in in_, . v<ay for such material. II'applicable, CLIE €N consents to the use of CLIENT -owned material! and represurts that it has or will obtain any permission from appropriate third parties sufficient to rat ire public exhibition of any snah material in connection with this Production. PYRO reserves the ownership right; in its trade names that are uses,' in or are a product of the Production Any reproduction by sound, video or other duplication or recording pwc ess without Cho uxprts:+ written permission of PYRO is prohibi[d. 9. aS. feN- PYRO and CLIENT shall each comply with applicable federal, state and local laws and regulations and employ safi-y progranvs and measures consistent with rec4ignized applicable industry standard; end practices. At all times- before and during the Po ductian, it stall be within PYRO's :role discretion to determine whether or not the Production may be satiety discharged or continued. ILshal! not cunstilute a breach of this Agreement by PYRO fm ;fireworks to fail or malfunction, or for PYRO to determine that the Production cannot be dischargt it er comimrcd-as a res.di of any conditions or circumstances affecting safety beyond tit reasonable control of PYRO. CLIENT reccgiiitc3 that beeawe of the nature of fireworks, an industry accepted'.<vel of 356 of the product used in any diap'•uy, cry not function as deigned and has level of nonparformance a accepollyn as inII performance. b 5eanr,FiY- CL7FtiYshail pnwide ad;x ,'sate seeurtCp4.rsaanui, barricades -, vtd Petite Depamnent services:u ; *>sy he nec.,vsary :o prcolude indtvidaals other than music authorized by PYRO from evernig an area it> be dc,ia„ noted by PYRO asthe ilea tar the set-up and discharge ofthe Productual, including a fallout area satisfactory to PYRO chars the pyrotechnics may sail 1p rise and any debris may _afely fad, s>YRfi shalt have m ^z rielm nsibibly f ;r u;omtor+r,; >er continuing CLIENT's other contraetnrs, provn,crs er vol In er dse public; areas to ohieh the poblr or w^nra. -tas h v., access; or any other public or contractor facilities associated with I -` Production. 7 Cleanup - PYRO !gall be ream ible for the o>mo+a} of all actdpment pre ulcd by MY 0 mid clean up cf y live Inimu chnic debris made necvsary by PY120 CL[EPNT shall be responsible for any other clean up which may be requirad of the Production or set -up, di charge and fallout areas including any environmental clean -up. $ P,d niits - PYRO wrca to apply A% rye tai4s for the filing of rr AL,dlaics only from the Newport Beach Fire Department, FAA, and USC4 it rzfufrcJ CLIEN1 shad Inv.. pmrOible for m tries xisct,uutul w Ih'!u,c permits including 5t >nGby fai% (a IUNT shall tx_^ responsible for cbtainind any other nr.cussery permits, paying vsosiated feex and making athcx appropriate ananxen>ents tar Police Deployments, other Firc Departments, rood cl>stuv's, uvcnVuctivity or land use permits or any perm(ssfdm ur partial rai1wred b, d -y Li, %;, Re i ail, Str e ur Fah al O :x - riarwt PS V I -2a Special Val, e I Pyro Spectaculars, Inc, City of Newport Beach P.O. Box 2329 Revised Program A — Ver. t# I Rialto, CA 92377 July 4, 2013 Tel: 909-155-8120:::: Fax: 909- 355 -9813 9. nsuyance - PYRO shall are]] times during the performance or services herein ensure that the tollo)ying insurance is maintained in connection with PYRO's performance orthis Agreement: (1) commercial general liability inscrance, including products, completed operations, and contractual liability under this AgreemenL (2) automobile liability insurance, (3) nodreW co :mpcnsat,on insurance and employer liability insurance. Such insurance is to protect CLIENT from claims for bodily injury, including death, personal injury, and from claims of property damage, which may arise from PYRO's performance of tlds Agreement, wily The types and amounts of coverage shall be as set firth in the Sc pe of Work. Such insucatoe shall not include elamis wines arise 4rcm CLIENT's negligence or willful conduct or from failure cfCI JENT to perfemi its obligations under this Agreement, coverage for which shall be provided by CLfLN'T. Tim coverage of these pnticies s ?half he subject to reasonable inspccdon by CLIENT. Certificates of Insu rake evidencing the required general liability coverage shall be famished to CLIENT pric-rto the rendering of r.rvices hereunder and shall include that the ford ung Inc named as additionally insured: CLIENT; Sponsors, Landew=otts, Barge Owners, Tinny; and Permitting AtnhorRies, with respect to The operations of PYRO at tine Production Pyrotechnic subeonlraeton as provider,:' any, not etwcin i under ficocies oC insurance requaeat lxxetvy, shall secure, maintain and provide their own insurance coverage with respect to their respective operatiom and services. 10, Snt{emnificalion -PYRO represents and warrants that it is caoab:e of fumi,hi ng the naeetxary experience, personnel, equipment, materials, providers, and expertise to produce the Production in a safe and professional manner. N givithstanding anxthing* in Iris Agreement to the contrary, PYRO shall indemnify, hold hmrnhua, and defend CLIENT' and the additional insureds from and against any and all claims, actions, danages, liabilities and expe tscs, including but not limited to, attorney and other professionel fee ;?cud court cr°,ts, in connection with the loss of life, personal injury, andoor damage to property, arising frtcut or Out of the Produchon and the presentation thereof to flat extent such ire cccasicaed by any act or omission at'PYRO, their officer, agents, contractors, provides, u7 employee.. CLIP.NT shall indemnify, hold odmL^ s, and defend PYRO from and against any and all claims, actions, damages, liability and expenses, including but not limited to, attorney and other profes rat loci, and court costs in connection with the loss of life, personal injury, and /or damage to property, arising from or cut of the Production and the presentation thereof to the extent such are occasional by any act or omission ofCLIEN 1, its officers, agents; contactors, providers, iT canp!eyccs. In no event shall either party be liable (or the consequential ifir e; of the other party, ! I. jyyunitn @on of Damages for Ordinary iSri Rfw - Except in the case o€ bodily injiuy, sad praPerty damage as proeidcd in the insurance ,,,ad iodconnification provisions of Pwayrssphs 9 and 10. above, in the event CLIENT claims that PYRO has breached this Agreement or was ntherwise negligent in performing the Production provided for hsfcm, CLiANT shall nit be eratit,ed to claim or recover monetary damages from PYRO beyond the amount CIIE31T has nand to PYRO under this Agreement, and shall not be untitled to claim or recover any consquential dan.gee feem PYRO including, without limited at, dameges for lots ofin,ame, bnsinc,e orpxnfai 12. I +curer Mitieure - CLIEN F agrees to assume the rids of uxeatVier, stake, civil unrest, terrorism, what ry lemon, govcnunenud action, and any o41sr causes beyond Inc control of Py "W which stay pm,crit the Producti,o from being safely discharged on the scheduled date, a$ich may cause the canzcllinnOn of any event (rr which CLIENT has purchased the Pmdactioor, or which man affect cur damage, such portion of the exhibits as most be placed and exposed a necessary time before the Production. If, for any such reartiI, PYRO is not r�r,onably