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HomeMy WebLinkAboutAmerican Promotional Events, Inc. - TNT - 2013-04-15Dept. ID AD-13-012 Page 1 of 2 Meeting Date: 4/15/2013 CITY OF HUNTINGTON BEACH REQUEST FOR CITY COUNCIL ACTION MEETING DATE: 4/15/2013 SUBMITTED TO: Honorable Mayor and City Council Members SUBMITTED BY: Fred A. Wilson, City Manager PREPARED BY: Fred A. Wilson, City Manager SUBJECT: Authorize the City Manager to execute all documents on behalf of the Fourth of Julv Executive Board in furtherance of the sale of Safe and Sane Fireworks Statement of Issue: The City Council is asked to approve an agreement with TNT Fireworks to be the vendor providing Safe and Sane Fireworks to the ten non-profit groups chosen at random by the Fourth of July Executive Board. Financial Impact: None Recommended Action: A) Authorize the City Manager to execute the "Service Agreement Between the City of Huntington Beach and American Promotional Events, Inc. (TNT) for Firework Sales in the City of Huntington Beach" as vendor for the sale of Safe and Sane Fireworks, and, execute contracts with the ten non- profits groups; and, B) Execute any other contracts on behalf of the Fourth of July Executive Board regarding the sale of Safe and Sane Fireworks. Alternative Action(s): Do not approve the City Manager's authority to sign agreements with TNT Fireworks as the fireworks vendor and the non-profit groups. Analysis: The City Council adopted Ordinance No. 3932 adding Municipal Code Chapter 5.90 which allows the sale of Safe and Sane Fireworks in the City for a two-year pilot ending after in 2013. The City Council named the Fourth of July Executive Board as the preferred vendor to utilize the booths to sell the fireworks. The Fourth of July Executive Board does not have the authority to sign and enter into contracts on behalf of the City since they are not a registered 501(C)3 organization. For this reason, in order to sell fireworks, the City will need to enter into a contract with a fireworks vendor. The City will also need to enter into agreements with the ten non-profit groups that are selected through a random drawing, to operate the fireworks booths to earn money for their organizations. A Request for Proposals was distributed to the eligible fireworks companies in the State of California and two proposals were received. The proposals from TNT Fireworks and Phantom Fireworks were reviewed by Deputy City Treasurer Jim Slobojan and Community Relations Officer xB -231- Item 10. - 1 Dept. ID AD-13-012 Page 2 of 2 Meeting Date: 4/15/2013 Laurie Frymire. The proposals were also reviewed by Fourth of July Executive Board Director Pat Stier. A comparison of the proposals is attached. Following review of the proposals and an extensive background check on the two companies, it was determined that TNT Fireworks submitted the best proposal to provide the Fireworks and work with the non-profit groups. This action will allow the City Manager to sign said agreements on behalf of the Fourth of July Executive Board. Environmental Status: Strategic Plan Goal: Enhance economic development Attachment(s): 1. Fireworks Comparison 2013 2. Agreement with TNT Fireworks including Scope of Work Item 10. - 2 HB -232- ATTACHMENT #1 xB -233- Item 10. - 3 Fireworks comparison/cost and profit to Non- TNT Phantom Profit group (NPG) PER STAND Gross Sales Estimate $100,000 $100,000 Profit sharing 57.5/42.5 50/50 NPG/Distributor Net Profit to NPG's $57,500 $50,000 Approximate costs that are being paid for by vendors: $11,935 $13,225 Credit Card Machine, Lease for property, State fire marshal permit, HB Fire dept permit, other city permits, cost of stand, sales aid and advertising materials, fire extinguisher and all credit card processing fees. Contribution to 4tn of July Board $55,000 $45,000 Additional contribution to 4th of July Board — assumes all t- $10,000 shirts will be sold. If vendor is able to secure a location at no cost, they will $2,000 to the City $2,000 to 4th of July donate funds. and $1,000 to NPG @ Board stand The straight profit sharing split favors TNT. 57.5% is greater than 50%. The split is based on estimated sales. TNT is offering a financial contribution to the 4th of July Board that is $10,000 greater than Phantom. However, Phantom is providing 1,000 t-shirts to be sold at $10 each. Assuming that all of the t-shirts will be sold, this would provide the 4th of July Board with $10,000 and thus equalize the difference in the financial contributions between TNT and Phantom. Again, the assumption is that ALL the t-shirts will be sold. The approximate costs that will be picked up by the fireworks distributor are estimates, but regardless, they are costs that will not be the responsibility of the NPG or the City. All NPG's will be responsible for hiring security (either paid or volunteer). The sales tax and the regulatory fee will be the responsibility of the each NPG. The ability for each NPG to acquire a location at zero rent will benefit them under a contract with TNT. Phantom will donate funds directly to the 4th of July Board while TNT will donate funds to the NPG as well as to the City. Ratings (scale of 1-5, with 5 being Excellent) Category TNT Phantom Profit Sharing 5 4 Bearing of costs for NPG 5 5 Financial Assistance 5 4 Additional financial assistance 5 4 TOTALS 20 17 j Item 10. - 4 xB -234- ATTAC H M E N T SERVICE AGREEMENT BETWEEN THE CITE,' OF HUNTINGTON BEACH AND AMERICAN PROMOTIONAL EVENTS, INC. FOR FIREWORK SAFES IN THE CITY OF HUNTINGTON BEACH THIS AGREEMENT ("Agreement"} is made and entered into by and between the City of Huntington Beach, a municipal corporation of the State of California, hereinafter called "City," and American Promotional Events, Inc., a California Corp., hereinafter referred to as "Contractor" or "TNT." Recitals A. City desires to retain a Contractor having