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HomeMy WebLinkAboutSpectrum Sports Management, Inc. - 2018-02-10 1`1ANAGEMENT SERVICES ACREEi':1Ei BE-=z'EE'; THE CITY OF HUNTINGTON BEACH AND SPECTRUM SPORTS MANAGEMENT, INC. FOR MANAGEMENT AND OPERATION OF THE FOURTH OF JULY SURF CITY RUN THIS AGREEMENT("Agreement")is made and entered into this (J ay of it W4 ,2018 by and between the City of Huntington Beach a municipal corporation of State of 4rifornia, hereinafter called "City," and Spectrum Sports Management, Inc.,a California corporation hereinafter referred to as"Contractor." Recitals A. The City desires to retain a Contractor having special skill and knowledge in the field of sports event management and marketing. B. Contractor represents that Contractor is able and willing to provide such services to the 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 acomparable firm 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. Scope of Services Contractor shall provide all services as described in Exhibit "A," which is attached hereto and incorporated into this Agreement by this reference. These services shall sometimes hereinafter be referred to as the 'Project." Contractor hereby designates Mike Bone, 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. 18-6245/173160/mv Page 1 of 10 3. Compensation a. City agrees to pay, and Contractor agrees to accept as total payment for its services, the rates and charges identified in Exhibit "A." The total sum to be expended under this Agreement, shall not exceed Thirty Thousand ($30,000) per year. b. Payment by City shall be made within thirty (30) days following receipt of proper invoice evidencing work performed, subject to City accounting procedures. Payment need not be made for work which fails to meet the standards of performance set forth in the Recitals which may reasonably be expected by City. C. Contractor shall be paid pursuant to the terms of Exhibit 'B." 4. Term 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 (1) year from the commencement date, unless terminated earlier in accordance with the provisions of this Agreement. 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 ifmutually agreed to in writing by City and Contractor. This Agreement may automatically be extended for one (1) additional year Term unless otherwise terminated herein or either Party submits its intent to not extend the contract within 120 days prior to the expiration of the initial Term. 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. 6. Disposition of Plans,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. 18-6245/173160/mv Page 2 of 10 7. Hold 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, 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 Compensation 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 ofthe 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 Liability 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 Project/Service. 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 One 1 8-6245/1 73 160/mv Page 3 of 10 Tasii: �s.� 11ars ($1,000,�300) Vcr occurrence. If coverage .�: pn_-,v,iJcd under a v.46ch includes a designated general aggregate limit, the aggregate limit must be no less than One Million Dollars ($1,000,000) 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. Any deductible in excess of$5,000 must be approved by City. 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 in excess of $1,000 without the express written consent of City. 11. Certificate of Insurance Prior to commencing performance of the work 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; and 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 times 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 hereinabove required. 1 8-6245/1 73 1 60/mv Page 4 of 10 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. 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 Director of Community Services 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 suchpurposes as the City deems appropriate. b. Payment need not be made for work which fails to meet the standard of performance specified inthe Recitals ofthis Agreement. 15. Exclusivity 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. 18-6245/173160/mv Page 5 of 10 16. Assijznment 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. 17. City Employees and Officials 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: To Contractor: City of Huntington Beach Mike Bone, President Attn: Director of Community Services Spectrum Sports Management 2000 Main Street 2058 North Mills Avenue, Suite 454 Huntington Beach, CA 92648 Claremont, CA 91711 19. Consent When City's consent/approval 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. 