able to safidy discharge the Production on the scheduled date, or at the scheduled time., or should any event for which CLIENT' has purcha_ d the Production be canceled as a result o; scc'h causes, CLIENT may fit reschedule the Production and pay PYRO such owns as provided in paragraph 13, or (ii) cancel the Production and pay PYRU such sums a5 provided in Paragraph 14, based upon when the Production is camel, :d. 13, Rescheduling Of Bvent - IfC1.1I NT elects to reschedule ire; Production, PYRO shall bs paid the original Fee plus Al additional expenses made accessary by rescheduling plus a 15% service fec on such additional expenses. Said expenses will be invoiced separately and payment will be due in full within 5 daps of oaropt. CLIENT cvnd PYRO shad; agree up: a t ;- reschedated date ta'6rg into consideration availability of permits, mxtcriats, equipment, transportation and tabor The Production shall be rescheduled fcr a date not snore than Sit Days srbsequcnt to the date fitat set for the Production. The Production shalt m I, be reschedules to a date, or for an event- that historically has mvtwed a fncwmrke prei+rcdian The Production shall ant be rescheduled between June 15th and Any 15th unteax the Original date was holy 4th of :ors same year, or between December 15th ana January i9feo unless the original date was Dcacmbci 31 rt of the earlier year units PYRO agrees that such m6cheduiing will nos adrri,ziy affect mime[ meioess operations daring thusie periods 14. ll�t Tu Cancel -- CLi;`?NT shah have the option io ueihinn ally cancel the Production prior to the scheduled date. If CLIENT exercises this option. CL.IE.N'i' agrees to pay to PYKO, as liquidated damngas; lire fallowing percentages of the Pec as sat forth nn far agrapfi 3.L I) SC:o it cancetletion oacars .3O fn 9f, days prior h1 the scheduled (late, 2) 75% if canccihation occuts 15 to 29 days* prior to the schndulcil date, 3) 1ptl4e thereafter. In the event CLIENT cancels the Production, it will be impracticd or extramcly difficult to fix actu'd amount of PYRO'e damage,. The foregoing represents a reasonable estimate of the damages PYRO will sulker if CLIENT cancels the ProduAiou. 15 - NI.)toint Venture - It is agreed, nothing in this Aarocxnent or in PYRO's performance of the Production shall be construed as forming a partnership or joint venture between CLIENT and PYRO. PYRO shad be and is an independent cenirr for with CII.IENT and not an empbyie of CLIENT. The Parties heretr. shall be severally oaponsibL for their own irparale debts and gbiigalimis and neither Party shall he hcFd responsible for any agreements or obli,,,adons not exprocxsly provided for herein_ 16- Applicable Law -This Agreement and the rights and obligations of.de Parties hereunder shall *.re amsteaed in accordance with the lays or CalbernL, In the event that the scrape oftkc Production 3s redoing by auhordies haying ioriedi,fior or i p either' erty for safety ocncxrru, the MI dDlIa; amounts outlined in this Agreement are eri'urceable. 17. Notices - Any Notice to the Parties permitted or required und, r this Agreement may be given by mailing x,ich No &c in the United States Mitt, postage prepaid, first class, addressed a> fifo)vs: PYRO -- Py'ro Bosses uk : s, Inc , PO_ Box 23-19, Riaim, Ciddontia, 9237?, or far oversight dchvwy to 3 1O N Cacust rlvenua, Rian),Cal airma 92377 h1000 f;yprBlyd - 9265br c , . 19 kindification of -Ferns - All terms of the A resment are in mitma, and may only be modit7cd by written agreement of both Prod., hereto. Beth i'ai,,its uckaow, cdzc they have receivcd a cr)py of said written A is -Mena and agree to be bound by said terms of written Agreement only. 19_ serrtlni Ifl -If di,.-rc is more tl un occ CLILN i tic; sit e;! h J.andy or.r'severa'.y reepmsi's *e in perform CLIENT "s rbhga 1, nni under the Agreement. This Agreement wall l:covnt effective after a is vxecuted ,'d accepted by CLIIdN'f and after of is execu .;d and ae., +pted by PYRO at iiYRM P5 V 1 -2r. Spec it Ver. If I Pyro Spectaculars, Inc. P.O. Box 2329 City of Newport Beach Revised Program A — Ver. # I Rialto, CA 92377 July 4, 2013 Tel: 909-355-8120 :::: Fax: 909-355-9813 offices in Rialto, California. This Agreement may be executed in sevi rat counterparts, including faced and emailed copies, each one of which shall be deemed an original against the Party executing same. This Agreement shall be binding upon the Parties hereto and upon their heirs, successors, executors, administrators and assigns 20. Price Firm — If any changes or alterations are made by CLIENT to this Agreement or if this Agreement is not executed by CLIENT and del ivcred to PYRO on or before the PRICE FIRM date shown below, then die price, date, and scope of the Production are subject to review and acceptance by PYRO for a period of 15 days following delivery to PYRO of the executed Agreement. In the event it is not accepted by PYRO, PYRO shall give CLIENT written notice, and this Agreement shall be void. PRICE FIRM through June 14, 2013 EXECUTED AGREEMENT MUST BE DELIVERED TO PYRO BY THIS DATE, See PRICE FIRM conditions, paragraph 20, above, EXECUTED as of the date first written above: PYRO SPECTACULARS, INC. By: _ James R, Souza, �Pr,,id,n By: Iteryl A. Sat t io, Corporate Secretary \Q SHOW PRODUCER: Jeff Martin PS V 1-2e Special Ver. # 1 CITY OF NEWPORT BEACH, A California municipal corporation By: Its: �-A VVIN ?ice—iri kL c6` � vie NO, k. I Print Name APPROVED AS TO FORM CITY ATTORNE, Y' OFFICE DA'L'E: / By: Aa on C. Harp, City Attorney ATTEST: 6 •2, 6%3 Date: �/ ti By. Leilani L Brown, City Clerk %t;L/ PO riN i Pyro Spectaculars, Inc. City of Newport Beach P.O. Box 2329 Revised Program A— Ver. # 1 Rialto, CA 92377 July 4, 2013 Tel: 909-355-8120:::: Fax: 909 -355 -9813 Pa;,c A ot4 SCOPE OF WORK PYRO SPECTACULARS, INC. ( "PYRO ") and City of Newport Beach ( "CLIENT ") Pyro shall provide the following goods and services to CLIENT: One Pyro Spectaculars, Inc., Production on July 4, 2013 at approximately 9:00 p.m. at Newport Dunes, West side of lagoon: 1131 Back Bay Drive Newport Beach, CA. • All pyrotechnic equipment, trained pyrotechnicians, 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: /rtsurunce Requirements Ctmiis Commercial General Liability $5,000,000.00 Combined Single Limit- Each Occurrence (Bodily Injury & Property Damage) Business Auto Liability- $5,000,000.00 Combined Single Limit- Each Occurrence Owned Non -Owned and Hired Autos (Bodily Injury & Property Damage) Workers' Compensation Statutory Employer LiabLtitX $1,000,000 Per Occurrence CLIENT shall provide to PYRO the fol €owing goods and services: O All on -site 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 Zone in accordance with applicable standards and all requirements of the authorities having jurisdiction 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. s 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, hazurat storage, electrical power, fire suppression equipment, access to worksites, necessary credentialing, etc., will be required as necessary. PS v 1 -2e Special vecH 1 Product Synopsis * Pyrotechnic Proposal City of N "port Beach PROGRAM Y Opening Descri #on ♦ 3" Souza Designer Opening Salutes . r Main Body - Aerial Shells Description ♦ 3" Souza Designer Selections ♦ 4" Souza Designer Selections ♦ 5" Souza Designer Selections Total