special skill and knowledge in the field of distribution of fireworks products and leasing and constructing fireworks sales stands to sell fireworks in the City of Huntington Beach. B. Contractor represents that Contractor is able and willing to provide such services to City. C. In undertaking the performance of this Agreement, Contractor represents that it is knowledgeable in its field and that any services performed by Contractor under this Agreement will be performed in compliance with such standards as may reasonably be expected from a comparable company in the field. Contractor has been selected to perform these services pursuant to Huntington Beach Municipal Code Chapter 3.02, NOW, THEREFORE, it is agreed by City and Contractor as follows: 1. Scone of Services Contractor shall provide all services as described in Exhibit "A," which is attached hereto and incorporated into this Agreement by this reference, the Request for Proposal and Chapter 5.90 of the Huntington Beach Municipal Code. These services shall sometimes hereinafter be referred to as the "Project." Contractor hereby designates John Kelly, who shall represent it and be its sole contact and agent in all consultations with City during the performance of this Agreement. 2. City Staff Assistance City shall assign a staff coordinator to work directly with Contractor in the performance of this Agreement. Page l of 9 13-3707/94085 3. Comamensation Contractor agrees to accept as total payment for its services, the rates, charges, percentages and payment distribution method identified in Exhibit "A." Payment need not be made by City or Non Profit groups for work which fails to meet the standards of performance set forth in the Recitals which may reasonably be expected by City. 4. 'Verna Time is of the essence of this Agreement. The services of Contractor are to commence as soon as practicable after the execution of this Agreement by City (the "Commencement Date") and terminate one year after execution, unless terminated earlier in accordance with the provisions of this Agreement. All tasks specified in Exhibit "A" shall be completed no later than September 1, 2013. The time for performance of the tasks identified in Exhibit "A" are generally to be shown in Exhibit "A." This schedule and Term may be amended to benefit the Project if mutually agreed to in writing by City and Contractor. In the event the Commencement Date precedes the Effective Date, Contractor shall be bound by all terms and conditions as provided herein. 5. Extra Work In the event City requires additional services not included in Exhibit "A" or changes in the scope of services described in Exhibit "A," Contractor will undertake such work only after receiving written authorization from City. Additional compensation for such extra work shall be allowed only if the prior written approval of City is obtained. b. Disposition of Flaws, Estimates and Other Documents Contractor agrees that title to all materials prepared hereunder, including, without limitation, all original drawings, designs, reports, both field and office notices, calculations computer code, language, data or programs, maps, memoranda, letters and other documents, shall belong to City, and Contractor shall turn these materials over to City upon expiration or termination of this Agreement or upon Project completion, whichever shall occur first. These materials may be used by City as it sees fit. 7. Bold Harmless Contractor 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, and consequential damage or liability of any kind or nature, however caused, including those resulting from death or injury to Contractor's employees and damage to Contractor's property, arising directly or indirectly out of the obligations or operations herein undertaken by Contractor, caused in whole or in part by any negligent act or omission of the Contractor, any subcontractors, Page 2 of 9 13-3707/94085 anyone directly or indirectly employed by any of them or anyone for whose acts any of them may be liable, including but not limited to concurrent active or passive negligence, except where caused by the active negligence, sole negligence, or willful misconduct of the City. Contractor will conduct all defense at its sole cost and expense and City shall approve selection of Contractor's counsel. This indemnity shall apply to all claims and liability regardless of whether any insurance policies are applicable. The policy limits do not act as a limitation upon the amount of indemnification to be provided by Contractor. 8. Workers ConnnLnsation Insurance Pursuant to California Labor Code Section 1861, Contractor acknowledges awareness of Section 3700 et seq. of this Code, which requires every employer to be insured against liability for workers' compensation; Contractor covenants that it will comply with such provisions prior to commencing performance of the work hereunder. Contractor shall obtain and furnish to City, workers' compensation and employer's liability insurance in an amount of not less than the State statutory limits. Contractor shall require all subcontractors to provide such workers' compensation and employer's liability insurance for all of the subcontractors' employees. Contractor shall furnish to City a certificate of waiver of subrogation under the terms of the workers' compensation and employer's liability insurance and Contractor shall similarly require all subcontractors to waive subrogation. 