18-6245/173160/mv Page 6 of 10 J. Modification No waiver or modification of any language in this Agreement shall be valid unless in writing and duly executed by both parties. 21. Section Headings 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. 22. Interpretation 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. Duplicate Original 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. Immilzration 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. 18-6245/173160/mv Page 7 of 10 25. Legal Set-vices Subcon racrina Probi}iced 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. Confidentiality 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 efforts 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. 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. Jurisdiction -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 18-6245/173160/mv Page 8 of 10 State; of California, [lie City of Huntington Beach and all other guvtrt: .-ental agni;ies. 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. 33. Signatories Each undersigned represents and warrants that its signature herein below has the power, authority and right to bind their respective parties to each of the terms of this Agreement, and shall indemnify City fully for any injuries or damages to City in the event that such authority or power is not, in fact, held by the signatory or is withdrawn. 34. Entire (a) The parties acknowledge and agree that they are entering into this Agreement freely and voluntarily following extensive arm's length negotiation, and that each has had the opportunity to consult with legal counsel prior to executing this Agreement. The parties also acknowledge and agree that n6 representations, inducements, promises, agreements or warranties, oral or otherwise, have been made by that party or anyone acting on that party's behalf, which are not embodied in this Agreement, and that that party has not executed this Agreement in reliance on any representation, inducement, promise, agreement warranty, fact or circumstance not expressly set forth in this Agreement. (b) All Exhibits referenced herein and attached hereto shall be incorporated as if fully set forth in the body of this Agreement. 18-6245/173160/mv Page 9 of 10 5. ^give D 3 :�e;:. .:i:. IN WITNESS WHEREOF, the parties hereto have caused this Agreement to be executed by and through their authorized officers. This Agreement shall be effective on the date of its approval by the City Attorney. This Agreement shall expire when terminated as provided herein. SPECTRUM SPORTS MANAGEMENT, INC. CITY OF HUNTINGTON BEACH, a municipal corporation of the State of Califorru BY: � �Q Mike Bone, President City/Manager AND By: � APPROVED TO FORM: Bonnie Bone, Secretary Ci Attorney 14v Rive&nd Me o ttY Clerk 1 8-6245/1 73 1 60/mv Page 10 of 10 EXHIBIT "A" SCOPE OF SERVICES CITY OF HUNTINGTON BEACH SURF CITY RUN("City") � 1. "SPECTRUM SPORTS MANAGEMENT, INC."will provide the following services for the Surf City Run, scheduled for the 4th of July. • Develop a process design and timeline acceptable to the City of Huntington Beach Community Services Department and 4th of July Board to achieve the outcome specified below: Produces a race that covers all costs with race revenue. • Plan and oversee implementation of the Surf City Run event (More detailed information is described below). • Work with the City's Community Services Department and 4th of July Boardto coordinate logistics and other details entailed in implementation of the event, as agreed upon by both parties. • Provide facilitation of the event. • Provide and develop timeline acceptable to the City's Community Services Department and 4th of July Board for the Surf City Run including planning, outreach to the community, budget submissions, milestones, etc. • Provide a business plan for the event and proposed financial plan. • Provide a post-event report summarizing the consultants' observations, comments and recommendations, the process design, event activities, and implementation plans. The Consultant will present this report to the City's Community Services Department and 4th of July Board following the event at a debriefing meeting held in Huntington Beach. A. Plan and oversee implementation of the Surf City Run event: 1. Race Coordinator(Spectrum Sports) • Responsible for pre-event development and set-up. • Event coordination. • Provide bids and recommendations for purchasing of supplies. • Negotiate contracts and agreements with approval of the City's Community Services Department and 4th of July Board. • Provide insurance per the City of Huntington Beach Risk Management. • Source and hire security. • Obtain necessary permits/maps/permission as agreed upon by both parties. ➢ Traffic Control Plan(as needed) ➢ Race Course Map ➢ Transition Area Map 18-6245/173160/mv I Expu Area Map ➢ Restroom& Roll-Off Dumpster Placement Map • Monitor and manage budget, as approved by the City's Community Services Department and 4th of July Board • Monitor supplies ordering. 