of Main Body - Aerial Shells Pyrotechnic Devices Description ♦ Sousa Platinum Line Custom Multishot Device ♦ Double Rising White Pearl Cascade UFO ♦ Sousa Emerald Line Custom Multishot Device ♦ Sousa Pearl Line Custom Multishot Device Qwnti 35 Quantity 79 104 95 2713 QMntily 300 Shots 5 1,020 Shots 100 Shots Total of Pyrotechnic Devices 1,425 Grand Finale Description _Ouantity ♦ 2" Souza Designer Bombardment Shells 100 ♦ 3" Souza Designer Bombardment Shells 30 ♦ 3" Souza Designer Finale Shells 180 ♦ 4" Souza Designer Finale Shells 90 ♦ 5" Souza Designer Finale Shells 12 Total of Grand Finale 412 Grand Total 2,150 Policy Number: CA000002771 -27 Number: 114 Effective Date: June 12, 2013 THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY ADDITIONAL INSURED - DESIGNATED PERSON OR ORGANIZATION This endorsement modifies insurance provided under the following: COMMERCIAL GENERAL LIABILITY COVERAGE PART. SCHEDULE Name of Person or Organization: City of Newport Beach Dunes Resort, LLC Newport Dunes Waterfront Resort Newport Dunes Marina, LLC Terra Vista Management County of Orange Newport Dunes Resort and Marina The Irvine Company (If no entry appears above, information required to complete this endorsement will be shown in the Declarations as applicable to this endorsement.) WHO IS AN INSURED (Section II) is amended to include as an insured the person or organization shown in the Schedule as an insured but only with respect to liability caused by your operations or premises owned by or rented to you. The insurance afforded any Additional Insured does not include coverage for any injury or damage arising from the failure of such Additional Insured to fulfill its obligations specified in its contract with the Named Insured. POLICYHOLDER COPY s0 CERTIFICATE OF WORKERS` COMPENSATION INSURANCE ISSUE DATE: OS- 11-2013 CITY OF NEWPORT BEACH SD 23300 NEWPORT BLVD NEWPORT BEACH CA 92WS-3816 GROUP. POLICY NUMBER: 0803749 -2012 CERTIFICATE ID: 940 CERTIFICATE EXPIRES: 10- 14-2012 10- 14- 2012/10 -14 -2015 This is to certify that we have Issued a valid Workers' Compensation insurance policy in a form approved by the California Insurance Commissioner to the employer married below for the policy period indicated. This policy is not subject to cancellation by the Fund except upon 20 days advance written notice to the employer. We wilt also give you 30 days advance notice should this policy be cancelled prior to its normal expiration. This certificate of Insurance Is not an insurance policy and does not amend, extend or alter the coverage afforded by the policy listed herein. Notwithstanding any requirement, term or condition of any contract or other document with respect to which this certificate of insurance may be issued or to which it may pertain, the insurance afforded by the policy described herein is subject to all the terms, fexclusions, and conditions„ of such policy. Authorizad Representative/" President and CEO EMPLOYER'S LIABILITY LIMIT INCLUDING DEFENSE COSTS: $1,000,000 PER OCCURRENCE. ENDORSEMENT #2005 ENTITLED CERTIFICATE HOLDERS' NOTICE EFFECTIVE 10-14-2002 IS ATTACHED TO AND FORMS A PART OF THIS POLICY. -� ENDORSEMENT #2670 ENTITLED WAIVER OF SUBROGATION EFFECTIVE 2013-08 -11 IS ATTACHED TO AND FORMS A PART OF THIS POLICY, THIRD PARTY NAME: CITY OF NEWPORT BEACH EMPLOYER PYRO SPECTACULARS, IND, SD PC BOX 2329 RIALTO CA 92377 IP14,SDj inev.1�2e +u PRIMED t 06 -11 -2013 POLICYHOLDER COPY s0 - f; �Li�S�T�31����T .^T1rTiisl�i7_�Zb� T 1 CERTIFICATE OF WORKERS' COMPENSATION INSURANCE ISSUE DATE: 06-11 -2013 TERRA VISTA MANAGEMENT ED 6310 SAN VICENTE BLVD STE NO LOS ANGELES CA 90048 -5446 GROUP. POLICY NUMBER: 08033749 -2012 CERTIFICATE IR 939 CERTIFICATE EXPIRES: 10 -14-2013 10-14- 2012/10 -14 -201$ This ss to certify that we have Issued a valid Workers' Compensation insurance policy In a form approved by the California Insurance Commissioner to the employer ranted below for the policy period indicated This pobcy is not subject to cwcallaM(m by the Fund except upon 30 days advance written notice to the employer. We will also give you 30 days advance notice should this policy be cancelled prior to Its normal expiration. This certificate of insurance is not an Insurance policy and does not amend, extend or alter the coverage afforded b)E the policy listed herein. Notwithstanding arty requirement, term or conditions of any contract or other document with respect to which this certificate of insurance may be issued or to which it may pertain, the insurance afforded by the policy described herein is subject to all the terms, exclusions, and conditions, of such policy. Authorised RapresantaUve President and CEO EMPLOYER'S LIABILITY LIMIT INCLUDING DEFENSE COSTS: $1,000,000 PER OCCURRENCE, ENDORSEMENT X2065 ENTITLED CERTIFICATE HOLDERS' NOTICE EFFECTIVE 10-14 -2002 IS ATTACHED TO AND FORMS A PART OF THIS POLICY. .®,.4 -.. ENDORSEMENT X2570 ENTITLED WAIVER OF SUBROGATION EFFECTIVE 2015 -06 -11 IS ATTACHED TO AND FORMS A PART OF THIS POLICY. THIRD PARTY NAME: TERRA VISTA MANAGEMENT EMPLOYER PYRO SPECTACULARS, INC. s0 PC BOX 2429 RIALTO CA 92377 (P14,SDI tp,tv,t_ypig; PRIMED : 06-11 -2013 Acorxo CERTIFICATE OF LIABILITY INSURANCE 6/112201!20 1011 " "" �...., -- 13 THIS CERTIFICATE IS ISSUED AS A MATTER OF INFORMATION ONLY AND CONFERS NO RIGHTS UPON THE CERTIFICATE HOLDER THIS CERTIFICATE DOES NOT AFFIRMATIVELY OR NEGATIVELY AMEND, EXTEND OR ALTER THE COVERAGE AFFORDED BY THE POLICIES BELOW. THIS CERTIFICATE OF INSURANCE DOES NOT CONSTITUTE A CONTRACT BETWEEN THE ISSUING INSURER(S), AUTHORIZED REPRESENTATIVE OR PRODUCER, AND THE CERTIFICATE HOLDER IMPORTANT: Ifthe certificate holder is an ADDITIONAL INSURED, the poiicy(les) must be endorsed. if SUBROGATION IS WAIVED, subject to the terms and conditions of the policy, certain policies may require an endorsement. A statement on this certificate does not confer rights to the certificate holder in lieu of such endorsement(s). PRODUCER CONIACI Britton Gallagher nN One Cleveland Center, Floor 30 Enl �� Nor2i6' —' 1375 East 9th Street Cleveland OH 44114 ........_.._...__.._ INSNRERISIAFFORDINGCOVERAGE NAICx INSURED INSURERS Maxtim Indemnity Company 26743_ Pyro Spectaculars Inc. INSURER c. San Diego Fireworks INSURER 0: P. O. Box 2328 .. .... Rialto CA 92377 INSURER E,:— . INSURER F: I COVERAGES CERTIFICATE NUMBER: 2044342015 REVISION NUMBER: THIS IS TO CERTIFY THAT THE POLICIES OF INSURANCE,' LISTED BELOW HAVE BEEN ISSUED TO THE INSURED NAMED ABOVE FOR THE POLICY PERIOD INDICATED. NOTWITHSTANDING ANY REQUIREMENT, TERM OR CONDITION OF ANY CONTRACT OR OTHER DOCUMENT WITH RESPECT TO WHICH THIS CERTIFICATE MAY BE ISSUED OR MAY PERTAIN, THE INSURANCE AFFORDED BY THE POLICIES DESCRIBED HEREIN IS SUBJECT TO ALL THE TERMS, EXCLUSIONS AND CONDITIONS OF SUCH POLICIES. LIMITS SHOWN MAY HAVE BEEN REDUCED BYPAID CLAIMS_ .. ..____- .. .. —.. .. .'... HNSRC Pmmo, TYPE #FNSURANCE.... VWQ.+._. POLICYNUMBER oDmi Y LIMITS GENERAL LIABILITY FACH OCCURRENCE $ Z AMAGEYORENTeO D t OMMERCIALOENERPL.UABIUTY ( 1 IFj{EMjSES {EaprcylCep {e) &_ _ -- ..._.. i CLAiM5 MADE t OCCUR r MED EXP {Any_onerson} _$ _ +PERSONAL &ADVINJURY $ GENERALAGGREOATE 18 IPRGDUCTS OENL AGGREGATE LIMIT APPLIES PER .._... _, _ COMPIOPAGG $ ... __ o..... - POLICY 1 PRO , LOC ..... .._ . _...._ ._.. AUTOMOBILE LIABittTY �CA53460006 1/13`2013 I t ttl3frdlT4 1 1 Qp0 OQ.