9. General Viability Insurance In addition to the workers' compensation and employer's liability insurance and Contractor's covenant to defend, hold harmless and indemnify City, Contractor shall obtain and furnish to City, a policy of general public liability insurance, including motor vehicle coverage covering the ProjecVService. This policy shall indemnify Contractor, its officers, employees and agents while acting within the scope of their duties, against any and all claims arising out or in connection with the Project/Service, and shall provide coverage in not less than the following amount: combined single limit bodily injury and property damage, including products/completed operations liability and blanket contractual liability, of Five Million Dollars ($5,000,000) per occurrence. If coverage is provided under a form which includes a designated general aggregate limit, the aggregate limit must be no less than Five Million Dollars ($5,000,000) for this Project/Service. This policy shall name City, its officers, elected or appointed officials, employees, agents, and volunteers as Additional Insureds, and shall specifically provide that any other insurance coverage which may be applicable to the Project/Service shall be deemed excess coverage and that Contractor's insurance shall be primary. Under no circumstances shall said above -mentioned insurance contain a self -insured retention, or a "deductible" or any other similar form of limitation on the required coverage. Page 3 of 9 13-3707194085 10. Automobile Liability Insurance Contractor shall obtain and furnish to City an automotive liability insurance policy covering the work performed by it hereunder_ This policy shall provide coverage for Contractor's automotive liability in an amount not less than One Million Dollars ($1,000,000.00) per occurrence and a separate "Additional Insured Endorsement" page listing both the policy number and naming the "City of Huntington Beach, its officers, elected or appointed officials, employees, agents and volunteers" as additional insured on the endorsement. The above -mentioned insurance shall not contain a self -insured retention, "deductible" or any other similar form of limitation on the required coverage except with the express written consent of City. 11. Certificate of Insurance Prior to commencing performance of the worm hereunder, Contractor shall furnish to City a certificate of insurance subject to approval of the City Attorney evidencing the foregoing insurance coverage as required by this Agreement; the certificate 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 that such policy shall not be suspended, voided or canceled by either party, reduced in coverage or in limits except after thirty (30) days' prior written notice; however, ten (10) days' prior written notice in the event of cancellation for nonpayment of premium. Contractor 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 Contractor's defense, hold harmless and indemnification obligations as set forth in this Agreement. City or its representative shall at all titres have the right to demand the original or a copy of the policy of insurance. Contractor shall pay, in a prompt and timely manner, the premiums on the insurance heremabove required. 12. Independent Contractor - Contractor is, and shall be, acting at all times in the performance of this Agreement as an independent contractor herein and not as an employee of City. Contractor shall secure at its own cost and expense, and be responsible for any and all payment of all taxes, social security, state disability insurance compensation, unemployment compensation and other payroll deductions for Contractor and its officers, agents and employees and all business licenses, if any, in connection with the Project and/or the services to be performed hereunder. Page 4 of 9 13-3707/94085 13. Conflict of Interest Contractor covenants that it presently has no interests and shall not have interests, direct or indirect, which would conflict in any manner with performance of services specified under this Agreement. 14. Termination This Agreement may be terminated by the City upon thirty (30) days written notice of termination. In such event, Contractor shall be entitled to receive and the City shall pay Contractor compensation for all services performed by Contractor prior to receipt of such notice of termination, subject to the following conditions: a. As a condition of such payment, the Executive Director may require Contractor to deliver to the City all work product completed as of such date, and in such case such work product shall be the property of the City unless prohibited by law, and Contractor consents to the City's use thereof for such purposes as the City deems appropriate. b. Payment need not be made for work which fails to meet the standard of performance specified in the Recitals of this Agreement. 15. EMhj§jv and Amendment This Agreement represents the complete and exclusive statement between the City and Contractor, and supersedes any and all other agreements, oral or written, between the parties. In the event of a conflict between the terms of this Agreement and any attachments hereto, the terms of this Agreement shall prevail. This Agreement may not be modified except by written instrument signed by the City and by an authorized representative of Contractor. The parties agree that any terms or conditions of any purchase order or other instrument that are inconsistent with, or in addition to, the terms and conditions hereof, shall not bind or obligate Contractor or the City. Each party to this Agreement acknowledges that no representations, inducements, promises or agreements, orally or otherwise, have been made by any party, or anyone acting on behalf of any party, which are not embodied herein. 