2. Timing Recommend and retain a timing company that will provide the following: a. Timing • Calculated times for the run • Ranks for runners • In addition to the above times, additional information that will appear on the final results: 1. Class place 2. Overall place 3. Bib Number 4. Age 5. Gender 6. Results will be organized by age categories or special category b. Finish Line Timing These results will contain the following information: • Class place • Overall place • Bib number • Entrant name • Age • Sex • Calculated finish time • Results will be organized by age categories or special category If any changes/additions are made to the results, they will be posted immediately after the change has been made. Results during this posting time are labeled "unofficial". 15 minutes prior to the awards ceremony results will be labeled "official". These results will then be posted and the awards ceremony may begin to take place. 3. Sponsorship • Solicitation of sponsors • Negotiate contracts and agreements with approval of the City's Community Services Department and 4th of July Board 18-6245/173160/mv 2 • In ' nd product sponsors will otiiy be considered sponsors if they reduce the budget expenses or with approval of the City's Community Services Department and 4th of July Board 4. Registration / Athlete Management Al Registration Receive all entrant registration directly from entrants via mail-in, credit card, check, or cash. • All entrant fees collected will be made payable to the "City of Huntington Beach "with a memo referencing the Surf City Run and sent directly to the City of Huntington Beach, Attn: Community Services Department, 4th of July Board, 2000 Main Street, Huntington Beach, CA 92648 • Entrant checks will be made payable to the "City of Huntington Beach" and mailed to the address above by the last day of each month. • Cash received on the day of event or any other times will be receipted and submitted to the City of Huntington Beach at the address referenced above along with appropriate documentation. A2 Reporting "SPECTRUM SPORTS MANAGEMENT, INC." will send a monthly report with all checks to the City of Huntington Beach to the address referenced above. The report will specify the person's name, address, phone number, check number and amount paid with a total included. "SPECTRUM SPORTS MANAGEMENT, INC." will also send a monthly report with all on- line and credit card entrant information. Within 30 days following the event, "SPECTRUM SPORTS MANAGEMENT, INC." will provide an email attachment with a complete list of all entrants with full addresses in Excel format, for use by the City of Huntington Beach. "SPECTRUM SPORTS MANAGEMENT, INC." will collect all declined credit cards and provide a report to the City of Huntington Beach within 30 days following the event. 1 8-6245/1 73 1 60/mv 3 b. Packet Pickup "SPECTRUM SPORTS MANAGEMENT, INC." may be asked to hold a briefing the day before or the morning of packet pickup. "SPECTRUM SPORTS MANAGEMENT, INC."will provide staff members for packet pickup before the race. These "SPECTRUM SPORTS MANAGEMENT INC." staff members will oversee pre-registration pickup and will handle all on- site registration and any registration issues or problems. • Provide adequate volunteers for registration pickup during packet pick- up periods • Handle all athlete concerns with the assistance of the City of Huntington Beach 5. Expo • Solicitation of Expo vendors, speakers, entertainers (sportswear, health professionals, sport equipment, food, etc.) • Set-up/Strike-down coordination • Monitor business licenses/insurance/health codes • Volunteer/Sales Coordinator 6. Volunteer Management Assist the City of Huntington Beach and 4th of July Board with the following as negotiated: • Organize and assign volunteers to appropriate race area • Oversee volunteer check-in booth • Communicate with committee members regarding volunteer specifics • Set-up and stock volunteer/staff refreshment area 7. Public Relations Assist the City of Huntington Beach and 4th of July Board with the following as negotiated: a. Media Liaison • Assist with the Pre-event/Event Media Contact • Assist with the Press release and