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CONTRACT 6524 Other CLOSEDAgreement No. 6524 FACILITY USE AGREEMENT BETWEEN THE CITY OF EL SEGUNDO AND YAYA MAZURKEVICH, INC. THIS FACILITY USE AGREEMENT ("Agreement") is made and entered into this 13th day of November, 2022, by and between the City of El Segundo, a general law city and municipal corporation ("City"), and Yaya Mazurkevich, Inc., a New York corporation ("User"). The term "Parties" shall refer both to City and User. The term "Party" will refer to either City or User, as appliable. 1. RECITALS. This Agreement is made with reference to the following facts and objectives: A. El Segundo Municipal Code ("ESMC") Chapter 9-8 provides permitting protocols for certain events conducting in City parks or recreational facilities. B. ESMC Chapter 9-8 excludes from its requirements any activity conducted in or on a City park or recreational facility conducted by a private organization or individual pursuant to an agreement between the City and such private organization or individual, pursuant to ESMC § 9-8-2. C. User proposes to conduct a pickleball tournament event on City recreational facilities on November 13, 2022 (the "Event"). The City facilities proposed as the site for the Event are City pickleball courts, and lawn bowling rink, located at 401 Sheldon Street in the City, illustrated in, Exhibit "A" of this Agreement which is incorporated herein by this reference. D. The Parties intend for this Agreement to govern the requirements and obligations related to the Event, pursuant to ESMC § 9-8-2. E. The Parties agree that the fees for the Event payable to the City by User equal the sum of $5,000 (the "Event Fees"). The Event Fees are comprised of special event application fee, facility reservation fee, estimated staff fees for assistance with monitoring the event. 2. TERM. This Agreement will become effective upon User's delivery of the Event Plan, proof of insurance required under Section 7, and the Event Fees to the City unless otherwise terminated pursuant to Agreement Section 5. 3. USER'S RESPONSIBILITIES. A. User must deliver a detailed plan for the Event (the "Event Plan") to the City on or before November 4, 2022. The Event Plan, at a minimum, must include the Page 1 of 9 Agreement No. 6524 information requested in Exhibit "B" to this Agreement. B. User must duly deliver the Event Plan to the City; and coordinate, oversee, and conduct the Event in substantial conformance with the Event Plan, and User's substantial conformance will be determined by the City's Recreation, Parks and Library Director or designee. C. User will provide City with a list of all staff, contractors, employees, volunteers, or other agents requiring access to the City facilities depicted in Exhibit "A° to this Agreement. D. User will conform to all applicable City policies, procedures and guidelines, applicable state and federal laws and regulations. 4. CITY'S RESPONSIBILITIES. A. Within 5 business days of the City's receipt of User's delivery of the Event Plan, proof of insurance required under Section 7, the City will issue a permit to User for the event. The City reserves the right to apply reasonably conditions for the Event through this permit. B. City will provide User, including its contractors, agents, employees, volunteers, and other agents a revocable license to conduct the Court Work and conduct the Event, so long as User is not in breach of this Agreement. C. City will designate appropriate personnel to assist with the Event, to the extent such needs are specified in this Agreement. 5. TERMINATION. A. The City may terminate this Agreement at any time with or without cause. Notice of termination must be in writing. B. User may terminate this Agreement upon providing written notice to City at least five days before the effective termination date. C. By executing this Agreement, User waives any and all claims for damages that might otherwise arise from the City's termination under this Section 5. 6. INDEMNIFICATION. A. User indemnifies, will defend (at City's request), and holds City harmless from and against any claim, action, damages, costs. (Including without limitation, reasonable attorney's fees), injuries, or liability, arising out of this Agreement, or User's Page 2of9 Agreement No. 6524 conduct of the Event, including without limitation, those associated with Event participants or spectators. B. For purposes of this section, the term "City" includes its officers, officials, employees, agents, representatives, and certified volunteers. C. User expressly agrees that this release, waiver, and indemnity agreement is intended to be as broad and inclusive as is permitted by the law of the state of California and that if any portion is held invalid, it is agreed that the balance will, notwithstanding, continue in full legal force and effect. D. It is expressly understood and agreed that the foregoing provisions will survive termination of this Agreement. E. The requirements as to the types and limits of insurance coverage to be maintained by User as required herein, and any approval of said insurance by City, are not intended to and will not in any manner limit or qualify the liabilities and obligations otherwise assumed by User pursuant to this Agreement, including but not limited to the provisions concerning indemnification. 7. INSURANCE. A. User commencing performance under this Agreement and at all other times this Agreement is effective, User will procure and maintain the following types of insurance with coverage limits complying, at a minimum, with the limits set forth below: Commercial general liability: Business automobile liability Workers compensation _a 611 e $1,000,000 $1,000,000 Statutory requirement B. Commercial general liability insurance will meet or exceed the requirements of ISO-CGL Form No. CG 00 01 11 85 or 88. The amount of insurance set forth above will be a combined single limit per occurrence for bodily injury, personal injury, and property damage for the policy coverage. Liability policies will be endorsed to name the City, its officials, and employees as "additional insureds" under said insurance coverage and to state that such insurance will be deemed "primary" such that any other insurance that may be carried by the City will be excess thereto. Such insurance will be on an "occurrence," not a "claims