16. Assimment Inasmuch as this Agreement is intended to secure the specialized services of Contractor, Contractor may not assign, transfer, delegate, or subcontract any interest herein without the prior written consent of the City and any such assignment, transfer, delegation or subcontract without the City's prior written consent shall be considered null and void. Nothing in this Agreement shall be construed to limit the City's ability to have any of the services which are the subject to this Agreement performed by City personnel or by other Contractors retained by City. Page 5 of 9 13-3707/94085 17. City Emplovees and 2fcials Contractor shall employ no City official nor any regular City employee in the work performed pursuant to this Agreement. No officer or employee of City shall have any financial interest in this Agreement in violation of the applicable provisions of the California Government Code. 18. Notices Any notices, certificates, or other communications hereunder shall be given either by personal delivery to Contractor's agent (as designated in Section 1 hereinabove) or to City as the situation shall warrant, or by enclosing the same in a sealed envelope, postage prepaid, and depositing the same in the United States Postal Service, to the addresses below. City and Contractor may designate different addresses to which subsequent notices, certificates or other communications will be sent by notifying the other party via personal delivery, a reputable overnight carrier or U.S. certified U.S. certified mail -return receipt requested: To City: City of Huntington Beach Atlas: Laurie Frymire 2000 Main Street Huntington Beach, CA 92648 19. Consent To Contractor: American Promotional Events, Inc- Attn: John Kelly 555 North Gilbert Street Fullerton CA, 92833 When City, s consentlapproval is required under this Agreement, its consent/approval for one transaction or event shall not be deemed to be a consent/approval to any subsequent occurrence of the same or any other transactions or event. 20. Modifncation No waiver or modification of any language in this Agreement shall be valid unless in writing and duly executed by both parties. 21. Section Headinvi The titles, captions, section, paragraph and subject headings, and descriptive phrases at the beginning of the various sections in this Agreement are merely descriptive and are included solely for convenience of reference only and are not representative of matters included or excluded from such provisions, and do not interpret, define, limit or describe, or construe the intent of the parties or affect the construction or interpretation of any provision of this Agreement. Page 6 of 9 13-3707194085 22. Interuretation of this Agreement The language of all parts of this Agreement shall in all cases be construed as a whole, according to its fair meaning, and not strictly for or against any of the parties. If any provision of this Agreement is held by an arbitrator or court of competent jurisdiction to be unenforceable, void, illegal or invalid, such holding shall not invalidate or affect the remaining covenants and provisions of this Agreement. No covenant or provision shall be deemed dependent upon any other unless so expressly provided here. As used in this Agreement, the masculine or neuter gender and singular or plural number shall be deemed to include the other whenever the context so indicates or requires. Nothing contained herein shall be construed so as to require the commission of any act contrary to law, and wherever there is any conflict between any provision contained herein and any present or future statute, law, ordinance or regulation contrary to which the parties have no right to contract, then the latter shall prevail, and the provision of this Agreement which is hereby affected shall be curtailed and limited only to the extent necessary to bring it within the requirements of the law. 23. Dunticate Qriginal The original of this Agreement and one or more copies hereto have been prepared and signed in counterparts as duplicate originals, each of which so executed shall, irrespective of the date of its execution and delivery, be deemed an original. Each duplicate original shall be deemed an original instrument as against any party who has signed it. 24. bnmigration Contractor shall be responsible for full compliance with the immigration and naturalization laws of the United States and shall, in particular, comply with the provisions of the United States Code regarding employment verification. 25. Legal Services Subcogj acting Prohibited Contractor 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. Contractor 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 Contractor. 26. CdeHatiailty Contractor recognizes that in the performance of its duties under this Agreement, it must conduct its activities in a manner designed to protect information of a sensitive nature from improper use or disclosure. Contractor warrants that it will use reasonable cfforts consistent with practices customary in the facilities management industry in recruiting, training and supervising employees and in otherwise performing its duties hereunder in order to achieve this result. In the furtherance of this, Contractor agrees, at the request of the City, to require its employees to execute written undertakings to comply with the foregoing confidentiality provision. Page 7 of 9 13-3707/94085 27. Discrimination Contractor shall not discriminate because of race, color, creed, religion, sex, marital status, sexual orientation, age, national origin, ancestry, or disability, as defined and prohibited by applicable law, in the recruitment, selection, training, utilization, promotion, termination or other employment related activities. Contractor affirms that it is an equal opportunity employer and shall comply with all applicable federal, state and local laws and regulations. 28. durisdietion - Venue This Agreement and all questions relating to its validity, interpretation, performance, and enforcement shall be government and construed in accordance with the laws of the State of California. This Agreement has been executed and delivered in the State of California and the validity, interpretation, performance, and enforcement of any of the clauses of this Agreement shall be determined and governed by the laws of the State of California. Both parties further agree that Orange County, California, shall be the venue for any action or proceeding that may be brought or arise out of, in connection with or by reason of this Agreement. 