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HomeMy WebLinkAboutABC Holding Company, Inc. - 2015-06-15\_)_ L Iry 41/7_c� LJ (I Delt ID CS 15-002 Page 1 of 3 Meeting Date 6/15/2015 CITY OF HUNTINGTON BEACH REQUEST FOR CITY COUNCIL ACTION MEETING DATE: 6/15/2015 SUBMITTED TO. Honorable Mayor and City Council Members SUBMITTED BY: Fred A Wilson, City Manager PREPARED BY Janeen Laudenback, Director of Community Services SUBJECT: Approve and authorize execution of a Five -Year Agreement between the City of Huntington Beach and ABC Holding Company, Inc, licensee for KABC—TV, for Broadcastina Services for the Annual 4th of July Parade Statement of Issue The City Council is asked to approve a five-year broadcasting agreement with ABC Holding Company, Inc, licensee for KABC—TV, for Broadcasting Services to broadcast the annual 4th of July Parade, commencing with the 2015 4th of July Parade Financial Impact Donation of $10,000 to 4th of July Celebration for 2015 with the discretion to increase the amount in subsequent years Indirect financial impact due to televised 4th of July Parade and media exposure for the City of Huntington Beach Recommended Action Approve the "Agreement Between City of Huntington Beach and ABC Holding Company, Inc for Broadcasting Services" for the annual 4th of July Parade and authorize the Mayor and City Clerk to execute any and all documents necessary to complete this transaction Alternative Action(s) Do not approve the Agreement between the City of Huntington Beach and ABC Holding Company, Inc for Broadcasting Services (KABC—TV) for the annual 4th of July Parade and direct staff accordingly Analysis ABC Holding Company, Inc, the licensee for KABC-TV in Los Angeles (KABC—TV), approached the City of Huntington Beach in 2014 to broadcast the 4th of JUly Parade The City and KABC-TV entered into a one year contract at the time with the intent of entering into a multi -year contract based on a successful broadcast in 2014 As is well known, the Parade is the largest known parade west of the Mississippi and is a long held tradition in Huntington Beach Due to is appeal and the success of the 2014 broadcast, KABC-TV proposed a new five-year agreement to the City The increased exposure that the City will receive as a result of this agreement will be invaluable Southland residents from Santa Barbara to the Inland Empire to Northern San Diego County will enjoy the live coverage seen by hundreds of thousands that will promote Huntington Beach and provide positive media coverage Hs -597- Item 16. - 1 Dept ID CS 15-002 Page 2 of 3 Meeting Date 6/15/2015 The two-hour live coverage will feature Huntington Beach as a destination, tourism city — with multiple camera locations up and down Main Street and Pacific Coast Highway The coverage will also serve as a promotional piece for Huntington Beach, with shots of the pier, beach, downtown, and more In addition to this day -of -event coverage, KABC—TV will begin promoting the parade at the end of June with the City and parade logos to garner interest and generate excitement The Agreement permits KABC-TV to act as the official broadcaster of the annual 41h of July event, giving KABC—TV the exclusive right to broadcast and distribute the event live in any and all media now known and hereinafter developed The City shall not permit any other broadcaster or distributer to broadcast the event, provided that City may continue to permit the broadcast the event on the City's community access cable channel A summary of the responsibilities and rights of the City and KABC—TV are listed below Citv's Responsibilities Throughout the "Term" (as defined below) City will organize, administer, and execute all aspects of the annual Event, located in the Huntington Beach, California area By way of example only, City will be responsible for A securing all required permits, approval and support from any applicable governmental authority, B organizing all elements of, and participants in, the Event, C ensuring that there is adequate security and crowd control in connection with the Event and, D executing all other elements relating to the Event in accordance with and in a manner comparable to the tradition of the Event that has occurred in prior years, E without limiting the foregoing or any other representations and warranties herein, City represents and warrants that it has all governmental, venue and other third -party rights that are necessary to hold the Event and to grant the rights granted to KABC hereunder, F 4 of July Board will provide KABC-TV with the parade line-up and script information as soon as practical or reasonably possible, no later than five (5) days prior to the July 4th Celebration, G for each year during the Term, the telecast of the Event will occur on July 4, from approximately 10 00 a m — 12 00 p m , H the Public Information Officer will be the point person from City 2 KABC Responsibilities A will make a monetary donation to the 41h of July Board in the minimum amount of $10,000 beginning in 2015, with an