packets a. Photography • Solicitation of race photographer as needed • Negotiate contract and agreement with approval of the City's Community Services Department and 4th of July Board as needed 18-6245/1 73160/mv 4 C. l..ar wting • Establish marketing of event in all media with approval of the City of Huntington Beach Community Services Department and 4th of July Board • Responsible for pre-event set-up • Sponsorship marketing per agreements d. Race Announcer • Solicitation of race announcer • Coordinate race information for announcer • Contract for sound system at finish line • Negotiate contract and agreement with approval of the City's Community Services Department and 4th of July Board 8. Awards Ceremony "SPECTRUM SPORTS MANAGEMENT INC." will provide the announcer with an awards printout (listing the top 3 only in each division) for the ceremony. "SPECTRUM SPORTS MANAGEMENT, INC." will handle any protests/category changes at the awards ceremony. Award ceremony will take place at the conclusion of the event. • Develop and coordinate awards ceremony (sound, awards, etc.) • Announce winners at awards ceremony • Contract for sound system at stage 9. Banner/Signage Management • Confirm supplies/signage etc. for finish line and surrounding areas • Work with each section's coordinators on banner placements and esthetics 10. Hospitality/Logistics Coordinator Assist the City of Huntington Beach and 4th of July Board with the following as negotiated: a. Athlete Finish Line Food • Coordination of hospitality volunteers • Solicitation of and set-up of finish line food donations • Work with Volunteer Coordinator on food for volunteers • Confirm/Order supplies for hospitality area • Hang and display banners once locations and sites are approved by the City of Huntington Beach and 4th of July Board b. Trash Removal/Portable Restrooms • Coordinate volunteers for trash removal • Order and confirm trash dumpster and boxes, and portable restrooms 18-6245/173160/mv 5 • Coordinate and nwititor surlilies (bags, gloves, �rasli pickeils, etc.) 11. Course Coordinator a. Confirm supplies for run course • Hang and display banners once locations and sites are approved by the City of Huntington Beach and 4th of July Board • Coordinate fencing drop-off/pick-up • Coordinate with traffic control company pre-race and event weekend • Patrol run course during race • Coordinate run course volunteers b. Course Vehicles Assist the City of Huntington Beach and 4th of July Board with the following as negotiated: • Assist with arranging for course vehicles 12. Safety/Water Stations • Coordination and set-up/tear down course aid stations (water, minor first aid supplies) ➢ Run course at turn around ➢ Run Course at North turn around • Coordination and set-up/tear down Finish Line aid station (water, medical services) ➢ Medical personnel ➢ Water/Vann fluids ➢ Ice ➢ General medical supplies ➢ Communication person ➢ Assist with the coordination medical volunteers ➢ Confirm supplies and signage for medical ➢ Assist with the coordination of communications with fire paramedic ➢ Hang and display banners once locations and sites are approved by the City of Huntington Beach and 4th of July Board 13. Obtain necessary permits/maps/permission as agreed upon by both parties. • Health Permit • Location for Packet Pick-up 18-6245/173160/mv 6 14. Maintain Surf City Run W ebsite • Post official finish times with complete results with all times by 6:00 pm on the day of the race • Post confirmation list of all entrants, updated monthly once the first entry is received and weekly beginning in June 15. Volunteer Management • Work with City Volunteer Coordinator • Market volunteer program B. Equipment "SPECTRUM SPORTS MANAGEMENT, INC."will provide necessary equipment for the Surf City Run. C. Additional Specifications "SPECTRUM SPORTS MANAGEMENT, INC."will submit proof of a valid City of Huntington Beach Business License, proof of Liability Insurance and proof of valid Worker's Compensation insurance (if "SPECTRUM SPORTS MANAGEMENT, INC." employs staff as opposed to contractors). "SPECTRUM SPORTS MANAGEMENT, INC."will attend event-planning meetings as-agreed upon by both parties in the months prior to the event and debriefing meeting after the event. II."The City of Huntington Beach" will provide the following services for the Surf City Run scheduled for July 4. 