__ i• ANY AUTO I DOWLY INJURY Per erwn I $ ( P SCHEDULED � � I EODILY INJURY AUTOS AUTOS _ ., � (Per accmenf)� $ i ,r NONOWNED ^ 1 1,ROPEftYYDAMAGE ($ HIRED AUTOS ;AUTOS i (Paf acrltlgcll ........... 8 UMBROAALIAB e: I OCCUR EXC6017995 713+2013 111 3 730 1 4 I EACH OCCURRENCE $90007000 .. .__ ........ ___.,... N EXCS ESLIAB CLAIMS, MADE J. I i E G 000000 I i ADORATE $9 r — t LED RETENTION$ ... ... _ ......... ... S WORNERSCOMPENSARON i WCSTATU OTH- AND EMPLOYERS LIABILITY Y,N ANY PROPRIETOPWARTNEREXECUSVE (- -';iN (Et EACH ACCIDENT $ OFFICERlMSaf E+CLUDED7 r A (Mai datmy illNHi IE6 DISEASE -EA EMPLOYEE$ DESCRIPTION OF OPERATIONS Tdow EL DISEASE -PODGY LIMIT $ , I I 1 I DESCRIPTION OF OPERATIONS i LOCATIONS rvWHICL.ES (Afladr AC ORD ie1, AdYdionai Raman¢ Shcarule, H 11416 %xe is fe4uiwl) City of Newport Beach 3300 Newport Boulevard Newport Beach CA 92658 SHOULD ANY OF THE ABOVE DESCRIBED POLICIES BE CANCELLED BEFORE THE EXPIRATION DATE THEREOF, NOTICE WILL BE DELIVERED IN ACCORDANCE WITH THE POLICY PROVISIONS. ACORD 25 (2010N5) The ACORD name and logo are registered marks of ACORD AC"ROF CERTIFICATE OF LIABILITY INSURANCE 6f1112013 THIS CERTIFICATE IS ISSUED AS A MATTER OF INFORMATION ONLY AND CONFERS NO RIGHTS UPON TI-E CERTIFICATE HOLDER THIS CERTIFICATE DOES NOT AFFIRMATIVELY OR NEGATIVELY AMEND, EXTEND OR ALTER THE COVERAGE AFFORDED BY THE POLICIES BELOW. THIS CERTIFICATE OF INSURANCE DOES NOT CONSTITUTE A CONTRACT BETWEEN THE ISSUING INSURER($), AUTHORIZED REPRESENTATIVE OR PRODUCER, AND THE CERTIFICATE HOLDER IMPORTANT: If the certificate holder is an ADDITIONAL INSURED, the policy(! es) must be endorsed. It SUBROGATION IS WAIVED, subject to the terms and conditions of the policy, certain policies may require an endorsement. A statement on this certificate does not confer rights to the PPGOUCER Britton Gallagher One Cleveland Center, Floor 30 PHONE FAX Exa-216-658-71OU CERTIFICATE MAY BE ISSUED OR MAY PERTAIN, THE INSURANCE AFFORDED BY THE POUGIES DESCRIBED HEREIN IS SUBJECT TO ALL THE TERMS, 1375 East Sin Street _ �. Cleveland OH 44114 _._..._.., .. „ - „_ INSURERtSj AF €Di�ING COVERAGE NAiC ..... ....... _INSURER - ----- MAI-- INSURED INSURER B:Maxum Indemnity Company 26743 Pyro Spectaculars Inc. INSURER C: San Diego Fireworks INSURER D P. O. Box 2329 GENERALAGOREGATE I$ Rialto CA 92377 INSURER E PQ PRO- LOC UC� ECT INSURER F: COVERAGES CERTIFICATE NUMBER: 1227602815 REVISION NUMBER: THIS IS TO CERTIFY THAT THE POLICIES OF INSURANCE LISTED BELOW HAVE BEEN ISSUED TO THE INSURED NAMED ABOVE FOR THE POLICY PERIOD INDICATED. NOTWITHSTANDING ANY REQUIREMENT, TERM OR CONDITION OF ANY CONTRACT OR OTHER DOCUMENT WITH RESPECT TO WHICH THIS CERTIFICATE MAY BE ISSUED OR MAY PERTAIN, THE INSURANCE AFFORDED BY THE POUGIES DESCRIBED HEREIN IS SUBJECT TO ALL THE TERMS, EXCLUSIONSAND CONDITIONS OF SUCH POLICIES. OMITS SHOWN MAYHAVE BEEN REDUCED BY PAID CLAIMS, -U jADOL P 0 LCY E F PO L C Y E K P NS TYPEOF INSURANCE NSR POLICY (MMODYYYY1 (MM: LIMITS GENERAL LIABILITY EArH OCCURRENCE $ - b I AM BE R N ), COMMEFOALGENERALLIARILDY CLAIMS MADE (OCCUR MEP -P< nv 1) pwsm) DVINJURY GENERALAGOREGATE I$ GENT AGGREGATE OAT APPLIES PER PRODUCTS-COMPtOPAQO PQ PRO- LOC UC� ECT ............ . I AUTTMOBILIELIABILITY 111112011 11113111114 S�INOLE UMIT CA5346OQ06 61 ANY AUTO 1 ALLOWNED SCHEDULED HODILY INJURY IFer acownt) I s AUTOS AUTOS Ix NON-OWNED (PROPERTY DAN A Is HIREDAUTOS AUTOS Is 0MMRELLA LIAR 1 OCCUR FXC6017995 I/M2013 1/1312014 EACH OCCURRENCE $4,000,000 .. 1 1 1-1-1--l-, X EXCESSLUM CLAIMS�MADE F-A-0-GRE"GATE 1$ 4 .00 0. 000 DEC RETENTIONIF Is ',IAURUERSCOMPIUNSATION I • Y�C ITATU, j AND IDARLOYERsLIAIALITY Y,N NY PROPRIETOPWARTNERENEOUTIVE ANY 1 E.L. EACH ACCIDENT E i1A OFF OER�M ME 0 DISEASE- FA - - - - -------- 1 E L EMPLOYEd IF GES RIPTION OF OPERATIONS i EL DISEASE -POUCf LIMIT I $ TE-Sr­BIPTIONOF OPERATIONS LOCATlOt4S!VEHICLES(A"adiACORDIGI,Afiddio.,4Rwmik Sdiedi,letimrespatalsiecluitpd) Date of Display: July 4, 2013 Display Location: Newport Dunes, West side of lagoon on the beach, Newport Beach, CA Additional Insureds:Tetra Vista Management, Inc., and Newport Dunes Waterfront Resort, and Newport Dunes Resod and Marina, and Dunes Resort, LLC., and Newport Dunes Marina, and County of Orange, and The Irvine Company, and Waterfront Properties, L.P., and G & K Management, Inc. Terra Vista Management 6310 San Vicente Boulevard, Suite 560 Los Angeles CA 90048 SHOULD ANY OF THE ABOVE DESCRIBED POLICIES BE CANCELLED BEFORE THE EXPIRATION DATE THEREOF, NOTICE WILL BE DELIVERED IN ACCORDANCE WITH THE POLICY PROVISIONS, AUTHORIZED REPRESENTATIVE "JAW- 16 1 988 -2010 ACORD CORPORATION Allriaht. ACORD 26 (2010M) The ACORD name and logo are registered marks of ACORD I t v Pyro Spectaculars, Inc. P.O. Box 2329 Rialto, CA 92377 Tel: 909-355-8120:::: Fax: 909- 355 -9813 City of Newport Beach Program B - Ver. N 1 July 4, 2010 Pagel of4 PRODUCTION AGREEMENT )/� (Special) This agreement ( "Agreement") is made this ja-day of , -jGfQi , 2010 by and between Pyrn Spectaculars, Inc., a California corporation, hereinafter refined to as ( "PYRO "), and City of Newport Beach, hereinafter referred to as ( "CLIENT'). PYRO and CLIENT are sometimes referred to as "Party" or collectively as "Parties" herein. 1. Etweemenl - CLIENT hereby engages PYRO to provide to CLIENT one fireworks production ("Production "), and PYRO accepts such engagement upon all of the promises, terns and conditions hereinafter set forth. The Production shall be substantially as outlined in Program "B", attached hereto and incorporated herein by this reference 1.1 PYRO Dudes - PYRO shall provide all pyrotechnic equipment, trained pyrotechnicians, shipping, pyrotechnic products, application for specific pyrotechnic permits (the cost of which, including standby fees, shall be paid by CLIENT) relating to the Production, insurance coveting the Production and the other things on its pan to be performed as 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 CLIENT Dudes - CLIENT shall provide to PYRO a suitable site ( "Site') for the Production, security for the Site as set forth in Paragraph 6 hereof, access to the Site, any permission necessary to utilize the Site for the Production, and the other things on its pan to be performed as more specifically set forth below in this Agreement 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 of the Site shall be the responsibility of CLIENT, including, but not limited lo, access, use, control, parking and general safety with respect to the public, CLIENT personnel and other contractors. 2. Three and Place -The Production shall take place an July 4.2010, m approximately 9:00 mm • at Newoort Dimes: 1131 Back Bay Drive . Newoort Beach, CA. Site. 3. Fees. Interest, and Exaenses- 3.1 Fee - CLIENT agrees to pay PYRO a fee of $25.000.00 USD (TWENTY FIVE THOUSAND DOLLARS) ( "Fee') for the Production. CLIENT shall pay to PYRO $12.500.06 LSD (TWELVE THOUSAND FIVE HUNDRED DOLLARS) of the Fee plus estimated permit and standby fees, specified production costs, and other regulatory costs approximated at $ 0000 for a total of $12,500.00, as a deposit ( "Deposit ") upon the execution of this Agreement by both panics but no later than Juno It. 2010., The balance of the Fee shall be paid no later than July 5.2010. CLIENT authorizes PYRO to receive and verify credit and financial information concerning CLIENT from any agency, person or entity including but not limited to credit reporting agencies. The "PRICE FIRM" date, the date by which the executed Agreement must be delivered to Pyro, is set forth in paragraph 20. 