option for an increase in subsequent years, B will provide "on air" mention to local July 4th sponsors, working with the 4th of July Board to identify top sponsors and coordinating their position in the parade lineup, C will work with the 41h of July Board to identify and contact celebrities for potential Grand Marshall or other positions in the parade lineup, D will provide on air coverage for Grand Marshalls and celebrity guests participating in the parade, E will make initial contacts with their colleagues at the Disney Corporation to initiate conversation about Disney participation in the July 4th Parade, F will provide Disney contact information to 41h of July Board, G will work with the Huntington Beach Police Department and 4th of July Board to insure that the parade progresses down Main Street in a timely manner, Item 16. - 2 HB -598- Dept ID CS 15-002 Page 3 of 3 Meeting Date 6/15/2015 H will broadcast credit to the City of Huntington Beach and the 4th of July Board at the conclusion of the parade broadcast, I will provide overnight security for their properties on Main and Walnut Streets, J will name a designee to interact with the Public Information Officer Environmental Status Not applicable Strategic Plan Goal Improve quality of life Strengthen economic and financial sustainability Attachment(s) 1 "Agreement Between City of Huntington Beach and ABC Holding Company, Inc for Broadcasting Services" HB -599- Item 16. - 3 Agreement Between City of Huntington Beach and ABC Holding Company Inc. for Broadcasting Services This Agreement, effective on ,ZA)6- 16'-. 2015, is between ABC Holdmg Company Inc, licensee of KABC-TV ("KABC" or "KABC-TV"), and the City of Huntington Beach, California ("City"), for the purpose of defining the terns and conditions by which City has agreed to permit KABC-TV to act as the official broadcaster of City's annual July 4th Parade (hereafter, the "Event") The parties have agreed to the following City's Responsibilities Throughout the "Term" (as defined below) City will organize; administer, and execute all aspects of the Event, located in the Huntington Beach, Califorma area By way of example only, City will be responsible for. A securing all required permits, approval and support from any applicable governmental authority, B organizing all elements of, and participants in, the Event, C ensuring that there is adequate security and crowd control in connection with the Event, D executing all other elements relating to the Event in accordance with and in a manner comparable to the tradition of the Event that has occurred in prior years, E providing KABC-TV with the parade line-up and scnpt information as soon as practical or reasonably possible, but in no event later than 5 days pnor to the July 4th Celebration, F conducting the Event on July 4, from approximately 10.00 a in - 12.00 p.m., and G appointing the Commumty Relations Officer (or another City representative) as the City's point person for the Event Without limiting the foregoing or any other representations and warranties herein, City represents and warrants that it has all governmental, venue and other third party rights that are necessary to hold the Event and to grant the rights granted to KABC hereunder 2. KABC Responsibilities KABC agrees to A make a monetary donation to the City's 4th of July Board (`Board") in the minimum amount of $10,000 per year of the Term KABC has the option, 154630 / 121273 in its discretion, to increase the donation in subsequent years during the Term, B use commercially reasonable efforts to provide an "on air" mention to top local July 4th sponsors, working with the Board to identify top sponsors and coordinating their position in the parade lineup, C work with the Board to identify and contact celebrities for potential Grand Marshall or other positions in the parade lineup, D use commercially reasonable efforts to provide on air coverage for Grand Marshalls and celebrity guests participating in the parade, E. make initial contacts with colleagues at the Walt Disney Company to initiate conversation about Disney participation in the July 4th Parade, F. broadcast a credit to the City of Huntington Beach and the Board at the conclusion of the parade broadcast (provided that the inadvertent failure to do so shall not be a breach of this Agreement), G provide overnight security for their properties on Main and Walnut Streets, and H. name a designee to interact with the Community Relations Officer Official Broadcaster. KABC-TV will be the official and exclusive live broadcaster/distributor of the Event in any and all media now known and hereinafter developed. Station will promote the Event in its discretion. Subject to the terms of this Agreement, KABC-TV will telecast the Event live (such footage, in addition to all elements incorporated by KABC therein, e g., materials and/or vignettes provided by KABC and City Materials (as defined below) collectively, "Event Footage") 4 Broadcast Rights, Privileges and Requirements A KABC-TV will have the