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CONTRACT 7276 One Page Service Agreement CLOSEDAgreement No. 7276 CONTRACTOR: Tiffany's House, Inc. Services Agreement DATE: April 11, 2025 Below you will find a checklist relating to insurance and other requirements that are required for doing business with the City of El Segundo. Only those items checked -off are MANDATORY, however if your standard policies exceed the minimum requirements please include. The City reserves the right to increase insurance limits/coverages based upon the scope and type of services. Please find additional terms and conditions, including additional insurance provisions, on the following pages. This is not a purchase order or an authorization to begin work. ® C0—aigrehensive General Liability: At least $1,000,000 per occurrence. See Section 12 for additional insurance and endorsement requirements. ❑ Business Auto Liability: At least: $1,000,000 per occurrence. [Waived by City Council via agenda item 13,10 (February 18, 2025) for "low risk" work within $15,000 per year) Workers' CStatutory requirement w 4h waiver of subro aticn. (If not provided, Seller affirms that it has no employees.) Business License;: Seller must have a current City of El Segundo license on file at City Hall or purchase said license (at no cost to the City). Permits: Plans must be approved and permit(s) issued (no fee) by the Planning and Building Safety if appropriate. Call the Planning Manager @ (310) 524-2340 if you have questions. E CopZ of veliri 2iclure 1.0. (Drivers license etc.) PLEASE NOTE: ALL APPLICABLE INFORMATION LISTED ABOVE MUST BE OBTAINED AND ON FILE, PRIOR TO THE ISSUANCE OF A CITY PURCHASE ORDER BEING SENT TO YOU BY THE PURCHASING AGENT, THUS AUTHORIZING COMMENCEMENT OF WORK FOR THE CITY. Subiruitted b tom bete aGl bYanks : COLOR COPY REQUIRED BACK TO THE CITY ......... ................ Company Name: By (Print name & title): Tiffany's House, Inc. Katy Yeh /President Company Street Address: Vendor's Authorized Signature required: 210 W Grand Avenue, Suite F �.... w....�.__ _ City, State, Zip: _w .................. Date signed: Alhambra, CA 91801 4/22/2025 Phone: FAX: (626) 780 8168 Vendor's Email address: Vendor's Web site: katyyeh212 a@ hoo com hop/TiffsHo www.etsy.com s anyuse � . Q . Originator/Department Contact: H� � U Date initiated: R Zv �.. Department Head Approval, Insurance Approval; P City Attar ey r City Manager �11A- Date Approved: •� �,� loo Da4,Arjxrcl. ,. City Clerk Short Services Agreement - No Prevailing Wage - RPL Business Auto Waiver (Updated 3_5_25) (19) Rev 2/27/25 Agreement No. 7276 ... cti 1.GENERALLY. The materials, supplies, or services (collevely, _ . _ ..... _ ...._ &PAYMENT. City will pay Seller after receiving acceptable invoices for "Purchase") covered by this services agreement and purchase order materials and supplies delivered and accepted or services rendered and ("order") must be furnished by Seller subject to all the terms and accepted. City will not pay cartage, shipping, packaging or boxing conditions contained in this order which Seller, in accepting this order, expenses unless specified in this order. Drafts will not be honored. agrees to be bound by and comply with in all particulars. No other terms 9.INDEMNIFICATION. Seller agrees to indemnify and hold City or conditions are binding upon the parties unless subsequently agreed to harmless from and against any claim, action, damages, costs (including, in writing. Written acceptance or shipment of all or any portion of the without limitation, attorney's fees), injuries, or liability, arising out of the Purchase covered by this order constitutes unqualified acceptance of all Purchase or the order, or their performance. Should City be named in terms and conditions in this order. The terms of any proposal referred to any suit, or should any claim be brought against it by suit or otherwise, in this order are included and made a part of the order only to the extent whether the same be groundless or not, arising out of the Purchase or it specified the Purchase ordered, the price, and the delivery, and then order, or their performance, Seller will defend City (at City's request and only to the extent that such terms are consistent with the terms and with counsel satisfactory to City) and indemnify City for any judgment conditions of this order. rendered against it or any sums paid out in settlement or otherwise. For 2.INSPECTION. The Purchase furnished must be exactly as specified in purposes of this section "City" includes City's officers, elected officials, this order, free from all defects in Seller's performance, design, and employees. It is expressly understood and agreed that the workmanship, and materials, and, except as otherwise provided, is foregoing provisions will survive termination of this order. The subject to inspection and test by City at all times and places. If, before requirements as to the types and limits of insurance coverage to be final acceptance, any Purchase is found to be incomplete, or not as maintained by Seller, and any approval of such insurance by City, are specified, City may reject it, require Seller to correct it without charge, or not intended to and will not in any manner limit or qualify the liabilities require delivery of such Purchase at a reduction in price that is equitable and obligations otherwise assumed by Seller pursuant to this order, under the circumstances. If seller is unable or refuses to correct such including, without limitation, to the provisions concerning indemnification. items within a time deemed reasonable by City, City may terminate the 10.WARRANTY. Seller agrees that the Purchase