3.2 Interest - In the event that the Fee is not paid in a timely manner, CLIENT will be responsible for the payment of 1.5% interest per moth or 18% annually on the unpaid balance. If litigation arises out of this Agreement, the prevailing party shall be entitled to reasonable costs incurred in connection with the litigation, including, but not limited to attorneys' fees. 3.3 Expenses - PYRO shall pay all normal expenses directly related to the Production including freight, insurance as outlined, pyrotechnic products, pyrotechnic equipment, experienced pyrotechnic personnel to set up and discharge the pyrotechnics and those additional items as outlined as PYRO's responsibility in the Scope of Work. CLIENT shall pay all costs related to the Production not supplied by PYRO including, but not limited to, those items outlined as CLIENT's responsibility in this Agreement and Scope of Work. 4. Proorktartr Riehu - PYRO represents and warrants that it owns all copyrights, including performance rights, to this Production, except that PYRO does not own CLIENT -owned material or third- pany-awned material that has been included in the Production, and as to such CLIENT-owned and third-party- owned material, CLIENT assumes full responsibility therefore. CLIENT agrees that PYRO shall retain ownership of, and all copyrights and other rights to, the Production, except that PYRO shall not acquire or retain any ownership or other rights in or to CLIENT-owned material and third -patty -owned material and shall not be responsible in any way for such material. If applicable, CLIENT consents to the use of CLIENT -owned material and represents that it has or will obtain any permission from appropriate third parties sufficient to authorize public exhibition of any such material in connection with this Production. PYRO reserves the ownership rights in its trade names that amused in or are a product of the Production. Any reproduction by sound, video or other duplication or recording process without the express written permission of PYRO is prohibited. 5. Safetv - PYRO and CLIENT shall each comply with applicable federal, state and local laws and regulations and employ safety programs and measures consistent with recognized applicable industry standards and practices. At all times before and during the Production, it shall be within PYRO's sole discretion to determine whether or not the Production may be safely discharged or continued. It shall not constitute a breach of this Agreanent by PYRO for fireworks to fail ' or malfunction, or for PYRO to determine that the Production cannot be discharged or continued as a result of any conditions cr circumstances affecting safety beyond the reasonable control of PYRO. 6. Security - CLIENT shall provide adequate security personnel, barricades, and Police Department services as may be necessary to preclude individuals other than those authorized by PYRO from entering an area to be designated by PYRO as the area for the set -up and discharge of the Production, including a fallout area satisfactory to PYRO where the pyrotechnics may safely rise and any debris may safely £a1L PYRO shall have no responsibility for monitoring or controlling CLIENT's other contractors, providers or volunteers; the public; areas to which the public or contractors have access; or any other public or contractor facilities associmed with the Production. 7. Cleanup - PYRO shall be responsible for the removal of all equipment provided by PYRO and clean up of any live pyrotechnic debris made necessary by PYRO. CLIENT shall be responsible for any other clean up which may be required of the Production or set -up, discharge and fallout areas including any enviromarm al clean -up. PS V 1 -2c Special Ver. H 1 Pyro Spectaculars, Inc. P.O. Box 2329 Rialto, CA 92377 Tel: 909-355-8120:::: Fax: 909- 355 -9813 City of Newport Beach Program B — Ver. # 1 July 4, 2010 Page 2 of 4 8. Permits - PYRO agrees to apply for permits required for the discharge of pyrotechnics from the Newport Beach Fire Department (or atber authority havingjurisdiclion), FAA, USCG, and the State of California, as required. CLIENT shall be responsible for any fees associated with these permits including standby fees. CLIENT shall be responsible for obtaining any other necessary permits, paying associated fees, and making other appropriate arrangements for Police Departments, other Fire Departments, road closures, event/activity or land use Permits or any permission or permit required by any Local, Regional, State or Fedeml Goverment. 9. Insurance - PYRO shall at all times during the performance of services herein ensure that the following insurance is maintained in connection with PYRO's performance of this Agreement (1) commercial general liability insurance, including products, completed operations, and contractual liability under this Agremi (2) automobile liability insurance, (3) workers compensation insurance and employer liability insurance. Such insurance is to protect CLIENT from claims for bodily injury, including death, personal injury, and from claims of property damage, which may arise from PYRO's performance of this Agreement, only. The types and amounts of coverage shall be as set forth in the Scrape of Work. Such insurance shall not include claims which arise from CLIENT's negligence or willful conduct or from failure of CLIENT to perform its obligations under this Agreement, coverage for which shall be provided by CLIENT. The coverage of these policies shall be subject to reasonable inspection by CLIENT. Certificates of Insurance evidencing the required general liability coverage shall be famished to CLIENT prior to the rendering of services hereunder and shall include the following: (1) that it may not be canceled or modified without the insurance carrier providing at least thirty (30) days prior written notice to CLIENT; and (2) that the following are named as additionally insured: CLIENT; Sponsors, Landowners, Barge Owners, if any; and Permitting Authorities, with respect to the operations of PYRO at the Production. Pyrotechnic subcontractors or providers, if any, not covered under policies of insurance required hereby, shall secure, maintain and provide their own insurance coverage with respect to their respective operations and services. Evidence of other insurance shall be provided upon CLIENT's written request to PYRO. 10. Indemnification - PYRO represents and warrants that it is capable of furnishing the necessary experience, personnel, equipment, materials, providers, and expertise to produce the Production in a safe and professional manner. Notwithstanding anything in this Agreement to the cenuary, PYRO shall indemnify, hold harmtms, and defend CLIENT and the additional insureds from and against any and all claims, actions, damages, liabilities and expenses, including but not limited lo, attorney and other professional fees and court costs, in connection with the loss of life, personal injury, and/or damage to property, arising from or out of the Production and the presentation thereof to the extent such are occasioned by any act or omission of PYRO, their officers, agents, contractors, providers, or cmployeea CLIENT shall indemnify, hold harmless, and defend PYRO from and against any and all claims, actions, damages, liability and expenses, including but not limited to, anomey and other professional fees and court costs in connection with the loss of life, personal injury, and/or damage to property, arising from or out of the Production and the presentation thereof to the extent such are occasioned by any act or omission of CLIENT, its officers, agents, contractors, providers, or employees. In no event shall either party be liable for the consequential damages of the other party. 