exclusive right to broadcast and distribute the Event live during the Term and City shall not permit any other broadcaster or distributer to broadcast or distribute the Event, provided that City may continue to permit the broadcast of the Event on the Huntington Beach community access cable channel during the Term, B. City will provide KABC-TV with materials, including, without limitation, archive footage (collectively, "City Materials") for use in KABC-TV's coverage and/or promotion of the Event, 2 15-4630 / 121273 C KABC will retain all rights to the Event Footage, as described more fully in Section 10 below, D KABC will have the right to review, modify and approve all Event scripts, and during each year of the Term, said scripts will be provided to KABC no later than five (5) days prior to the Event, E City reserves the right to invite participation from other media outlets (other than local television stations) provided there is no direct conflict with KABC and provided further, that no other media outlet broadcasts or distributes the Event Production A KABC-TV will be responsible for all costs associated with the telecast and broadcast of the Event, and City will be responsible for all costs associated with its responsibilities as outlined in Section 1 above and throughout this Agreement, B KABC and the Board will appoint one person from each party to be the site person for all questions, contact and directions on the 4th of July 6 Term Right of Exclusive Negotiation A The term of this Agreement will commence as of June /6' , 2015 ("Effective Date") and continue for five (5) years from the Effective Date provided that, each party shall have the right to terminate this Agreement at the end of any twelve-month period (commencing with the Effective Date) on not less than one hundred twenty (120) days prior written notice to the other party ("Term") B If the Agreement is not earlier terminated in accordance with paragraph 6(A) or otherwise in accordance herewith, KABC-TV shall have an exclusive right of first negotiation to continue as a media sponsor and exclusive distributor of the Event in the year 2020 and beyond City shall present terms governing this involvement within 120 days of the end of the 2019 Event KABC-TV shall respond to City's proposal, in writing, within 60 days of receipt of such proposal ("Exclusive Negotiation Period") If KABC-TV and City, after good faith negotiations, fail to come to terms within this Exclusive Negotiation Period or any mutually agreed extension of the Exclusive Negotiation Period, City agrees that it shall not enter into an agreement with another program distributor or broadcaster without first offering KABC the opportunity to enter into an agreement with City on substantially similar monetary terms KABC shall have seven (7) business days after receiving City's offer in which to enter into an agreement If KABC does not accept said offer and City, in turn, declines 154630 / 121273 such third parry offer, the terms of this provision shall apply to any subsequent offers received by City 7 On -site Exposure KABC-TV will receive the following in connection with each Event during the Term at no additional cost A Up to two parade entries/floats, to be used only for KABC personnel, and to be provided by KABC All requests for entries must be approved by the Board, which approval shall not be unreasonably withheld or delayed No political affiliation will be permitted, B. The Board will use commercially reasonable efforts to make space available on other entries/floats for extra KABC personnel for the parade if needed, C Access to Event sponsor list via the 4th of July website, D. One full page color advertisement in the Event program for KABC All advertising content must be approved by the Commumty Relations Officer and the Board, which approval shall not be unreasonably withheld or delayed No political affiliation will be permitted, E One booth at parade Pier Plaza festival Occupant must be approved by the Community Relations Officer and the Board, and all required paperwork must be submitted by May 26, 2015 for approval 8 Trademark Guidelines, Press Releases It is understood and agreed that City shall not use any logo, trade name, trademark, copyright or any other intellectual property rights of KABC or its affiliates in any manner without KABC's prior review and written consent in each instance, and that City shall not issue any press releases, publicity or other materials regarding its relationship with KABC or this Agreement without KABC's prior review and written consent Any violation of this paragraph shall be deemed to be a material breach of this Agreement 9 Relationship of Parties Notlung herein shall be construed to place the parties in the relationship of partners or Joint ventures or employers and employees and neither party shall have any right or power to obligate or bind the other in any manner whatsoever except as authorized in this Agreement or otherwise specifically authorized in writing 10 Right of Termination