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CONTRACT 7338 One Page Service Agreement CLOSEDAgreement No. 7338 tV 4 C� +� Services Agreement v.. 40,O EGt3 CONTRACTOR: Chris Roque DATE: June 2, 2025 Below you will find a checklist relating to the requirements for doing business with the City of El Segundo. Only those items checked -off are MANDATORY. Please find additional terms and conditions on the following pages. This is not a purchase order or an authorization to begin work. ❑ Comprehensive en rSk'_Liabiliity; At least $1,000,000 per occurrence. See Section 12 for additional insurance and endorsement requirements. ❑ Business Auto Liabilit : At least: $1,000,000 per occurrence. [Waived by City Council via agenda item B.10 (February 18, 2025) for "low risk" work within $15,000 per year] ❑ Wt rkars° Comp ttsatroa lrrsurar ce: Statutory requirement with waiver of subro ation. (If not provided, Contractor affirms that it has no employees.) ® Business License: Contractor 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. ® Copy of vaiid picture I.D. (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. ubmutted (complete all blanks): COB,,,,OIR COPY REQUIRED (BACK TO 'IrHE CITY Company Name: By (Print name & title): Chris Roque Chris Roque - man, myth, legend Company Street Address' Vendor's A orized Si�.nature required: 4126 Inglewood Blvd. � v u �, �Y,, to City, State, Zip: Date signed: ` Los Angeles, CA 90066 6/17/2025 Phone: FAX: None _310-218-7655 Vendor's Email address: Vendor's Web site: None Christopher. an.rRque ,gmail.com - Chris Roque Contractor 6/17/2025 Date Originator/Department Contact: Rvan DPina.dn ....,- Date initiated: 6.2.25 Department Head Approval: Date Approved� It) m ° 2 Insurance Approval: I I %LOVk L/ ry C 1�� City Att rne i _ � iA City Manager City Agreement No. 7338 1.GENERALLY. The materials, supplies, or services (collectively, "Purchase") covered by this services agreement and purchase order ("order") must be furnished by Contractor subject to all the terms and conditions contained in this order which Contractor, in accepting this order, agrees to be bound by and comply with in all particulars. No other terms or conditions are binding upon the parties unless subsequently agreed to in writing. Written acceptance or shipment of all or any portion of the Purchase covered by this order constitutes unqualified acceptance of all terms and conditions in this order. The terms of any proposal referred to in this order are included and made a part of the order only to the extent it specified the Purchase ordered, the price, and the delivery, and then only to the extent that such terms are consistent with the terms and conditions of this order. 2.CHANGES. No change by Contractor is allowed without City's written approval. Any claim by Contractor for an adjustment under this section must be made in writing within thirty (30) days from the date of receipt by Contractor of notification of such change unless City waives this condition in writing. Nothing in this section excuses Contractor from proceeding with performance of the order as changed. 3. TERMINATION. City may terminate this order at any time, either verbally or in writing, with or without cause. Should termination occur, City will pay Contractor as full performance until such termination the unit or pro rata order price for the performed and accepted portion of the Purchase. City may provide written notice of termination for Contractor's default if Contractor refuses or fails to comply with this order. If Contractor does not cure such failure within a reasonable time period, or fails to perform the Purchase within the time specified (or allowed by extension), Contractor will be liable to City for any excess costs incurred by City. 4. DATE OF PERFORMANCE: This Agreement's term shall be in effect from the date of signing to the completion of services to be performed. Such services shall be performed on July 4, 2025. In the event delay was caused by City, Contractor's sole remedy is limited to recovering money actually and necessarily expended by Contractor because of the delay; there is no right to recover anticipated profit. &REMEDIES CUMULATIVE. City's rights and remedies under this order are not exclusive and are in addition to any legal rights and remedies. 6.PAYMENT. City will pay Contractor after receiving acceptable invoices for materials and supplies delivered and accepted or services rendered and accepted. City will not pay cartage, shipping, packaging or boxing expenses unless specified in this order. Drafts will not be honored. 9.INDEMNIFICATION. Contractor agrees to indemnify and hold City harmless from and against any and all claims, action, damages, costs (including, without limitation, attorney's fees), injuries, or liability, arising out of the Purchase or the order, or their performance. Should City be named in any suit, or should any claim be brought against it by suit or otherwise, whether the same be groundless or not, arising out of the Purchase or order, or their performance, Contractor will defend City (at City's request and with counsel satisfactory to City) and indemnify City for any judgment rendered against it or any sums paid out in settlement or otherwise. For purposes of this section "City" includes City's officers, elected officials, and employees. It is expressly understood and agreed that the foregoing provisions will survive termination of this order. The requirements as to the types and limits of insurance coverage to be maintained by Contractor, and any approval of such insurance by City, are not intended to and will not in any manner limit or qualify the liabilities and obligations otherwise assumed by Contractor pursuant to this order, including, without limitation, to the provisions concerning indemnification. See Section B for further indemnification language. 10.WARRANTY. Contractor agrees that the Purchase is covered by the most favorable commercial warranties the Contractor gives to any customer for the same or substantially similar supplies or services, or such other more favorable warranties as is specified in this order. Warranties will be effective notwithstanding any inspection or acceptance of the Purchase by City. 11.ASSIGNMENT. City may assign this order. Except as to any payment due under this order, Contractor may not assign or subcontract the order without City's written approval. Should City give consent, it will not relieve Contractor from any obligations under this order and any transferee or subcontractor will be considered Contractor's agent. 