29. Professional Licenses Contractor shall, throughout the term of this Agreement, maintain all necessary licenses, permits, approvals, waivers, and exemptions necessary for the provision of the services hereunder and required by the laws and regulations of the United States, the State of California, the City of Huntington Beach and all other governmental agencies. Contractor shall notify the City immediately and in writing of her inability to obtain or maintain such permits, licenses, approvals, waivers, and exemptions. Said inability shall be cause for termination of this Agreement. 30. Attorney's 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 attorney's fees, such that the prevailing party shall not be entitled to recover its attorney's fees from the nonprevailing party. 31. Survival Terms and conditions of this Agreement, which by their sense and context survive the expiration or termination of this Agreement, shall so survive. 32. +Governing Law This Agreement shall be governed and construed in accordance with the laws of the State of California. Page 8 of 9 13-3707/94085 T-650, I -- 33. Si nat(D Each undersigned represetets and warrants that its signature hereittbelow has the power, authority said right to bind their respective belies to each of the tetans of this Agsreetnent, and shall indemnify City Bally far any injuries or damages to City in the event that such aufttity or lsntver is nt,t, in tact, held by the signmosy or is withdrawn. 34. �:attea'cty (a) The parties acknowledge mid agree that they cue entes-ing into this Agpicuaictlt kety and voltautariiy follou'rtb extensive artn's length negettation, and that each has lied the 0j)j:t:rtitnity to consult with legal counsel prior to cxeouting this Agreement. The parties :dso ackrin%v}edge and agree that no aepresentatiot+s, inducements, promises, Weements or %v'u antiey. oral or othm%, se, have been made by that partY or anyone acting on that party's r.-!►self, �:h:ctt are that embodied ill this Agreement, attd that that p►y ttaa not cxccutec! t)tis A reemcnt in rt:liattce on nny representation, inducement, prvttuse, agrteineat warr.utty, react �}r " NUMS"Ilr;e 110% cxpressly s'a tottll ill this. [ctitiell[. (b) All Exhibils teferenced herein and ,attached heieto $ball be incorparated as if fully set fot th in the bony of this Agreement. j 35. j:ffective ka c Thi-+ Agreement shall be effective on ---- &� 13 and small expire: whc:+t tcrnunated as provided herein - IN WITNESS Wi-IEitr,%)F, the parties hereto I+ave caused this Agreement to be executed by and Rough their authorized officers. i'ald'i'1r.AC;T'4R CITY OF nuNTENGTON BEACH, a �IUCA':3 PROMOTIONAL EVENTS, Inc. corp ration of the State of pr'nt awne i lS: (.•i:rle �,nr) Chaircnanft'rasideutlt'ice 4't¢3ielcni AND priat Milne UFtiGNrFP,��t Sectatsry - 'Ctea�ure: ij•3107040*t5 Manager Ili „�VCD ND PROVED: I?freator I Chief T� c ) 1'i't) FORM. City A onny - %}`� 1!� CP� •�� Page 9 of 9 �, �� b � i� a, �°, � I _�_ EXHIBIT RYA A. STATEMENT OF WORK: (Narrative of work to be performed) Pursuant to the terms and conditions further defined below and in the Agreement, AT ITS SOLE COST AND EXPENSE, CONTRACTOR shall secure all permits, locate and secure lease locations for firework stands, prepare training material and conduct training for Non -Profit Groups (NPG) and volunteers, deliver the fireworks to predetermined locations as discussed with the NPG's, set up and remove stands, market fireworks using local advertising, provide required insurance, provide consumer safety education material, provide credit card equipment to NPGs, work with City officials and assist in end of season analysis. B. CONTRACTOR'S DUTIES AND RESPONSIBILITIES: 1. Schedule "kick-off meeting with City Manager, Fire, Police, Building, Finance and Community Service to discuss implementation plan. The meeting will be held no later than April 30, 2013 unless a later date is agreed to at the sole discretion of the City Manager. 2. Schedule and meet with all non-profit organizers no later than April 30, 2013. 3. Schedule meetings with City Department staff (Fire, Police, etc.) to discuss logistics, including but not limited to scheduling, stand locations, traffic, parking, eta Meetings must begin no later than April 30th, 2013. 4. Negotiate and enter into lease for stand locations no later than May 31, 2013. 5. Following City's lottery draw to pick the NPG's; secure contracts with the randomly chosen NPG"S and calendar training. 6. Acquire all permits and approvals in accordance with local ordinance and RFP prior to May 31, 2013. 7. Fifteen days following completion of permit acquisition, Contractor shall provide project information packets to the Fire Department and City oversight departments that include applications, licenses, insurance documents, site plans, etc. for review. S. Fifteen days after review of project information packet, Contractor must obtain all City approvals. 9. Before May 13, 2013, conduct training course customized to the ten (10) identified non- profit groups. City staff, Police and Fire, etc. must be invited to attend any or all of the training. 10. Contractor to meet and review the training course materials with the Fire Department prior to the class date. 11. Coordinate stand placement prior to June 28, 2013. 12. Coordinate fireworks delivery dates with non -project groups prior to June 28, 2013. 13. Contractor obtains all electrical permits before May 31, 2013. All electric equipment including generators must be properly grounded and approved by City Building Department. 