Either party may earlier terminate this Agreement (1) at any time in the event of a material breach by the other party which remains uncured after tlurty (30) days prior written notice thereof or (11) immediately following written notice to the other party if the other party (a) ceases to do business in the normal course, (b) becomes or is declared insolvent or bankrupt, (c) is the subject 4 1514630 / 121273 of any proceeding related to its liquidation or insolvency (whether voluntary or involuntary) which is not dismissed within ninety (90) calendar days or (d) makes an assignment for the benefit of creditors In addition, either party may terminate this Agreement if the Event is cancelled because of concerns for public safety Upon termination or expiration of this Agreement, all provisions of this Agreement which may reasonably be interpreted or construed as surviving the expiration or termination of this Agreement (including, without limitation, ownership, warranties and indemnities) shall survive the expiration or sooner termination of this Agreement 11 Ownership It is understood and agreed that KABC owns and will own all right, title and interest (including, without limitation, all copyrights) in and to all materials developed or used by KABC hereunder (including, without limitation, the Event Footage and related promotional materials), and KABC shall have the right to use, reuse, reproduce, copyright, exhibit, display modify, distribute, and otherwise exploit such materials in any media now known and hereinafter created, throughout the world in perpetuity Notwithstanding the foregoing, however, it is understood that, as between the parties, City will own the City Materials, provided, however, that City hereby grants to KABC and its designees a fully paid, royalty free, non-exclusive, irrevocable license to use, reuse, reproduce, copy, exhibit, display modify, distribute, and otherwise exploit the City Materials, as incorporated in the Event Footage and/or related promotional materials, throughout the world in perpetuity in any and all media now known and hereinafter created. KABC shall provide one dozen copies of the broadcast of the Event in high definition to the Community Relations Officer 12 Force Majeure The parties understand that this is a "rain or shine" Event The parties further understand that in the event that either party is prevented from performing, or is unable to perform, any of its obligations under this Agreement due to any cause beyond the reasonable control of the party invoking this provision and such party is unable to overcome such inability to perform by the exercise of reasonable diligence, or if - in the case of KABC - the broadcast of the Event is preempted owing to force majeure and/or to air a special program or an event, a network program or any announcement deemed by KABC to be of public importance, such party's performance shall be excused, provided that the party whose performance or attempt to cure is delayed or prevented gives the other party written notice as soon as reasonably possible 13 City Warranties City warrants and represents (i) that it has the right to enter into this Agreement and grant the rights and licenses herein contained (including, without limitation, licenses to the City Materials), (n) that the Event and any activities associated with the Event are or will comply with all applicable federal, state or local laws, rules and regulations, and (iii) that there is no contract with any other person, firm or entity which will in any way interfere with any rights granted under this Agreement to KABC-TV City further warrants and represents (i) that it shall institute reasonable security and other safety measures in 15.4630 / 121273 connection with the Event and shall maintain adequate insurance to protect KABC-TV against such claims relating to the Event (as specified in Section 14 below), and (ii) that in the production of the Event, all applicable collective bargaining agreements and applicable rules and regulations of any unions having jurisdiction were complied with and (ill) that no fee, compensation or any other payment shall ever be payable by KABC-TV to any person who performed services for the Event as a result of the broadcast and distribution of the Event Footage and related materials as provided in this Agreement 14 Indemmty A KABC-TV hereby agrees to protect, defend, indemnify and hold harmless City, its officers, elected or appointed officials, employees, agents and volunteers from and against any and all claims, damages, losses, expenses, judgments, demands and defense costs (including, without limitation, costs and fees of litigation of every nature or liability of any kind or nature) arising out of or in connection with KABC-TV's (or KABC-TV's subcontractors, if any) performance of this Agreement or its failure to comply with any of its obligations contained in this Agreement by KABC-TV, its officers, agents or employees except and to the extent such loss or damage was caused by the negligence or