is covered by the order in whole or in part. Seller bears all risks as to rejected Purchases most favorable commercial warranties the Seller gives to any customer and, in addition to any costs for which Seller may become liable to City for the same or substantially similar supplies or services, or such other under other provisions of this order, must reimburse City for all more favorable warranties as is specified in this order. Warranties will transportation costs, other related costs incurred, or payments to Seller be effective notwithstanding any inspection or acceptance of the in accordance with the terms of this order for unaccepted Purchases. Purchase by City. Notwithstanding City's acceptance of any Purchase, Seller is liable for 11.ASSIGNMENT. City may assign this order. Except as to any latent defects, fraud, or such gross mistakes as constitute fraud, payment due under this order, Seller may not assign or subcontract the 3.CHANGES. City may make changes within the general scope of this order without City's written approval Should City give consent, it will not order in drawings and specifications for specially manufactured supplies, relieve Seller from any obligations under this order and any transferee or place of delivery, method of shipment or packing of the order by giving subcontractor will be considered Seller's agent. notice to Seller and subsequently confirming such changes in writing. If 12,INSURANCE. Commercial general liability ("CGL") insurance must such changes affect the cost of or the time required for performance of meet or exceed the requirements of ISO-CGL Form No. Form CG 00 01 this order, an equitable adjustment in the price or delivery or both must 04 13, or equivalent, covering CGL on an "occurrence" hasis, including be made. No change by Seller is allowed without City's written approval. property damage, bodily injury and personal & advertising injury. If a Any claim by Seller for an adjustment under this section must be made general aggregate limit applies, either the general aggregate limit shall in writing within thirty (30) days from the date of receipt by Seller of apply separately to this project/location (ISO CG 25 03 or 25 04) or the notification of such change unless City waives this condition in writing, general aggregate limit shall be twice the required occurrence limit. The Nothing in this section excuses Seller from proceeding with performance amount of insurance required will be a combined single limit per of the order as changed. occurrence for bodily injury, personal injury, and property damage for the 4. TERMINATION. City may terminate this order at any time, either policy coverage. Liability policies will be endorsed to name City, its verbally or in writing, with or without cause. Should termination occur, officials, and employees as "additional insureds'' under said insurance City will pay Seller as full performance until such termination the unit or coverage and to state that such insurance will be deemed "primary" such pro rata order price for the performed and accepted portion of the that any other insurance that may be carried by City will be excess Purchase. City may provide written notice of termination for Seller's thereto. City's additional insured status will apply with respect to liability default if Seller refuses or fails to comply with this order. If Seller does and defense of suits arising out of Seller's acts or omissions. Such not cure such failure within a reasonable time period, or fails to perform insurance will be on an "occurrence," not a "claims made," basis and will the Purchase within the time specified (or allowed by extension), Seller not be cancelable or subject to reduction except upon thirty (30) days will be liable to City for any excess costs incurred by City, prior written notice to City, and the notice must include any necessary 5.TERM I TIME EXTENSION. This Agreement's term will be from May endorsement to facilitate such notice to City. See below for required 3, 2025, to May 3, 2025.City may extend the time for completion if, in endorsement language pertinent to the insurance requirements. Seller City's sole determination, Seller was delayed because of causes beyond will furnish valid Certificates of Insurance to City evidencing maintenance Seller's control and without Seller's fault or negligence. In the event of the insurance required under this Agreement, a copy of an Additional delay was caused by City, Seller's sole remedy is limited to recovering Insured endorsement confirming City has been given Additional Insured money actually and necessarily expended by Seller because of the status under the Seller's General Liability policy, and such other delay; there is no right to recover anticipated profit. evidence of insurance or copies of policies as may be reasonably 6.REMEDIES CUMULATIVE. City's rights and remedies under this order required by City from time to time. Insurance must be placed with are not exclusive and are in addition to any legal rights and remedies. insurers with a current A.M. Best Company Rating equivalent to at least 7.TITLE. Title to materials and supplies purchased under this order a Rating of `A:VII." Insurance endorsements must contain the following pass directly from Seller to City upon City's written acceptance following language: (i) Additional Insured Endorsement with this language: "The an actual insdaoc!I and Cidy s ortunity to rJe3pgt ed and appoinled office ts, em to ees, and Cuk of El See a its elect _._ m - Short Services Agreement - No Prevailing Wage - RPL Business Auto Waiver (Updated 3_5_25) (19) Agreement No. 7276 volunteers as additional insureds," through ISO Form CG 20 10 1185 or CG 20 10 with CG 20 37; (ii) Cancellation Endorsement with this language: "The City of El Segundo will receive thirty (30) days written notice in the event of cancellation, nonrenewed or reduction." (iii) Primary and Non -Contributory Endorsement with this language: "Coverage is primary and non-contributory such that any other insurance that may be carried by the City will be excess thereto." 