16. Payment processing • Process all checks received from SPECTRUM SPORTS MANAGEMENT, INC" • Notify "SPECTRUM SPORTS MANAGEMENT, INC " of any returned checks for their records and to obtain contact information for the City to collect 17. Provide location for events • Provide a location to set up expo • Provide a secure run course 18-6245/173160/mv 7 IIII.Budig,t A. Fixed Base Fee: 1) The City of Huntington Beach will pay "SPECTRUM SPORTS MANAGEMENT, INC." $21,000 for the above services. The fee includes all travel and expenses of"SPECTRUM SPORTS MANAGEMENT, INC." B. Participant Bonus: 2) For every participant over 3,500, the City of Huntington Beach will pay $2.50 up to a maximum of 1,000 participants upon receipt of appropriate documentation. C. Event Expenses: 3) The City of Huntington Beach will pay up to a maximum of$6,500 for direct event expenses upon receipt of invoices paid by pay "SPECTRUM SPORTS MANAGEMENT, INC." D. Commission 4) "SPECTRUM SPORTS MANAGEMENT, INC." will collect all cash sponsorship and expo booth sales revenue generated from the Surf City Run. • 20% will be retained by "SPECTRUM SPORTS MANAGEMENT, INC." • 80% will be paid to the City of Huntington Beach. E. Other Revenue 5) 100% of logo-wear will be paid to the City of Huntington Beach with the appropriate documentation 18-6245/173160/mv 8 EXHIBIT"B" PaymentSchedule 1. CONTRACTOR shall be entitled to progress payments as referenced below toward the fixed base fee set forth herein in accordance with the following progress and payment schedules: A) Fixed Base Fee: A base fee of$21,000. Payment as follows: $10,500 on or before April 1 and $10,500 on or before June 1. B) Participant Bonus: A per participant bonus of$2.50 for every participant above 3,500 per runner up to a maximum of 1,000 participants upon receipt of proper documentation. C) Commission: As referenced in Exhibit A, IILD, a twenty percent (20%) commission for all sponsorship sales, recruited, signed and serviced by Contractor during the term of this Agreement shall be retained by SPECTRUM SPORTS MANAGEMENT, INC. The same commission shall be applied to both run/walk sponsors and general Celebration Sponsors that are recruited and signed by Contractor at the direction and approval of City. The remaining 80% of each cash sponsorship commission received by SPECTRUM SPORTS MANAGEMENT, INC. should be remitted to the City of Huntington Beach within 20 days of receipt, along with the appropriate documentation as acceptable to the City of Huntington Beach showing proof of the actual cash sponsorship. At a minimum the appropriate documentation will include a copy of the check or electronic payment received by SPECTRUM SPORTS MANAGEMENT. The City retains the right to audit all records pertaining to the commission split. 2. Delivery of work product: A copy of every memorandum, letter, report, calculation and other documentation prepared by Contractor shall be submitted to City to demonstrate progress toward completion of tasks. In the event City rejects or has comments on any such product, City shall identify specific requirements for satisfactory completion. 3. Contractor shall submit to City an invoice for each monthly progress payment due. Such invoice shall: A) Reference this Agreement; and B) Describe the services performed; and C) Show the total amount of the payment due; and D) Include a certification by a principal member of Contractor's firm that the work has been performed in accordance with the provisions of this Agreement; and 18-6245/173160/mv 9 Tor all payments include an estimate of the percentage of work completed. Exhibit 'B" Page 1 Upon submission of any such invoice, if City is satisfied that Contractor is making satisfactory progress toward completion of tasks in accordance with this Agreement, City shall approve the invoice, in which event payment shall be made within thirty (30) days of receipt of the invoice by City. Such approval shall not be unreasonably withheld. If City does not approve an invoice, City shall notify Contractor inwriting of the reasons for non-approval and the schedule of performance set forth in Exhibit "A" may at the option of City be suspended until the parties agree that past performance by Contractor is in, orhas been brought into compliance, oruntil this Agreement has expired or is terminated as provided herein. 4. Any billings for extra work or additional services authorized in advance and in writing by City shall be invoiced separately to City. Such invoice shall contain all of the information required above, and in addition shall list the hours expended and hourly rate charged for such time. Such invoices shall be approved by City if the work performed is in accordance with the extra work or additional services requested, and if City is satisfied that the statement of hours worked and costs incurred is accurate. Such approval shall not be unreasonably withheld. Any dispute between the parties concerning payment of such an invoice shall be treated as separate and apart from the ongoing performance of the remainder of this Agreement. 