willful misconduct of KABC-TV or its agents or employees. KABC-TV will conduct all defense at its sole cost and expense and City shall approve selection of KABC-TV's counsel, such approval not to be unreasonably withheld or delayed This indemnity shall apply to all claims and liability regardless of whether any insurance policies are applicable The policy limits do not act as limitation upon the amount of indemnification to be provided by KABC- TV B City hereby agrees to protect, defend, indemnify and hold harmless KABC-TV, its parent companies, and all of its or their subsidiaries and affiliates and the respective officers, directors, employees and agents of each of them from and against any and all claims, damages, losses, expenses, judgments, demands and defense costs (including, without limitation, costs and fees of litigation of every nature or liability of any kind or nature) ansing out of or in connection with City's (or City's subcontractors, if any) performance of this Agreement or its failure to comply with any of its obligations contained in this Agreement by City, its officers, agents or employees except and to the extent such loss or damage was caused by the negligence or willful misconduct of KABC-TV or its agents or employees City will conduct all defense at its sole cost and expense and KABC-TV shall approve selection of City's counsel, such approval not to be unreasonably withheld or delayed This indemnity shall apply to all claims and liability regardless of whether any insurance policies are applicable The policy limits do not act as limitation upon the amount of indemnification to be provided by City 6 154630 / 121273 C If any party entitled to indemnification hereunder (an "Indemnified Party") makes an indemnification request to the other (the "Indemnifying Party"), the Indemnified Party shall permit the Indemnifying Party to control the defense, disposition or settlement of the matter at its own expense, provided that, the Indemnifying Party shall not, without the written consent of the Indemnified Party enter into any settlement or agree to any disposition that imposes an obligation on the Indemnified Party without the Indemnified Party's prior written consent. The Indemnified Party shall notify the Indemnifying Party promptly of any claim for which the Indemnifying Party is responsible and shall cooperate with the Indemnifying Party in every commercially reasonable way to facilitate the defense of any such claim; provided that, the Indemnified Party's failure to notify the Indemnifying Parry shall not diminish the Indemnifying Party's obligations under this section except to the extent that the Indemnifying Party is materially prejudiced as a result of the failure An Indemnified Party shall at all times have the right to employ separate counsel and to participate in (but not control) any such action, but the fees and expenses of such counsel shall be at the expense of the Indemnified Party unless (a) the employment of counsel by the Indemnified Party has been authorized by the Indemnifying Party, (b) the Indemnifying Party has not in fact employed counsel to assume the defense of the action within a reasonable time following receipt of notice, or (c) the Indemnified Party reasonably believes that the counsel selected by the Indemnifying Party has a conflict of interest in representing the Indemnified Party, in which instances the fees and expenses of such counsel shall be at the expense of t he Indemnifying Party 15 Insurance In addition to providing proof of workers' compensation and employer's liability insurance and KABC-TV's covenant to defend, hold harmless and indemnify CITY, KABC-TV shall obtain and furnish to City, a policy of general public liability insurance, including motor vehicle coverage covering the KABC-TV's performance of its obligations under this Agreement This policy shall indemnify KABC-TV, its officers, employees and agents while acting within the scope of their duties, against any and all claims arising out or in connection with KABC-TV's performance of its obligations under this Agreement, and shall provide coverage in not less than the following amount combined single limit bodily injury and property damage, including products/completed operations liability of One Million Dollars ($1,000,000) per occurrence If coverage is provided under a form which includes a designated general aggregate limit, the aggregate limit must be no less than One Million Dollars ($1,000,000) for KABC- TV's performance of its obligations under this Agreement This policy shall name City, its officers, elected or appointed officials, employees, agents, and volunteers (the "Additionally Insured Parties") as Additional Insureds, and shall specifically provide that any other insurance coverage which may be applicable to KABC-TV's performance of its obligations under this Agreement shall be 7 15-4630 / 121273 deemed excess coverage and that KABC-TV's insurance shall be primary and non-contributory with any other valid and collectible insurance