11. Limitation of Damages for Ordinary Breach - Except in the case of bodily injury and property damage its 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 =ova monetary damages from PYRO beyond the amount CLIENT has paid to PYRO under this Agreanent, and shall not be entitled to claim or recover any consequential damages from PYRO including, without limiration, damages for loss of income, business or profits. 12. Force Mule ure - CLIENT agrees to assume the risks of weather, strike, civil unrest, terrorism, military action, governmental action, and any other causes beyond the control of PYRO which may prevent the Production from 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 the exhibits as must be placed and exposed a necessary time before the Production. If, for any such reason. PYRO is not reasonably able to safely 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) reschedule the Production and pay PYRO such sums as, provided in Paragraph 13, or (ii) cancel the Production and pay PYRO such sums as provided in Paragraph 14, based upon when the Production is canceled. 13. Rescheduling Of Even[ - If CLIENT elects to reschedule the Production, PYRO shall be paid the original Fee plus all additional expenses 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 full within 5 days of receipt. CLIENT and PYRO shall agree upon the rescheduled date taking into consideration availability of permits, materials, equipment, transportation and labor. The Production shall be rescheduled for a date not more than 90 Days subsequent to the date first set for the Production. The Pmduction shall not be rescheduled to a dale, or for an event, that historically has involved a fireworks production. The Production shall not be rescheduled between June 15th and July 15th unless the original date was July 4th of that same year, or between December 151h and January 15th unless the original date was December 31 at of the earlier year unless PYRO agrees that such rescheduling will not adversely affect normal business operations during those periods. 14. Sir tut To Cancel - CLIENT shall have the option to unilaterally cancel the Production prior to the scheduled date. If CLIENT exercises this option, CLIENT agrees to pay to PYRO, as liquidated damages, the following percentages of the Fee as set forth in Paragraph 3.1. 1) 50% if cancellation occurs 30 to 90 days prior to the scheduled date, 2) 75% if cancellation occurs 15 to 29 days prior to the scheduled date, 3) 100° /o thereafter. In the event CLIENT cancels the Production, it will be impractical or extremely difficult to fix actual amount of PYRO's damages. The foregoing represents a reasonable estimate of the damages PYRO will suffer if CLIENT cancels the Production. 15. No Joint Venture - h is agreed, nothing in this Agreement or in PYRO's performance of the Production shall be construed as forming a partnership or joint venture between CLIENT and PYRO. PYRO shall be and is an independent contractor with CLIENT and not an employee of CLIENT. The Parties hereto shall be severally responsible for their own separate debts and obligations and neither Parry shall be held responsible for any agreements or obligations not expressly provided for herein. 16. Applicable Law -This Agreement and the rights and obligations of the Parties hereunder shall be consumed in accordance with the laws of California. In the event that the scope of the Production is reduced by authorities havingjurMiction or by either Party for safety concerns, the full dollar amounts outlined in this Agreement are enforceable. 17. Notices - Any Notice to the Parties permitted or required under this Agreement may be given by mailing such Notice in the United States Mail, postage prepaid, first class, addressed m follows: PYRO - Pyro Spectaculars, Inc., P.O. Box 2329, Rialto, Calitbmia, 92377, or for overnight delivery to 3196 N. Locust Avenue, Rialto, California 92377. CLIENT -City ofNewteort Beach; 3300 Newport fl d Ne eon Beach CA, 92658 PS V 1.2c Special Ver. 4 1 Pyro Spectaculars, Inc. P.O. Box 2329 Rialto, CA 92377 Tel: 909-355-8120:::: Fax: 909- 355 -9813 City of Newport Beach Program B — Ver. # I July 4, 2010 Page 3 of 18. Modification of Terms —All terms of the Agreement are in writing and may only be modified by written agreement of both Parties hereto. Both Parties acknowledge they have received a copy of said written Agreement and agree to be bound by said terms of written Agreement only. 19. SeverabiRty — If there i5 more than one CLIENT, they shall bejointly and severally responsible to perform CLIENT's obligations under this Agreement. This Agreement shall become effective after it is executed and accepted by CLIENT and after it is executed and accepted by PYRO at PYRO's offices in Rialto, California. This Agreement maybe executed in several counterparts, including faxed and mailed copies, each one of which shall be deemed an original against the Party executing same. This Agreement shall he binding upon the Parties hereto and upon their heirs, successors, executors, administrators and assigns. 20. Price Firm— If any changes or alterations are made by CLIENT to this Agreement or if this Agreement is not executed by CLIENT and delivered to PYRO on or before the PRICE FIRM date shown below, than the price, date, and scope of the Production are subject to review and acceptance by PYRO for a period of 15 days following delivery to PYRO of the executed Agreement. In the event it is not accepted by PYRO, PYRO shall give CLIENT written notice, and this Agreement shall he void. PRICE FIRM through June 11, 2010 EXECUTED AGREEMENT MUST BE DELIVERED TO PYRO BY THIS DATE. See PRICE FIRM conditions, paragraph 20, above. EXECUTED as of the date first written above: PYRO SPECTACULARS, INC. g: James R. Souza, President SHOW PRODUCER: Jeff Martin V I -2c Special Ver, # I City of Newport Beach By: Its: t Manager Dave Kiff Print Name 7--ty- PS O D AS TO fr0RM: Pyro Spectaculars, Inc. City of Newport Beach P.O. Box 2329 Program B — Yer. # 1 Rialto, CA 92377 July 4, 2010 Tel: 909-355-8120:::: Fax: 909 - 355 -9813 Page 4 of 4 SCOPE OF WORK PYRO SPECTACULARS, INC. ( "PYRO ") and City of Newport Beach ( "CLIENT ") Pyro shall provide the following goods and services to CLIENT: • One Pyro Spectaculars, Inc., Production on July 4. 