12.INSURANCE. If required by this Agreement: Commercial general liability ("CGL") insurance must meet or exceed the requirements of ISO- CGL Form No. Form CG 00 0104 13, or equivalent, covering CGL on an "occurrence" basis, including property damage, bodily injury and personal & advertising injury. If a general aggregate limit applies, either the general aggregate limit shall apply separately to this project/location (ISO CG 25 03 or 25 04) or the general aggregate limit shall be twice the required occurrence limit. The amount of insurance required 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 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 City will be excess thereto. City's additional insured status will apply with respect to liability and defense of suits arising out of Contractor's acts or omissions. Such insurance will be on an "occurrence," not a "claims made," basis and will not be cancelable or subject to reduction except upon thirty (30) days prior written notice to City, and the notice must include any necessary endorsement to facilitate such notice to City. See below for required endorsement language pertinent to the insurance requirements. Contractor will furnish valid Certificates of Insurance to City evidencing maintenance of the insurance required under this Agreement, a copy of an Additional Insured endorsement confirming City has been given Additional Insured status under the Contractor's General Liability policy, and such other evidence of insurance or copies of policies as may be reasonably required by 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." Insurance endorsements must contain the following language: (i) Additional Insured Endorsement with this language: "The City of El Segundo, its elected and appointed officials, employees, 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) Primaryand 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. Contractor 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 Contractor agree that Contractor will act as an independent contractor and will have control of all work and the manner in which is it performed. Contractor will be free to contract for similar service to be performed for other employers while under contract with City. Contractor 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 Contractor as to the details of doing the work or to exercise a measure of control over the work means that Contractor will follow the direction of the City as to end results of the work only. Agreement No. 7338 15.WAIVER. City's review or acceptance of, or payment for, work product prepared by Contractor 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 Contractor'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. %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. Contractor 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 AI 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. Contractor 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. Unless already required on Page 1 of this Agreement, if Contractor's work involves contact with minors, before conducting any performance of this Agreement, all Contractor's employees, subcontractors, volunteers, or other agents that will perform Contractor's work under this Agreement must submit to and pass a background/fingerprint investigation conducted or approved by City. Contractor affirms and attests that its employees, subcontractors, volunteers, or other agents that will perform Contractor'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. Contractor affirms and agrees that the background and reporting training will be completed before beginning performance under this Agreement. Upon City request, Contractor 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 and 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. Contractor warrants that its signatory (or signatories, as applicable) to this Agreement has the legal authority to enter this Agreement and bind Contractor 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 Contractor for Contractor's services not to exceed a total of $600 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. Contractor affirms and covenants that this Agreement constitutes a "low risk" contract, as described in Section 7 of City Council Resolution No. 4813. 22. EXHIBITS. EXHIBIT "A" — Scope of Work and Biling Details 23. WAIVER/RELEASE. Contractor agrees to the waiver and release terms set forth in Exhibit "B" to this Agreement. Agreement No. 7338 Exhibit "A" Scope of Work/Billing Details Vendor will MC the July 4th event. Vendor will be on stage calling games and making general announcements throughout the day.: Date: July 4, 2025 Time: 10AM — 3PM Rate: $600 Agreement No. 7338 Exhibit "B" Waiver/Liability Release In consideration of my performance as Master of Ceremonies ("MC") at the El Segundo 41h of July Celebration ("41h of July") CONTRACTOR agrees to the following: 1. 1 agree to assume all risks which may be associated with or may result from my MC duties in the 41, of July event, without limitation. 2. In addition, I certify that I have medical insurance to cover the cost of any emergency or other medical care that I may receive for an injury on July 4, 2025. Alternatively, I certify that if I do not have medical insurance, I will be personally responsible for the cost of any emergency or other medical care that I receive that is not covered under applicable workers compensation benefits. 3. Before July 4, 2025, 1 will submit to and pass a background, fingerprint investigation conducted by the City. 4. Based upon this information and understanding (including any additional information or understandings that can be reasonably inferred) I covenant on behalf of myself not to sue the City of El Segundo, its elected and appointed officials, agents, volunteers, and employees ("Releasees"). In addition, I release, waive, and discharge Releasees from all liability to me for any loss or damage, and any claim or demands on account of personal or property injury or because of my death, whether caused by Releasees' negligence or otherwise, while performing my MC duties, 5. 1 agree to indemnify and hold the Releasees harmless from and against any and all claims arising from my MC duties, whether caused by Releasees' negligence or otherwise. I will pay all costs incident to any claim, including, without limitation, attorneys' fees. 6. 1 expressly agree that the foregoing 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. I have read and voluntarily sign this waiver and agreement, and further agree that no oral representations, statements, or inducement apart from the foregoing written agreement were made.