or self-insurance available to the Additionally Insured Parties Any available insurance proceeds in excess of the minimum coverage amount specified herein shall be available to the Additionally Insured Parties All coverage available to KABC-TV shall also be available to the Additionally Insured Parties KABC-TV shall use commercially reasonable efforts to require all Subcontractors to maintain insurance coverage 16 Certificates of Insurance. Additional Insured Endorsements. Upon request, KABC-TV shall furnish to City certificates of insurance subject to approval of the City Attorney evidencing the foregoing insurance coverage as required by this Agreement, the certificates shall A provide the name and policy number of each carrier and policy, B state that the policy is currently in force, and C promise to provide that such policies will not be canceled or modified without thirty (30) days' prior written notice to City KABC-TV shall maintain the foregoing insurance coverage in force until the work under this Agreement is fully completed and accepted by City. The requirement for carrying the foregoing insurance coverage shall not derogate from the KABC-TV's defense, hold harmless and mdemmfication obligations as set forth under this Agreement City or its representative shall at all times have the right to demand the original or a copy of all the policies of insurance KABC-TV shall pay, in a prompt and timely manner, the premiums on all insurance heremabove required Upon request, KABC-TV shall provide a separate copy of the additional insured endorsement to each of KABC-TV's insurance policies, naming the Additionally Insured Parties as Additional Insureds, to the City Attorney for approval prior to any payment hereunder A statement on an insurance certificate will not be accepted in lieu of the actual endorsement The City warrants that it is self -insured 17 Assi_ ent Neither City nor KABC-TV may assign this Agreement without the prior written consent of the other, except that KABC-TV may assign this Agreement and all rights herein to any party acquiring all or any portion of KABC-TV's television or radio business, assets or stock, or to any entity directly or indirectly controlling KABC-TV, controlled by KABC-TV, or under common control with KABC-TV 8 154630 / 121273 18 Waiver. Severability The failure of KABC-TV or City at any time or times to demand strict performance by the other of any of the terms, covenants or conditions set forth herein shall not be construed as a continuing waiver or relinquishment thereof and either may at any time demand strict and complete performance by the other of said terms, covenants and conditions In the event that any one or more of the provisions of this Agreement should for any reason be held to be invalid or non -enforceable, such provision shall be deemed modified to the extent necessary in order to effectuate the purposes or to implement the terms of this Agreement, and the remaining provisions of the Agreement shall remain in full force and effect as if this Agreement had been executed with the invalid provision(s) eliminated 19 Legal Services Subcontracting Prohibited KABC and City agree that City is not liable for payment of any subcontractor work involving legal services, and that such legal services are expressly outside the scope of services contemplated hereunder KABC understands that pursuant to Huntington Beach City Charter Section 309, the City Attorney is the exclusive legal counsel for City, and City shall not be liable for payment of any legal services expenses incurred by KABC 20 Attorneys' Fees In the event suit is brought by either party to construe, interpret and/or enforce the terms and/or provisions of this Agreement or to secure the performance hereof, each party shall bear its own attorneys' fees, such that the prevailing party shall not be entitled to recover its attorneys' fees from the non - prevailing party 21 Choice of Law and Forum This Agreement and performance hereunder shall be governed by the laws of the State of California, without giving effect to the principles of conflict of laws The parties agree on behalf of themselves and any person claiming by or through them that the sole and exclusive jurisdiction and venue for any litigation which may arise hereunder shall be an appropriate federal or state court located in the County of Orange, California 22 Notices Any notice required to be given hereunder shall be given in writing, by hand delivery, by overnight courier, by facsimile (with a copy sent via first class mail) or by certified or registered mail, return receipt requested For KABC. Howard Daniels KABC-TV 500 Circle Seven Drive Glendale, CA 91201 Facsimile. (818) 863-7747 For City Julie Toledo, Community Relations Officer City of Huntington Beach 2000 Main Street, 4th Floor Huntington Beach, CA 92648 Facsimile (714) 536-5233 I 154630 / 121273 Notices shall be deemed received the same day if hand delivered or sent via facsimile, the next day if sent via overmght courier, or three days