14. Contractor will work with the City to identify advertisement locations and requirements and coordinate advertising placement prior to sales period. All advertising must comply with the City's Zoning and Subdivision requirements for signsioutdoor advertising. 15. Contractor will provide each non-profit group a "one stop" number to call for any issues that arise during the sales period. 16. Contractor will supply each stand with safety materials for distribution to customers. These materials will include approved places to use fireworks. 13-3707/94087 17. Contractor Account Manager will visit each stand at least once per day and be available 24 hours/day during the sates period. 18. Once the fireworks sales period has ended, Contractor will meet with and coordinate With each non-profit group regarding the inventory, return of unsold products and create a financial report to be submitted to the City. 19. As part of Contractors accounting duties pursuant to this agreement, the Contractor shall assure that each NPG properly accounts for and provides to the City billing information to assess the correct regulatory fee. Adcli— ovally, Contractor will provide the following at its sole Cost and expense; 1. Contractor will provide use of 32 foot, all metal fireworks stands, including delivery, set- up and removal at each location. 2. Contractor will assist in identifying prime locations (as required) and determine best placement of stands for customer safety, delivery, and operational performance. 3. Contractor will provide wireless credit card terminals for each location. 4. Contractor will provide a return center for all damaged and undamaged merchandise on .iuly 5"'. 5. Contractor will provide sales flyers and product bags at each location. 6. Contractor will provide a "Sales Aid Kit" to each location. 7. Contractor will provide fire extinguishers preapproved by the City Fire Department to each location. 8. Contractor will provide cash registers at each location. 9. Contractor will provide storage containers at certain locations if permitted by Fire . 10. Contractor will provide product use safety flyers at each location. 11. Contractor will provide "donor script" program for each NPG. 12. Contractor will "take back" all unsold products whether damaged or undamaged. 13. Contractor will provide daily customer service assistance to each location. 14. Contractor will be responsible for trash removal at all stand locations. 15. Contractor will set up and take down all booths and return leased property back to its preleased conditions (unless otherwise agreed in the land use agreement). C. CITY'S DUTIES AND RESPONSIBILITIES: Approve all firework stand locations prior to operation. 2. Select NPG's per City Ordinance and require agreements with each NPG and Contractor assuring the terms and conditions contained herein are complied with by April 19th. 3. Assist Contractor in obtaining City permits Contractor EXPRESSLY AGREES that the City will provide independent financial analysis of the entire fireworks sales operation as it pertains to the terms and conditions of this agreement and that of the Contractor and the NPG's. Contractor will provide all financial data requested by the City as it pertains to this agreement and that of the Contractor and the NPG's 4. Pursuant to Huntington Beach Municipal Code section 5.90.120, the City will charge each NPG a regulatory fee not to exceed 10% of gross sales of fireworks. As part of Contractors accounting duties pursuant to this agreement, the Contractor shall assure that each NPG properly accounts for and provides to the City the correct billing information to assess correct regulatory fee. 13-3707/94087 2 D. WORK PROGRAM/PROJECT SCHEDULE: 1. Schedule "kick-off meeting with City Manager, Fire, Police, Building, Finance and Community Service to discuss implementation plan. Schedule meeting before and of April 30. 2. Prepare and meet with non-profit organizers. Will begin once Non -Profits have been selected. 3. Initiate meetings with City Department staff (Fire, Police, etc.) to discuss logistics, including but not limited to; scheduling, stand locations, traffic, parking, etc. Schedule by April 30, 2013. 4. Finalize lease terms for stand locations by May 31, 2013. 5. Following lottery draw; determine non-profit groups, secure contracts and calendar training. Schedule lottery April 17, 2013. 6. Initiate permit acquisition in accordance with local ordinance and RFP. Week of April 22, 2013.. 7. Following completion of permit acquisition, TNT Fireworks shall provide City of Huntington Beach Application to Sell Fireworks to the Fire Department and City oversight departments that include applications, licenses, insurance documents, site plans, etc. for review. May 15, 2013 8. Receive Fire Department approval after review of the City of Huntington Beach Application to Sell Fireworks by May 31,2013. 9. Conduct training course customized to the ten (10) identified non-profit groups, including invitation to City staff, Police and Fire, etc. Mid May. Course content to be reviewed with the Fire Department prior to course delivery. 10. Coordinate stand placement by June 28,2013 11. Coordinate fireworks delivery dates with non-profit groups. June 28, 2013. 12. TNT Fireworks will ensure all electrical permits are obtained, generators properly grounded and approved by City Building Department before delivery of fireworks. 13. TNT Fireworks will identify advertisement location and requirements and coordinate advertising placement prior to sales period. Early May. 14. TNT Fireworks will provide each non-profit group a "one stop" number to call for any issues that arise during the sales period at training course. 16. TNT Fireworks will supply each stand with safety materials for distribution to customers. These materials will include approved places to use fireworks. 