made," basis and will not be cancelable or subject to reduction except upon 30 days prior written notice to the City. C. Automobile coverage will be written on ISO Business Auto Coverage Form CA 00 Page 3 of 9 Agreement No. 6524 01 06 92, including symbol 1 (Any Auto). D. User will furnish to the City duly authenticated certificates of insurance evidencing maintenance of the insurance required under this Agreement, endorsements as required herein, and such other evidence of insurance or copies of policies as may be reasonably required by the City from time to time. Insurance must be placed with insurers with a current A.M. Best Company Rating equivalent to at least a rating of "A:VII." Certificate(s) must reflect that the insurer will provide thirty 30-day notice of any cancellation of coverage. User will require its insurer to modify such certificates to delete any exculpatory wording stating that failure of the insurer to mail written notice of cancellation imposes no obligation, and to delete the word "endeavor" with regard to any notice provisions. E. Should User, for any reason, fail to obtain and maintain the insurance required by this Agreement, City may obtain such coverage at User's expense or terminate this Agreement. 8. RELATIONSHIP. User employees, principals, staff, volunteers, or other agents participating in the Event pursuant to this Agreement will not be considered City's employees. City does not assume any liability under law relating to workers' compensation on account of any act of any actions of such User employees, principals, staff, volunteers, or other agents pursuant to the Agreement. 9. LAWS AND REGULATIONS. User is responsible for complying with any and all applicable federal, state, county, and municipal laws and regulations respect to performance under this Agreement. Such compliance will be at User's sole cost. 10.ACCEPTANCE OF ELECTRONIC SIGNATURES. In accordance with Government Code §16.5, the parties agree that this Agreement will be considered signed when the signature of a party is delivered by electronic transmission. Such electronic signature will be treated in all respects as having the same effect as an original signature. 11. NOTICES. A. All notices given or required to be given pursuant to this Agreement will be in writing and may be given by personal delivery, mail, or email. B. Notice sent by mail will be addressed as follows: To City: City of El Segundo 350 Main Street El Segundo, California 90245 Attn: Aly Mancini, Recreation, Parks and Library Director, Page 4 of 9 Agreement No. 6524 To USER: Yaya Mazurkevich, Inc 620 Wilson Ave PMB 407 Brooklyn, NY 11207 Attn: Yaya Mazurkevich Nunez, CEO of Yaya Mazurkevich Inc, When addressed in accordance with this paragraph, notices will be deemed given upon deposit in the United States mail, postage prepaid. In all other instances, notices will be deemed given at the time of actual delivery. C. Notice sent by email will be addressed as follows: To City: Aly Mancini, Recreation, Parks and Library Director, amancini@elsegundo.org To User: Yaya Mazurkevich Nunez, CEO ymn@yayamazurkevich.com When addressed in accordance with this paragraph, notices will be deemed given upon the recipient Party's receipt and acknowledgement thereof. D. Changes may be made in the names, addresses, or email addresses of persons to whom notices are to be given by giving notice in the manner prescribed in this section. 12.CONSTRUCTION. The language of each part of this Agreement will be construed simply and according to its fair meaning, and this Agreement will never be construed either for or against either party. 13. SEVERABLE. If any portion of this Agreement is declared by a court of competent jurisdiction to be invalid or unenforceable, then such portion will be deemed modified to the extent necessary in the opinion of the court to render such portion enforceable and, as so modified, such portion and the balance of this Agreement will continue in full force and effect. 14. ENTIRE AGREEMENT. This Agreement constitutes the sole agreement between City and User respecting the subject matter herein and correctly sets forth the obligations of City and User. There are no other understandings, terms or other agreements expressed or implied, oral, or written. 15. WAIVER. Waiver of any provision of this Agreement will not be deemed to constitute a waiver of any other provision, nor will such waiver constitute a continuing waiver. Page 5of9 Agreement No. 6524 16. GOVERNING LAW. This Agreement has been made in and will be construed in accordance with the laws of the state of California and exclusive venue for any action involving this Agreement will be in Los Angeles County. 17.AUTHORITY/MODIFICATION. The Parties represent and warrant that all necessary action has been taken by the Parties to authorize the undersigned to execute this Agreement and to engage in the actions described herein. This Agreement may be modified by written agreement. City's City Manager may execute any such amendment on behalf of City. 18. COUNTERPARTS. This Agreement may be executed in any number or counterparts, each of which will be an original, but all of which together will constitute one instrument executed on the same date. [SIGNATURES ON FOLLOWING PAGE] Page 6 of 9 Agreement No. 6524 IN WITNESS WHEREOF the parties hereto have executed this Agreement the day and year first hereinabove written. City OF EL SEGUNDO, a California municipal corporation Aly I' ancin,( Recreation Director APPROVED AS TO FORM: MARK D. HENSLEY, CITY ATTORNEY 22 Joaquin Vzquez, Deputy City Attorney YAYA MAZURKEVICH, Incorporated Yaya Mazurk vich N nez, CEO Tax ID No. 83-2503750 Page 7 of 9 Agreement No. 6524 EXHIBIT "A" ILLUSTRATION OF CITY FACILITIES TO BE USED FOR THE EVENT Four Pickleball Courts and Lawn Space Marked in the Illustrated Red Box. Page 8 of 9 Agreement No. 6524 EXHIBIT "B" EVENT PLAN MINIMUM REQUIREMENTS RUN OF SHOW AM 8:OOAM LOAD IN BEGINS PM 12:OOPM Doors Open / DJ Welcomes PICKLEBALL CLINICS 1:OOPM KIDS CLINICS START 1:30PM ADULT CLINICS START 3:OOPM SECOND KIDS CLINIC START 3:30PM ADULT SECOND CLINIC START PICKLEBALL TRIVIA 2:15PM TRIVIA ROUND 1 4:OOPM TRIVIA ROUND 2 PHOTOBOOTH ALL DAY USA PICKLEBALL NATIONAL CHAMPIONSHIP LIVESTREAM ALL DAY FOOD TRUCK ALL DAY (FIRST 125 ATTENDEES) MERCH EXPERIENCE ALL DAY 5:OOPM EVENT ENDS 7:OOPM LOAD OUT COMPLETE Page 9 of 9