after mailing if sent via registered or certified mail 23 No Modification, Entire A reement No modification or amendment of this :agreement shall be binding iipor, any -arty-unless such modification 15 In \''Thing and signed by all parties hereto This Agreement constitutes the entire agreement between the parties and supersedes all prior oral or written agreements among them IN WITNESS WHEREOF, the parties hereto have executed this Agreement as of the date and year first above wntten ABC HOLDING COMPANY INC, Licensee 0KABC-TV r By Its By T;Ifff N04J `F �� N Its 154630 / 121273 CITY OF HUNTINGTON BEACH, a California mumcroal comoration City APPROVED City Attorney 1NITIAU41ftVAJWED AND APPROVED to Notices shall be deemed received the same day if hand delivered or sent via facsimile, the next day if sent via overnight courier, or three days after mailing if sent via registered or certified mail 23 No Modification, Entire Agreement No modification or amendment of this 4 greement shall be balding upon any party urnless such modification is in writing and sib ed by all parties hereto This Agreement constitutes the entire agreement between the parties and supersedes all prior oral or written agreements among them IN WITNESS WHEREOF, the parties hereto have executed this Agreement as of the date and year first above written ABC HOLDING COMPANY INC, Licensee qkKA.BC-;TV // By Its Its CITY OF HUNTINGTON BEACH, a California municipal corporation Mayor City Clerk APPROVED AS TO FORM City Attorney P�'V _ INITIATED, REVIEWED AND APPROVED City Manager 10 15-4630 / 121273 ACCORD® v CERTIFICATE OF LIABILITY INSURANCE DATE (MM/DD/VYY`n 06/05/2015 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 If the certificate holder is an ADDITIONAL INSURED, the policy(Ie5) 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 endorsements) PRODUCER AON RISK INSURANCE SERVICES WEST INC LOS ANGELES OFFICE 707 WILSHIRE BLVD , SUITE 2600 LOSANGELES, CA 90017-0460 CONTACT NAME STEPHANIE CHU FAX PHONE 213-630-2032 847-953-1823 A/C No Ext AIC, No It MAIL ADDRESS Stephanie chu@aon com INSURER(S) AFFORDING COVERAGE NAIC # INSURERA ACE AMERICAN INSURANCE COMPANY 22667 INSURED THE WALT DISNEY COMPANY 500 SOUTH BUENAVISTA STREET BURBANK, CA 91521 INSURER B INSURER C INSURER INSURER E INSURER F COVERAGES CERTIFICATE NUMBER REVISION NUMBER THIS IS TO CERTIFY THATTHE POLICIES OF INSURANCE LISTED BELOW HAVE BEEN ISSUED TO THE INSURED NAMEDABOVE FOR THE POLICY PERIOD INDICATED NOTWITHSTANDING ANY REQUIREMENT, TERM OR CONDITION OF ANY CONTRACTOR OTHER DOCUMENT WITH RESPECT TO WHICH THIS CERTIFICATE MAYBE ISSUED OR MAY PERTAIN, THE INSURANCE AFFORDED BY THE POLICIES DESCRIBED HEREIN IS SUBJECT TO ALL THE TERMS, EXCLUSIONS AND CONDITIONS OF SUCH POLICIES LIMITS SHOWN MAY HAVE BEEN REDUCED BY PAID CLAIMS LTR TYPE OF INSURANCE INS WVD POLICY NUMBER MM/DDIYYYY MM/DDIYYYY LIMITS COMMERCIAL GENERAL LIABILITY EACH OCCURRENCE 71 CLAIMS -MADE ® OCCUR PREMISES Ea occurrence $ 1,000,000 MED EXP (Any one person) $ A HDOG27335056 06/30/2015 06/30/2016 PERSONAL BADVINJURY $ 1,000.000 GEN L AGGREGATE LIMIT APPLIES PER GENERAL AGGREGATE $ 1,000,000 PRODUCTS - COMP/OP AGG $ 1,000,000 ® PRO - POLICY F JECT OTHER AUTOMOBILE LIABILITY (Ea accident) $ 1,000,000 BODILY INJURY (Per person) $ ANYAUTO BODILY INJURY (Per accident) $ A ALL OWNED SCHEDULED AUTOS AUTOS HIREDAUTOS AUUTOSWNED ISAH08826754 06/30/2015 06/30/2016 PROPLKIFY DAMAGE (Per accident) $ $ PD Self -Ins UMBRELLA LIAB OCCUR EACH OCCURRENCE $ AGGREGATE $ EXCESS LIAB CLAIMS -MADE DED RETENTION $ $ WORKERS COMPENSATION STATUTE 11 11 ER A AND EMPLOYERS' LIABILITY YIN ANY PROPRIETOR/PARTNER/EXECUTIVE OFFICER/MEMBER EXCLUDED? �N (Mandatory in NH) NIA WLRC48012991 06/30/2015 06/30/2016 E L EACH ACCIDENT $ 1,000 000 E L DISEASE - EA EMPLOYEE $ 1,000,000 E L DISEASE -POLICY LIMIT $ 1,000,000 If yes describe under DESCRIPTION OF OPERATIONS below DESCRIPTION OF OPERATIONS / LOCATIONS / VEHICLES (ACORD 101 Additional Remarks Schedule, may be attached If more space is required) Re KABC-TV broadcast production of July 4th Parade event on 07/04/2015 City of Huntington Beach, Its officers, elected or appointed officials, employees, agents and volunteers are hereby Insured as an additional Insureds under the general liability and automobile liability policies to the extent required in the contractual agreement with the named Insured GtK I IFIGAI t3 MULUCK City of Huntington Beach 2000 Main Street Huntington Beach, CA 92648 cc Cannella Zigler 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 ; yaj Ja6i Ggej AON RISK INSURANCE SERVICES WEST, INC W IJOO-LVIYMI WmU ACORD 25 (2014/01) The ACORD name and logo are registered marks of ACORD APPROVE® AS TO FORM C ff G l%/ uo'sf Michael Gat4g, City A r&Lay POLICY NUMBER HDOG27005056 COMMERCIAL GENERAL LIABILITY CG20100413 THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. ADDITIONAL INSURED - OWNERS, LESSEES OR CONTRACTORS - SCHEDULED PERSON OR ORGANIZATION This endorsement modifies insurance provided under the following COMMERCIAL