16. TNT Account Manager will visit each stand at least once per day and be available 24 hours day during the sales period. 17. Once the sales period has ended, TNT Fireworks will coordinate appointments for each non-profit group regarding the inventory and return of unsold product. July 5, 2013 18. TNT Fireworks will then meet with each non-profit to review the financial report and submit same to City. July 31, 2013. 13-3707/94087 3 Payment Terms and Schedule All Fireworks Stands shall be provided the following based upon indentified cost SERVICE/PRODUCT FOR EACH STAND Gast Absorbed by TNT cost to NPG/aty Premier selling location $4,000 0 32 foot Metal, One Piece fireworks stand with indoor/outdoor lights $450-$650 0 $1 million Certificate of Insurance for liability $1,500 0 All necessary city permits $345 0 All necessary city fire permits $225 0 All necessary county/state permits $50 0 Fire extinguishers, 2 water & 1 chemical $39.50 0 Sales/marketing materials and tools $150 0 Advertising, including mailer, newspaper, etc. $1,000 0 Sweepstakes promotion, assortment give-away $50 0 Skw generator rental and delivery $350 0 1-2 pre-programmed cash register(s) $200-$400 0 1-3 wireless credit card terminal(s) $275-$825 0 Wireless credit card processing and transaction fees $900 0 18 TNT T-shirts & 18 TNT baseball hats $250 0 All training materials, tools and events 0 Pre -season script program materials 0 Fireworks deliveries, initial and re -orders 0 Local fireworks returns center and process 0 24/7 seasonal customer service 0 CA State Fire Marshal safety & education literature 0 TOTAL NPG/CITY SAVING PER STAND $10,034.w $11,935.50 0 TOTAL FOR 10 STANDS $100,345- $119,355 0 PAYMENT TERMS 1. Contractor will pay to the City an amount not to exceed $55,000.00 for July 4th fireworks show by .tune 1, 2011 2. Contractor will deliver each stand an initial order of $75,000.00 to $120,000 at retail value of fireworks. The NPG's will only be required to pay 42.5% of the suggested retail price back to the Contractor after sales period (as discussed, the Contractor will also be required to take back all unsold merchandise at Wholesale cost i.e. no cost to the NPG's). 3. The pricing herein is contingent upon the Contractor servicing ten (10) licensed approved nonprofit groups for the 2013 fireworks season. Contract with each NPG. 13-3707/94N7 4 CONTRACTOR PRICING SHEET Attached to Exhibit A is this Attachment 1, which is incorporated herein by reference. TNT Fireworks Item Name Price Item Name Price Punk 0.05 Lil Red Devil (BIGIF) 9.99 Luck of the Irish 9.99 Triple Treat 12.99 Radiant 10.00 Pyro Pak 19.99 Pop It's, TNT 0.99 Big Value Bag 29.99 Flashing Ftn. 5's TNT 1.49 Family Pak 39.99 Tequila Sunrise 1.49 49er 49.99 Short & Stout 1.5 All American 79.99 Lightning Flash 6's 2.29 Perfect Show 99.99 Snakes, Assorted, TNT 2.49 Big Timer 139.99 Orchid 3.00 Big Deluxe 199.99 Ground Bloom Flowers 6's 2.49 Big Bang 500.00 Smoke Balls 6's 2.79 Spiral Lite 5.99 Mini Monster Ftn 1 G 1 F) 2.99 Night Treasure 14.99 Crazy Eyeballs Ts 2.991 Mad Dog Ftn. 1GlF 17.99 Killer Bees 2.99 Independence Day 21.99 TNT Blasts 6s 2.99 American Spirit -Sizzler 1G1F) 22.99 Black Widow 4.00 Pyro Palooza 19.99 Crackling Cactus 3.99 Oblivion 19.99 Viva El Futbol 4.99 Tnt Fountain 25.99 En Fuego 4.99 Ju nbo Purple Rain 24.99 Fire Krackle Ts B1GIF 4.99 Stacks Up 39.99 Piccolo Pete 6's 4.99 Delirium 49.99 Little Miss 4.99 American Light 49.99 CA Candle Combo Pack 5.99 Opening Show 59.99 Purple Rain (B 1 G 1 F) 5.99 Capitain Kidd 9.99 Pink Diamonds 7.99 Game Time 39.99 Parfait Fountain 6.99 Cheeky Fun 3.99 Momi Glory 1G1F) 8.991 Rainbow Ras 599 Jack of Hearts 8.99 Recess 3.00 ht Jesters Deli 19.99 Surfs Up 1 10.99 13 3707/94097 5 2013 HUNTINGTON BEACH LOCATION PRO FORMA Attached to Exhibit A is this Attachment 2 which is incorporated herein by reference. TNT Fireworks 2013 Huntington Beach per location Pro Forma Item Description Dollar Amount NPG's Retail Sales $92,500 42.5% Cost of Fireworks -$39,312 Property Rent $0 Stand & Lighting $0 Liability/Fire Insurance $0 All City Permits $0 All Fire Permits $0 All County/State Permits $0 Fire Extinguishers $0 Sales/Marketing Materials $0 Safety & Education Materials $0 Initial & Re -Order Deliveries $0 Advertising Program $0 Sweepstakes Promotion $0- Pre-Season Script Materials $0 Generator Rental $0 Storage Container Rental $0 Programmed Cash Register(s) $0 Credit Card Terminal(s) Rent _ $0 Credit Card Processing Fees $0 All Training Tools & Events $0 12 TNT T-Shirts & Hats $0 Fireworks Return Process $0 24/7 Customer Service $0 Total Expenses -$39,312 Net Profit (57.5% of Retail Price) 1 $53,188 13-3707/94087 6 AC6R®® CERTIFICATE OF LIABILITY INSURANCE l� 11/1/2013 DATE(MMiooNYYY) 4/30/2013 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 1NSURER(S), AUTHORIZED REPRESENTATIVE. OR PRODUCER, AND THE CERTIFICATE HOLDER. IMPORTANT: If the certificate holder is an ADDITIONAL INSURED, the policy(ies) must be endorsed. ff 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 Lockton Companies, LLC Peachtree Road NE, Suite 800 Atlanta GA 30305 (404) 460-36W CONTAC ME I3280 PHONE FAX ANC No E-MAIL INS AFFORDING COVERAGE NAIC A INSURER A: Scottsdale ui 41297 INSURED American Promotional Events, Inc. utsuReta: Jarnes River Insurance Company 12203 INSURER C : Ironshorc Specialty Insurance Co 25445 1359632 DBA TN'r Fireworks, Inc. INSURER D: 555 North Gilbert Avenue Fullerton CA 92833 INSURER E : INSURER r : COVERAGES CERTIFICATE NUMBER: 12336076 REVISION NUMBER, XXXXXXX 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 BY PAID CLAIMS. INSR LTR TYPE OF INSURANCE ADO INSR SUER WVD POLICY NUMBER( POLICY EFF MMM POLICY EXP MM70 LIMITS A GENERAL LIABILITY N N CPS I612503 11/1/2012 11/112013 EACH OCCURRENCEt PR�E�SESO(EaENTED occurtence) S 100,000 X MMERCUV- GENERAL L DILITY MED EXP oneperson) S 5,000 CLAIMS -MADE X]OCCUR PERSONAL & ADV INJURY