2010 at approximately 9:00 P.m. at Newport Dunes: 1131 Back Bay Drive Newport Beach. CA. • All pyrotechnic equipment, trained pyrotechnicians, 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: Insurance Requirements Limits Commercial General Liability $1,000,000.00 Combined Single Limit- Each Occurrence (Bodily Injury & Property Damage) Business Auto Liability- $5,000,000.00 Combined Single Limit- Each Occurrence Owned. Non -Owned and Hired Autos (Bodily Injury & Property Damage) Workers' Compensation Statutory Employer Liability $1,000,000 Per Occurrence CLIENT shall provide to PYRO the following goods and services: • All on -site 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 CLI ENT. • 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 Zone in accordance with applicable standards and all requirements of the authorities having jurisdiction 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 credentialing, etc., will be required as necessary. PS V 1 -2c Special Vu. # I =7 Grand Total 1,578 Approximate duration of display will be 15 minutes. Description Quantity ♦ 3" Sky Concert Opening Salutes 25 Total of Opening 25 Main Body - Aerial Shells Description Quantity ♦ 3" Sky Concert Selections 60 ♦ 4" Sky Concert Selections 75 ♦ 5' Sky Concert Selections 90 Total of Main Body - Aerial Shells 225 Pyrotechnic Devices Description Quantity ♦ Sousa Gold Line Custom Multishot Device 200 Shots ♦ Sousa Platinum Line Custom Multishot Device 300 Shots ♦ Sousa Diamond Line Custom Multishot Device 600 Shots Total of Pyrotechnic Devices 1,100 Grand Finale Description Quantity ♦ 2.5" Sky Concert Bombardment Shells 72 ♦ 3" Sky Concert Finale Shells 120 ♦ 4" Sky Concert Finale Shells 30 ♦ 5" Sky Concert Finale Shells 6 Total of Grand Finale 228 Grand Total 1,578 Approximate duration of display will be 15 minutes. DRAYTON INSURANCE BROKERS, 2500 CENTER POINT ROAD, SUITE 301 .an.,� ... POS°f OPFICR BOX 94067 BIRMINGHAM, ALABAMA 35215 BIRMINGHAM, ALABAMA 35220 TELEPHONE: (205) 854.5806 FAX: (205) 854 -5899 CERTIFICATE OF INSURANCE NO. 020150 We certify that msumnce es outlined below is sflh dad the Numral Inaural undor policy CA06(Xx)2771 -24 issued by Admiral Insmanw Company. ]AWD INSURIill Pyto Spectaculars, Inc. Pyro Specaculars by Sower Pyle Eacats, Inc Pyro SpnArcular Industries, the Pyre Spectaculars productions, Inc, North American Pueworku Co., lac. (NAFCO) P.O. RON 2329 San Diego F¢ew,rka Rialto- Catifomio 92377 PERIOD January 13, 2010 to Jmmary 12,2011: Roth days indu we. COVERAGE LRVITS OF LIABU,ITY Comnisicial General Liability. Cowuing against the legal liability of the Named Insured for Bodily injury and Property Damage causal by, or arising from, the preparation for, the firing of, or the clearance following fireworks displays) stated Iwlow. A) Each Occunrcnce B) General Aggregate C) Products & Completed Operations Aggregate $1.000,000 $2,000,000 $2,000,000 Tim addition of morn than one insured does not serve to inumeso the ('units of liability. Aggregate lints shown may have bewt reduced by paid claims. It is Mitred Must, in aawudtmce with, and subject 1% the terms rd'the above policy, the following SPONSORS AND PROPERTY OWNERS AND LICENSING AUTI3GRITIES ate included as Additional lnsur,d(s), but only in respect ofthe legal liability of reach Additional Insured(s) for Eedily Injury and Property Damage caased by the operations of the Named Insured in connection with the firing of the fireworks displey(s) stated below. The insurance afforded any Additional Insured does not inolude comings for any injury or damage arising &an the failure of such Additional humid to fitifill its obligations specified in its wmrraet with the Named Insured. NAME & ADDRESS OF INSURED SPONSORS PROPERTY OWNERS, f.ICRNSORS City of Newport Beach 3300 Newport Boulevard Newport Beach, CA 92658.5915 ADDITIONAL INSURWXS): City of Newport Beach, Newport Dunes Waterfront Resort, Terra Vista Management, Newport Beach Fire Department, Waterfront Resort Properties, LP, G &K Management Co., Inc, Newport Dunes Resort and Marina, Dunes Resort LLC., Newport Dunes Marina, LLC, County of Orange and their officers, agents and employees when acting in their official capacity as such. DISPLAY LOCATION DISPLAY DATE(S) Newport Dames, West side of Lagoon on the Beach Jaly 4, 2010 Newport Beach, CA This insurance applies automatically if the described display is fired on any altemaliw date heoartse of cancellation on this date shown due to wenther orothw cause; however, IN NO EVENT WILL COVERAGE APPLY TO BODILY INJURY OR PROPERTY DAMAGE SUSTAINED AFTER Jamrary 12, 2011. This certificate is not an insurance policy and does not in any way amend, extend or alter the coverage afforded by the policy listed idemse. Far partioulars coucaning the temp, exclusions and conditions of such policy each Additional Insured is referred to the policy documents in the possession ofthe Named Insured. Should the above described policy be cancelled befere the expiration date thernf, the issuing company will mail 30 days' prior written notice to the above named Additional Insured. DRAYTON INSURANCE EROKERS, INC. Mgx 7.2010 DATE OF ISSUE�PRESID CALIFORNIA LICENSE O.OA18664 Policy Number: CA000002771 -24 Number: 104 Effective Date: May 7, 2010 THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY ADDITIONAL INSURED - DESIGNATED PERSON OR ORGANIZATION This endorsement modifies insurance provided under the following: COMMERCIAL GENERAL LIABILITY COVERAGE PART. SCHEDULE Name of Person or Organization. City of Newport Beach Dunes Resort, LLC Newport Dunes Waterfront Resort Newport Dunes Marina, LLC Terra Vista Management County of Orange Newport Dunes Resort and Marina The Irvine Company Waterfront Resort Properties, L.P. G & K Management Co., Inc. (If no entry appears above, information required to complete this endorsement will be shown in the Declarations as applicable to this endorsement.) WHO IS AN INSURED (Section II) is amended to include as an insured the person or organization shown in the Schedule as an insured but only with respect to liability caused by your operations or premises owned by or rented to you. The insurance afforded any Additional Insured does not include coverage for any injury or damage arising from the failure of such Additional Insured to fulfill its obligations specified in its contract with the Named Insured C POLICYHOLDER COPY 50 P.O. BOX 420807, SAN FRANCISCO,CA 94142-0807 CERTIFICATE OF WORKERS' COMPENSATION INSURANCE ISSUE DATE: 10 -14 -2009 CITY OF NEWPORT BEACH So 3300 NEWPORT BLVD NEWPORT BEACH CA 82663 -3816 GROUP. POLICY NUMBER: 0803749 -2009 CERTIFICATE ID: 563 CERTIFICATE EXPIRES: 10 -14 -2010 10 -14- 2008/10-14-2010 This is to certify that we have issued a valid Workers Compensation insurance policy In a form approved by the California Insurance Commissioner to the employer named below for the policy period indicated. This policy is not subject to cancellation by the Fund except upon 3O days advance written notice to the employer. We will also give you 90 days advance notice should this policy be cancelled prior to its normal expiration. This certificate of Insurance Is not an insurance policy and does not amend, extend or alter the coverage afforded by the policy listed herein. Notwithstanding any requirement, term or condition of any contract or other document with respect to which this certificate of Insurance may be issued or to which it may pertain the insurance afforded by the policy described herein is subject to all the terms, exclusions, and Conditions, of such policy. d:RIZED REPRESENTATI PRESIDENT EMPLOYER'S LIABILITY LIMIT INCLUDING DEFENSE COSTS: 41,000,000 PER OCCURRENCE. ENDORSEMENT #2065 ENTITLED