13.PERMITS. Seller must procure all necessary permits and licenses, and abide by all federal, state, and local laws, for performing this order. 14.INDEPENDENT CONTRACTOR. City and Seller agree that Seller will act as an independent contractor and will have control of all work and the manner in which is it performed. Seller will be free to contract for similar service to be performed for other employers while under contract with City. Seller is not an agent or employee of City and is not entitled to participate in any pension plan, insurance, bonus or similar benefits City provides for its employees. Any provision in this order that may appear to give City the right to direct Seller as to the details of doing the work or to exercise a measure of control over the work means that Seller will follow the direction of the City as to end results of the work only. 15MAIVER. City's review or acceptance of, or payment for, work product prepared by Seller under this order will not be construed to operate as a waiver of any rights City may have under this Agreement or of any cause of action arising from Seller's performance. A waiver by City of any breach of any term, covenant, or condition contained in this order will not be deemed to be a waiver of any subsequent breach of the same or any other term, covenant, or condition contained in this order, whether of the same or different character. 16.INTERPRETATION. This Agreement was drafted 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. ARTIFICIAL INTELLIGENCE. Seller must not utilize, employ, or incorporate any form artificial intelligence, machine learning, or other similar technologies (collectively, "Al") in the provision of services in this Agreement without City's express written consent. The Al prohibition set forth directly above will not apply to general business tools and software that may have Al components but are not directly involved in the execution or delivery of professional services that this Agreement covers, provided that such tools and software do not significantly impact the quality or nature of such services. Seller must promptly notify City, in writing, of any proposal to employ Al in connection its provision of services to the City under this Agreement. City will have the sole discretion to grant or deny such proposal. 18. BACKGROUND CHECK; FINGERPRINTING; ASSOCIATED TRAINING. If Seller's work involves contact with minors, before conducting any performance of this Agreement, all Seller's employees, subcontractors, volunteers, or other agents that will perform Seller's work under this Agreement must submit to and pass a background/fingerprint investigation conducted or approved by City. Seller affirms and attests that its employees, subcontractors, volunteers, or other agents that will perform Seller's work under this Agreement have completed training in child abuse and neglect identification and training in child abuse and neglect reporting, which may be met by completing the online mandated reporter training provided by the Office of Child Abuse Prevention in the State Department of Social Services. Seller affirms and agrees that the background and reporting training will be completed before beginning performance under this Agreement. Upon City request, Seller will promptly furnish proof of completion of such mandated reporter training to City, but in no event no later than two business days following City's request. 19. ELECTRONIC SIGNATURES; SIGNATURE AUTHORITY. In accordance with Government Code §16.5, the parties agree that this Amendment 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. Seller warrants that its signatory (or signatories, as applicable) to this Agreement has the legal authority to enter this Agreement and bind Seller accordingly. 20. CONSISTENCY. In interpreting this Agreement and resolving any ambiguities, this Agreement takes precedence over any attached exhibit with conflicting provisions. 21. CONSIDERATION. As consideration, City agrees to pay Seller for Seller's services not to exceed a total of $0.00 for the work, however, total compensation must not exceed $15,000 per year. City will pay for work as specified in the attached Exhibit 'A," which is incorporated by reference. Seller affirms and covenants that this Agreement constitutes a "low risk" contract, as described in Section 7 of City Council Resolution No. 4813. 22, EXHIBITS. See Exhibit "A" Scope of Services Short Services Agreement - No Prevailing Wage - RPL Business Auto Waiver (Updated 3525) (19) Agreement No. 7276 EXHIBIT "A" — SCOPE OF SERVICES Scope of Services: Hometown Fair & Carnival: Craft Booth May 3rd, 2025 Unloading time available on Main Street: 8am-9am Booth Set Up Time: 8am-10am Event Time: 10am-3pm Event and Booth Breakdown: 3pm-4pm All tables, chairs & tables must be provided by vendor, Vendor providing craft items to sell, booth lighting, booth decorations, and any additional equipment their space needs. Payment Schedule: Vendor will pay Recreation, Parks, and Library Department $50 For their space fee. Payment must be collected by end of business day Thursday, May 1 *Space fee may be paid online by credit card or in person at the Recreation Park Checkout Building (401 Sheldon St. El Segundo, CA 90245).