S 1,000,000 GENERAL AGGREGATE $ 2-000,000 GEN1 AGGREGATE LIMIT APPLIES PER: PRODUCTS -COMPIOP AGG S 2,000,000 $ POLICY n jECj X LOC AUTOMOBILE LIAe1LI1IY NOT APPLICABLE 75MAIRMTn9arrur— (Ea l) $ XXXXXXX BODILY INJURY (Per person) $ XXXXX ANY AUTO ALL OWNED SCHEDULED AUTOS AUTOS BODILY INJURY Pw arrident XXXXXXX PROPERTY DAMAGE $ XXXXXXX NGN-OWNFO HIRED AUTOS AUTOS AUTOS S XXXXXXX B X UMBRELLA LIAR X OCCUR N N M5449-0 11/1/2012 11/1/2013 EACH OCCURRENCE S 5,000,000 EXCESS LIAB CLAIM3-MADE AGGREGATE $ 5,000,000 DED 1 1 RETENTION$ $ XXXXXXX WORKERS COMPENSAriON AND EMPLOYERS' LIABILITYANY PROPRIETORPPARTNERIEXECUnVE YIN OFRCEIVMEMBER EXCLUDED? (Mandatory In NH) N N A NOT APPLICABLE TOKYL TU ER E.L. EACH ACCIDENT $ XXXXXXX E.L DISEASE - EA EMPLOYEE S XXXXXXX It yyees, deurbe under ESCRIPTION OF OP RATIONS below El- DISEASE -POLICY LIMIT S C Excess Liability rl N 00t504500 111112012 111112013 S15,000,000 Each Occurrence $15,000,000 Aggregate. Total Umbr & Ex Umbr: $20,000,000 DESCRIPTION OF OPERATIONS I LOCATIONS I VEHICLES (Attach ACORD 101. Additional Remarks Schedlde. 9 more space is required) City of Huntington Beach, its officers, elected of appointed officials, employees, agents and volunteers. The above listed are Additonal Insurarcd in respects to Gcncral Liability policy as required by written contract subject o1 policy temis, conditions and exclusions vRD as TO 0��1. ,alp MrrRaTII, SHOULD ANY OF THE ABOVE DESCRIBED POLICIES BE CANCELLED BEFORE THE EXPIRATION DATE THEREOF, NOTICE WILL BE DELIVERED IN ACCORDANCE WITH THE POLICY PROVISIONS. 12336076 City of Huntington Beach, its officers, eclected or appointed, officials, employees, agents and volunteers 2000 Main Street Huntington Beach CA 92648 name and logo are POLICY NUMBER.- CPS1612503 COMMERCIAL GENERAL LIABILITY CG20100413 THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. 10 1. t• � 3 � �i •a t'_a This endorsement modifies insurance provided under the following: COMMERCIAL GENERAL LIABILITY COVERAGE PART SCHEDULE Name Of Additional Insured Person(s) Or Organization(s) Locations Of Covered Operations The City of Huntington Beach, its officers, elected or "Per Schedule" appointed officials, employees, agents, and volunteers Attn: 200 Main Street Huntington Beach, CA 92648 Information required to complete this Schedule, if not shown above, will be shown in the Declarations. A. Section 11 — 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 2010 0413 0 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 0 Insurance Services Office, Inc., 2012 CG 20 10 0413 CERTIFICATE OF LIABILITY INSURANCE �-� 11 / 1 /2013 DATE (MM/DDlYYYY) 10131 /2012 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(ies) 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 Lockton an Com tes, LLC P 3280 Peachtree Road NE, Suite 900 Atlanla GA 30305 (404) 460-36M CONTACT NAME: PHONE FAX E A)C No: E�MAII ADDRESS: _ INSURERS AFFORDING COVERAGE NAIL k - INSURERA:BerkshirC Hathaway Hotnestate Ins Co 20044 INSURED American Promotional Events, Inc. INSURERB: 1855 INSURER C : Continenlal Divide Insurance Company 35939 1359084 DBA TNT Fireworks, Inc, INSURER D : 555 North Gilbert Avenue Fullerton CA 92833 INSURER E : INSURER F COVERAGES CERTIFICATE NUMBER: 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 CONOITtONS OF SUCH POLICIES. LIMITS SHOWN MAY HAVE BEEN REDUCED BY PAID CLAIMS. INSIR LTR TYPE OF INSURANCE AD SUBR WV POLICYNUMBER POLICY EFF MNVDDffYYY POLICY EXP IY MWDDYYY LIMITS -GENERAL LIABILITY NOT APPLICABLE EACH OCCURRENCE DAMAGE TO RENTED PREMISES (Ea occurrence) $ XXXXXXX COMMERCIAL GENERA4,LIABILITY . CLAIMS -MADE l - OCCUR MED EXP (Any one ersen PERSONAL & ADV INJURY $ xXx](xxx GENERAL AGGREGATE $ XXXXXXX GEN'L AGGREGATE LIMIT APPLIES PER: PRODUCTS-COMPIOP AGG S XXXXXXX S POLICY PRO- LOC JECT AUTOMOBILE LIABILITY NOT APPLICABLE COMBINED(Ea accident) $ X) XXXXX BODILY INJURY (Per person) $ XXXXXXX ANY AUTO BODILY INJURY Per accident $ XXXXXXX ALL OWNED SCHEDULED AUTOS AUTDS PROPERTY DAMAGE $XXXXXXX NON -OWNED H IREDAUTOS AUTOS $XXXXXXX UMBRELLA LIAB OCCUR NOT APPLICABLE EACH OCCURRENCE $ XXXXXXX EXCESS LIAR CLAIMS -MADE AGGREGATE $ xxxxxxx OEO RETENTIONS $ xxxxxx A B C WORKERS COMPENSATION AND EMPLOYERS' LIABIIJTY ANY PROPRIETORIPARTNER)EXECUTIVE Y)N OFFICERIMEMBEREXCLUDED? 7 [Mandatory In NH) NIA ALW001224 (AOS) 33WO62915-121 (CA) ORWO01321 (OR) 11/1/2012 11/1/2012 II/I/20t2 11/1/2013 Il/1/2013 111L2013 W - X TORY LIMITS ER E.L. EACH ACCIDENT $ 1,000,000 E.L. DISEASE - EA EMPLOYEE $ 1,000,000 describe under DESCR P iON OF OPERATIONS below E.L. DISEASE - POLICY LIMIT $ 1,000,000 DESCRIPTION OF OPERATIONS I LOCATIONS I VEHICLES (Attach ACORD 101, Additional Remarks Schedule, if more space is required) APPROVED AS TO FORA City Atte'"t e;, CERTIFICATE HOLDER CANCELLATION 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 ACORD 25 (2010105) The ACORD name and logo are registered marks of ACORD 4co--9/-`8-r)o10 CORD RPORATION All rights reserved Resolution No. 200"3 I certify that no vehicle(s) will be used or operated in the performance of the task(s) or event(s) for which this permit is granted. I authorize the City of Huntington Beach to immediately and retroactively revoke the license or permit issued in connection with or in the performance of said tasks) or event(s) if any vehicle(s) is used. Signature of Print name Company nacre (if (Date signed %\A 2 0 l Rod 1"07 EXHIBIT I City ®f 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 3, 2013 American Promotional Events, Inc. Attn: John Kelly 555 North Gilbert Street Fullerton, CA 92833 Dear Mr. Kelly: Enclosed for your records is a copy of "Service Agreement Between the City of Huntington Beah and American Promotional Events, Inc. for Firework Sales in the City of Huntington Beach." JF:pe Enclosure G:f611owup:agrmt1tr Sister Cities: Anjo, Japan ♦ Waitakere, New Zealand