GENERAL LIABILITY COVERAGE PART SCHEDULE Name Of Additional Insured Person(s) sl Of Covered City of Huntington Beach, officers, elected or appointed Re KABC-TV broadcast production of July 4th officials, employees, agents and volunteers I Parade event on 07/04/2015 (The above named person or organzation is included as additional insured only to the extent required in the contractual agreement with the named insured ) Information required to complete this Schedule if not shown above will be shown in the Declarations A Section II — Who Is An Insured is amended to include as an additional insured the person(s) or organization(s) shown in the Schedule, but only with respect to liability for "bodily injury", "property damage" or "personal and advertising injury" caused, in whole or in part, by 1. Your acts or omissions, or 2. The acts or omissions of those acting on your behalf, in the performance of your ongoing operations for the additional insured(s) at the location(s) designated above However 1. The insurance afforded to such additional insured only applies to the extent permitted by law, and 2. If coverage provided to the additional insured is required by a contract or agreement, the insurance afforded to such additional insured will not be broader than that which you are required by the contract or agreement to provide for such additional insured B. With respect to the insurance afforded to these additional insureds, the following additional exclusions apply This insurance does not apply to "bodily injury" or "property damage" occurring after 1. All work, including materials, parts or equipment furnished in connection with such work, on the project (other than service, maintenance or repairs) to be performed by or on behalf of the additional insured(s) at the location of the covered operations has been completed, or 2. That portion of "your work" out of which the injury or damage arises has been put to its intended use by any person or organization other than another contractor or subcontractor engaged in performing operations for a principal as a part of the same project CG 20 10 0413 © Insurance Services Office, Inc, 2012 Page 1 of 2 C. With respect to the insurance afforded to these additional insureds, the following is added to Section III — Limits Of Insurance: If coverage provided to the additional insured is required by a contract or agreement, the most we will pay on behalf of the additional insured is the amount of insurance 1. Required by the contract or agreement, or 2. Available under the applicable Limits of Insurance shown in the Declarations, whichever is less This endorsement shall not increase the applicable Limits of Insurance shown in the Declarations Page 2 of 2 © Insurance Services Office, Inc, 2012 CG 2010 0413 POLICY NUMBER ISAH08826754 COMMERCIAL AUTO CA 20 48 02 99 THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY DESIGNATED INSURED This endorsement modifies Insurance provided under the following BUSINESS AUTO COVERAGE FORM GARAGE COVERAGE FORM MOTOR CARRIER COVERAGE FORM TRUCKERS COVERAGE FORM With respect to coverage provided by this endorsement, the provisions of the Coverage Form apply unless modified by this endorsement This endorsement identifies person(s) or organization(s) who are "Insureds" under the Who Is An Insured Provision of the Coverage Form This endorsement does not alter coverage provided In the Coverage Form This endorsement changes the policy effective on the inception date of the policy unless another date is indicated below Endorsement Effective Countersigned By 06/05/2015 Aon Risk Insurance Service West, Inc Named Insured (Authorized Representative) The Walt Disney Company Name of Person(s) or Organization(s) City of Huntington Beach, its officers, elected or appointed officials, employees, agents and volunteers Re KABC-TV broadcast production of July 4th Parade event on 07/04/2015 (The above named person or organization is Included as additional Insured only to the extentrequired in the contractual agreement with the named insured) (If no entry appears above, Information required to complete this endorsement will oe snown in ine Declarations as applicable to the endorsement ) Each person or organization shown In the Schedule is an "insured" for Liability Coverage, but only to the extent that person or organization qualifies as an "insured" under the Who Is An Insured Provision contained in Section II of the Coverage Form GA 20 48 02 99 © Insurance Services Office, Inc , 1998 City of Huntington Beach 2000 Main Street ♦ Huntington Beach, CA 92648 (714) 536-5227 ♦ www.huntingtonbeachca.gov Office of the City Clerk Joan L. Flynn, City Clerk June 17, 2015 KABC-TV ATTN Howard Daniels 500 Circle Seven Drive Glendale, CA 91201 Dear Mr Daniels Enclosed for your records is a copy of the t fully executed "Agreement Between City of Huntington Beach and ABC Holding Company, Inc for Broadcasting Services " Sincerely, U409s Jan L Flynn, n, CIVIC City Clerk JF pe Enclosure Sister Cities Anjo, Japan ♦ Waitakere, New Zealand