18-6245/173160/mv 10 DATE(MMlDDlYYYY) CERTIFICATE OF LIABILITY INSURANCE 2/5/201B 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 CONTACT June K NAME;C.No.EMI-_-------King ---------------------- Kessler A-lair Insurance Services, Inc PHONE (909)931-1500 NC No)_(y09)932-2133 - — -------.---- License # OA 913137 E-MAIL ADDRESS,j g kin @kessleralair.com _ 124137 N. Mainstreet, Ste. 240 INSURER(S)AFFORDING COVERAGE - _ NAIL# Rancho Cucamonga CA 91739 INSURER ABurlington Insurance 23620 ---------- INSURED INSURERB:Ohio Securit Insurance Com an 240B2 Spectrum Sports Management, Inc. INSURERCNational Union Fire Ins Cc of PA 19445 --'---- —---- ---------- - ----------- --..._. ------ 205B N. Mills Ave, # 454 INSURER D_State Compensation_Ins Fund 35076_ INSURER E: Claremont CA 91711 1 INSURER F: COVERAGES CERTIFICATE NUMBER:17/113 SPM Master REVISION NUMBER: THIS IS TO CERTIFY THAT THE POLICIES OF INSURANCE LISTED BELOW HAVE BEEN ISSUED TO THE INSURED NAMED ABOVE FOR THE POLICY PERIOD INDICATED NOTWITHSTANDING ANY REQUIREMENT, TERM OR CONDITION OF ANY CONTRACT OR OTHER DOCUMENT WITH RESPECT TO WHICH THIS CERTIFICATE MAY BE ISSUED OR MAY PERTAIN, THE INSURANCE AFFORDED BY THE POLICIES DESCRIBED HEREIN IS SUBJECT TO ALL THE TERMS, EXCLUSIONS AND CONDITIONS OF SUCH POLICIES LIMITS SHOWN MAY HAVE BEEN REDUCED BY PAID CLAIMS. iS'kLTRINSURANCE- --- ----CASUBV'rV ? DIYEFF MR— MDYINS V1fVD POLICY NUMBER (M ---- LIMITS X COMMERCIAL GENERAL LIABILITY 1,000,000 i EACH OCCURRENCE $ A ._]CLAIMS-MADE X 1 OCCUR DAMAGE TO RENTED 100,000 - PREMISES(Ea occur_rence) $ X 181B501462 12/30/2017 12/30/2018 MED EXP(Anyone person) $ 5,000 � PER_SONAL&ADVINJURY $ 1 000 000 EN L AGGREGATE LIMIT APPLIES PER'. APPROVED ,QI�� f GENERAL_AGGREGATE 2_ $ 000000 _ X POLICY[_-1 JPECOT- [_J LOC PRODUCTS-COMP/OP AGG $ Included _.---� OTHER: 111u, 6 1 A ie �----- -------- AUTOMOBILE LIABILITY 0HAPL N.' A—TES V COMBINED SINGLE LIMIT $ 1,000,000 _ LEa accidenl _ _ _ __ X ANY AUTO CITY AnO NEY�t BODILY INJURY(Per person) $ B ..-._ ALL OWNED ---� SCHEDULED ' uHY� r,. ., „_.. AUTOS AUTOS BAS(18)573�7 5%9�2017 5/9/2018 BODILY INJURY(Per accident) $ NON-OWNED PROPERTY DAMAGE HIRED AUTOS _$______ r AUTOS {Per accident)- __._---____ Uninsured motorist combined $ 500,000 X UMBRELLA LIAB X OCCUR EACH OCCURRENCE $ 4,0001000 EXCESS LIAR CLAIMS-MADE AGGREGATE $ 4 000,000 C EXCESS - -- - - — ._ --- _. DED RETENTION$ EBU012842186 12/30/2017 12/30/2018 $ WORKERS COMPENSATION X PER OTH- AND EMPLOYERS'LIABILITY Y!N ANY PROPRIETOR/PARTNERIEXECUTIVE -- E.L.EACH ACCIDENT $ 1 ,000 OFFI CER/MEMBER EXCLUDED? NIA -- ---- - " D (Mandatory in NH) ---- 9054612-2017 5/1/2017 5/1/2018 [EL DISEASE-EA EMPLOYE $ 1,000,000 If yes,describe under "-�'----------- ---------- -- DESCRIPTION OF OPERATIONS below E.L.DISEASE-POLICY LIMIT $ 1,000,000 DESCRIPTION OF OPERATIONS!LOCATIONS!VEHICLES (ACORD 101,Additional Remarks Schedule,may be attached if more space is required) Certificate holder is named additional insured per policy form CG2010 04/13. Revised from certificate dated 1/5/1B. CERTIFICATE HOLDER CANCELLATION ccole@surfcity-hb.org SHOULD ANY OF THE ABOVE DESCRIBED POLICIES BE CANCELLED BEFORE The City of Huntington Beach, its THE EXPIRATION DATE THEREOF, NOTICE WILL BE DELIVERED IN officers, elected or appointed officials; ACCORDANCE WITH THE POLICY PROVISIONS. employees, agents and volunteers 2000 Main Street AUTHORIZED REPRESENTATIVE Huntington Beach, CA 92648 June, King/JUKE ©1988-2014 ACORD CORPORATION. All rights reserved. ACORD 25(2014101) The ACORD name and logo are registered marks of ACORD INS025 r�Imdnn POLICY NUMBER: 1018501462 COMMERCIAL GENERAL LIABILITY CO 2010 0413 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(sj Location(s)Of Covered Operations Or Organization(s) r , City of Huntington Beach, its officers, elected or appointed officials, employees, agents and volunteers Information required to complete this Schedule,11 not shown above,will be shown In the Declarations. A.Section 11-Who Is An Insured Is amended to S.With respect to the insurance afforded to(hose include as an additional insured the person(s) or additional insureds, the following additional organization(s) shown in the Schedule, but rimy exclusions apply: with respect to liability for`bodily injury","property ; This insurance does not apply to 'bodily injury' or damage" or personal and advertising Injurj" „property damage"occurring after. caused,in whole or in part,by 1. A0 work, including materials, parts or 1. Your