CERTIFICATE HOLDERS' NOTICE EFFECTIVE 10-14 -2002 IS ATTACHED TD AND FORMS A PART OF THIS POLICY. EMPLOYER PYRO SPECTACULARS, INC. SD PO BOX 2329 RIALTO CA 92377 PRINTED : 09 -17 -2008 IRI:v.2 -051 M0410 ACORD. CERTIFICATE OF LIABILITY INSURANCE DA EIMM DDMYU s .I /2o10 PRODUCER Phone: 440 249-4115 Fax: 440 - 544712.14 Britton:- Gallagher and Associates, Inc. 6240 SOM Center Rd. Cleveland OH 44139 THIS CERTIFICATE IS ISSUED AS A MATTER OF INFORMATION ONLY AND CONFERS NO RIGHTS UPON THE CERTIFICATE HOLDER. THIS CERTIFICATE DOES NOT AMEND, EXTEND OR ALTER THE COVERAGE AFFORDED BY THE POLICIES BELOW. POIICYNUMBEA POLN:Y RATER/ INSURERS AFFORDING COVERAGE NAICS _ INSURED Pyro Spectaculars Inc. San Diego Fireworks P. O. Box 2329 INSURERA.B.CK ' NSURER a:iec Rally Ins Co &rC HgpQg_jajL wsuase c' PSURER D: S Rialto CA 92377 INSURER E: MEDUP IAno f COVERAGES THE POLTCIRS OF INSURANCE LISTED BELOW HAVE BEEN ISSUED TO THE INSURED NAMED ABOVE. FOR THE POLICY PERIOD INDICATED. CTWITHSTANDING ANY RBQUIRENENT, TERM OR CONDITION OF ANY CONTRACT OR OTHER DOCUMENT WITH RESPECT TO WHICH THIS CERTIFICATE MAY BE ISSUED OR NAY. PERTAIN, THE INSURANCE AFMY)NDEU MY 'IHE PUL[Ct ES DESCRIBED HEREIN 19 SUaJECT TO ALL THE EMS, EXCLUSIONS AND CONDITLONS OF SUCH POLICIES. AGGREGATE LIMITS SHOWN MAY HAVE BEEN REDUCED BY PAID CLAIMS. POIICYNUMBEA POLN:Y RATER/ LIMITS UEN ERAL LABII_M CONMERCLL GEERPLLABNTY GLAIMSMADE ❑OCCUR UCHOCCVRPfq 9 Cn E S c s S MEDUP IAno f PERSONALSADVINAIRY OENERALAGGREGATE i ' GENWLAGGREGATE UMITAIMLIES PER: PODCY LOG PRODUCTS- COWMPAGG S A AYTOMODILELIABIUTY ANY AUTO ALLOMMEDAUTOS SCHEDJLE'OAUTOS HIREDAUTOS NO"WNEDAUTOS CA53460083 1/13/2010 1/13/2011 COM&NEDSINGLEUIMIT ffAsmld e) $1,000,000 BODILY INJURY IPerp.rt ) f SODILYINJURY IP«e,«Wanl) i PROPERTYMWM II'aa4ade� f OARAGELIMUTY ANYAUTO AUTOONLY- EAACCR)ENT $ ODRERTHAN EAACC AUTO ONLY: ADD S f B t BELlA 11ABfJTM CLVMS MADE BLE ON f UFP0024S10 1 {13/2010 1/13/2011 EacHOCCURRENCE f QOQ.Ot AGGREGATE f 4 0 S 10110ORKERSCOMP19"TION AND EAPLOYERS'LABiIlII' ANYPROPRIEIO fUPART1�RrE.YEGITIVE OFFRRIMEMSER E%CLUDED'I n EesWbpunUer P N I E.L UCIIACCIOENT i E.L. DISEASE - EA EMPLOYEE S E.L. DISEASE AOUCYLIMIT S Ol11ER DESCRIPTION OF OPERATIONS I LOCATHMIYEIACLE61PIICLUSIONS ADDED BY ENDORSIENTI SPECIALPROVISIONS of irate Holder is Named as an additional insured. City of Newport Beach 3300 Newport Boulevard Newport Beach CA 92658 -8915 LU ANY OP THE ABOVE DESCRIBED POIACUS BE CANCELLED RE THE EXPIRATION DATE :HEREOF, THE ISSUING INSURER ENDEAVOR TO MAIL 30 DAYS WRITTEN NOTICE TO THE IFICATE HOLDER NAMED TO THE LEFT, BUT FAILURE TO DO SO :. IMPOSE NO OBLIGATION OR LIABILITY OF ANY RIND UPON INSURER, ITS AGENTS OR REPRESENTATIVES. 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 after the coverage afforded by the policies listed thereon. CERTHOLDER COPY so P.O. BOX 420807, SAN FRANCISCO,CA 94142 -0807 CERTIFICATE OF WORKERS' COMPENSATION INSURANCE ISSUE DATE: 05-07 -2010 TERRA VISTA MAMAGEMENT SD 6310 SAM VICENTE BLVD STE $00 LOS ANGELES CA 80048 -5445 GROUP: POLICY NUMBER: 0803748 -2008 CERTIFICATE 14 680 CERTIFICATE EXPIRES: 10 -14 -2010 10 -14- 2008/10-14 -2010 This is to certify that we have issued a valid Workers Compensation Insurance policy in a form approved by the California Insurance Commissicner to the employer named below for the policy period indicated This policy is not subject to cancellation by the Fund except upon 30 days advance written notice to the employer We will also give you 30 days advance notice should this policy be cancelled prior to Its normal expiration. This certificate of insurance Is not an Insurance policy and does not amend, extend or alter the coverage afforded by the policy listed herein. Notwithstanding any requirement, term or condition of any contract or other document with respect to which this certificate of insurance may be issued or to which it may pertain, the Insurance afforded by the policy described herein is subject to all the terms, exclusions, and conditions, of such policy. V •% iced Representative Interim President and CEO EMPLOYER'S LIABILITY LIMIT INCLUDING DEFENSE COSTS: $1,000,000 PER OCCURRENCE. ENDORSEMENT 82065 ENTITLED CERTIFICATE HOLDERS' NOTICE EFFECTIVE 10 -14 -2002 IS ATTACHED TO AND FORMS A PART OF THIS POLICY. ENDORSEMENT 82570 ENTITLED WAIVER OF SUBROGATION EFFECTIVE 2010 -05-07 IS ATTACHED TO AND FORTIS A PART OF THIS POLICY. THIRD PARTY NAME: TERRA VISTA MANAGEMENT EMPLOYER PYRO SPECTACULARS, INC. SO PO SOX 2328 RIALTO CA 82377 [610,90] (REV.1 -20101 PRINTED : 05- 07-2010 ACORD CERTIFICATE OF LIABILITY INSURANCE n MIOD/YYYY, S %/2010 Z7 /2 PRODUCER Phone: 44C -248 -4711 Fax: 440- 544 -1234 Britton- Callagher and Associates, Inc. 6240 SOM Center Rd. Cleveland OH 44139 THIS CERTIFICATE IS ISSUED AS A MATTER OF ONLY AND CONFERS NO RIGHTS UPON THE HOLDER THIS CERTIFICATE DOES NOT AMEND, ALTER THE COVERAGE AFFORDED BY THE POLICIES INFORMATION CERTIFICATE EXTEND OR BELOW. Y 7 LNA1T6 INSURERS AFFORDING COVERAGE 1N3i°'� "- `�- llaplpp.Y11Y.@ zn�uran�e !^'S'a+pe: _.Sppgialtv_Ins Co NAICS _. Pyro SpeCLaculars Inc. San Diego Fireworks NSURERC: _ P. O. Box 2329 IMSURERO $ Rialto CA 92377 MSURPR CO $ PERSONALSADVINLURY • r ; . e 8 POLICIES OF INSURANCE LISTED BELOW HAVE BEEN ISSUED TO THE TN.P,URED NAMED ABOVE FOR THE POLICY PERIOD INDICATED. NOTWITHSTANDING ANY REQUIREMENT, TERM OR CONDITION OF ANY CONTRACT OR OTHER DOCUMENT WITH RESPECT TO WHICH THIS RTIFICATE MAY BE ISSUED OR MAY PERTAIN, THE INSURANCE AFPORDED BY THE POLICIES DESCRIBED HF.RHIN IS SUBJECT TO ALL THE TERMS, EXCLUSIONS AND CONDITIONS OF SUCH POLICIES. AGORROATE I.TMI-I'S SHOWN MAY HAVE SEEN REDUCED BY PAID CLAIMS. R jumx Awl POLICYNU18IRt Y 7 LNA1T6 QENERALLIABAJTY COMMERCIAL GENERAL LIABILITY GLAIMSMADE ❑OCCUR EACHOCCURRENCE $ 6R ISFS e MEDEXPIAnym,;W.a $ $ PERSONALSADVINLURY $_— _ OENERK__AO_OREGATE --- _ $ GE AGGREGATE LIMITAPPLES PER: POLICY LOC PRODU S•CDMPMPAGG $ A ANY AUTO ALLONNEDAUTOS SCXEDULEDAVTOS HIREOAUTO.4 ND WNEDALITOS CA53460083 1/13/2010 1/13/2011 COMBINED SINGLE LIMIT (Ea am: l) $1,000,000 BODILY INJURY (Papvmanl $ BODILY NlJURY IPeraaManl) $ PROPERTY DAMAGE (PaIt,mmm,Q $ GARAGE LIADRWY ANYAUTO AUTO ONLY• EAACCIDENT $ OTHERTHAN EA ACC AVTOONLY: AGE $ $ B EXCEB&UMBRE.ULLUIBRITY OCCUR CLAIMS MADE DEDUCTIBLE RETENTION $ UFP0024510 1/13/ 2010 1/13/2011 EAU I OLti1IRRENCE $ AGGREGATE S4,000•, _ $ $ $ 'I'D"I RS MMPE1 51ITRNIAND Ci1PLDYPRe'IIABIIITY ANYP�PIEMB RTARTNERIExECUTNE OFFICFAMAEMSEREXCLUOED? Syw iALP OVISIa! 8PECbLLPROVL410NS aw ATI} TFF YLWIM ER LL.EACHACCIDENT $ E1. DISEASE -EA EMPLOYEE $ E.L. DISEa$E -POLICY LIMIT $ 07MER OsBUnPTxwaPOPeunsNBrLDDArwNervENR X.�r$zcLLwtGNS ILnDwereiDanacMExrraPa _auwTOYlsroMs erti£icate Holder is Named aB an additional insured. Terra Vista Management 6310 San Vicente Boulevard, Los Angeles CA 90046 SHOULD ANY OF THE ABOVE DESCRIBED POLICIES BE CANCELLED BEFORE THE EXPIRATION DATE THEREOF, THE ISSUING INSURER Suite 560 WILL ENDEAVOR TO MAIL 30 DAYS WRITTEN NOTICE TO THE CERTIFICATE HOLDER NAMED TO TILE LEFT, BUT FAI1.4RIE TO DO SO SHALL IMPOSE NO OBLIGATION OR LIABILITY OF ANY KIND UPON THE INSURER, ITS AGENTS OR REPRBSENTATIVRS. I .. IMPORTANT If the certificate holder is an ADDITIONAL INSURED, the policy(es) 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 endamement(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.