acts or omissions,or equipment fumished in connection with such I The acts or omisslons of those acting on your work, on the project (other (han service, behalf: maintenance or repairs)to be performed by or In the performance of your ongoing operations for the on behalf of the additional Insured(s) at the addillonal Insured(s) at the location(s) location of the covered operations has been designated above. completed,or However 2. Thal portion of"your work"out of which the injury or damage arises has been put to its 1. The insurance afforded to such additional intended use by any parson or organization insured only applies to the extent permitted by other than another contractor or subcontractor law;and engaged in performing operations for a 2. If coverage provided to the additional insured is principal as a part of the same project. 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. CO 2010 0413 (Q Insurance SerAces Office,Inc.,2012 Page 1 of 2 C. With respect to the Insurance afforded to these 2. Available under the applicable Limits of additional insureds, the following.is added to. Insurance shown In the Declarations; Section III•Limits Of Insurance: whichever is less. If coverage provided to the additional insured is This endorsement shall not increase the required by a contract or agreement, the most wa applicable Limits of insurance shown in the will pay on behalf of the additional insured is the Declarations. amount of insurance 1. Required by the contract or agreement;or Page 2 of 2 ¢1 Insurance Services Office,Inc.,2012 CO 2010 04 13 THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. AMENDMENT -OTHER INSURANCE (PRIMARYAND NON-CONTRIBUTORY COVERAGE) This endorsement modifies insurance provided underth-­following: COMMERCIAL GENERAL LIABILITY COVERAGE PART PRODUCTS-COMPLETED OPERATIONS LIABILITY COVERAGE PART Schedule of Additional Insured(s): Any person or organization With whom yoU have agze�d, .4a a wriLten contract, that. such person or organization should .i:� added as an Idditiorla! insured Oil youc policy, prov -vied reach written Coe Tact is fully executed prior -10 an in Wb"c'N 13 sou,'lht uackar thi-s polir,-,,Y, A. Paragraph C, of this endorsement replaces cover under the applicable Coverage Part to which paragraph A. Other Insurance of Section IV- this endorsement is modifying, this insurance is Commercial General Liability Conditions, but primary and non-contributory. only with respect to the insurance afforded to the However,this endorsement, additional insured(s)scheduled above, I.Applies only when you are required by contract, agreement or permit to provide B. Paragraph C. of this endorsement replaces,,' primary and non-contributory coverage for the paragraph A. Other Insurance of Section IV. additional insured, provided such written Products-Completed Operations Liability contract, agreement or permit is fully executed Conditions, but only with respect to the insurance prior to an "occurrence"in which coverage is afforded to the additional insured(s) scheduled sought under this policy,and above. 2.Does not apply to any claim, loss or liability due to the sole negligence of the additional C. Other Insurance insured, Notwithstanding other valid and collectible insurance available to the insured for a loss we IFG-G-0094 02 12 Includes copyrighted material of Pagel of )SO Properties,Inc,,with permission POLICY NUMBER; --F--!B5014162 COMMERCIAL GENERAL LIABILITY CG 24 04 05 09 WAIVER OF TRANSFER OF RIGHTS OF RECOVERY AGAINST OTHERS TO US This endorsement modifies insurance provided undei-the follow ng, COMMERCIAL GENERAL LIABILITY COVERAGE PART PRODUCTSICOMPLI17TED OPERATIONS LIABILITY COVERAGE PART CHEDULE Home Of Person Or Organization- I.ny person /)x organization i•-h wh:,m you ht,,:,,-,� su%h FCrsor, 04r r.qdnizatio�,. ahould be added an add-;4-lun vuuii�drn YD-1 5UCh Esc-iULk,-f1 C-34nt-'u-,'t is fully wxec-uttd T)rl..or to ,.ri ,c.currencc, in sounht vnJer, 42025) information required to complete this Schedule,if rot shown above,will be shown in the Declarations. The following Is added to Paragraph 8. Transfer Of Rights Of Recovery Against Others To Us of Section IV-Conditions, We waive any right of recovery we may have against the person or organization shown in the ScheoOe above because of payments we make for injury i),, damage arising out of your ongolrl..g operations, or ".Your work"done under a contract wrath that person'6r organization and included in the"products-completer: operations hazard'. This waiver applies only to tie person or organization shown in the Schedule above, CG 24 04 05 09 OC Insurance, ervices Office,Inc.,2008 Page 1 of 1