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CONTRACT 7537 OtherAgreement No. 7537 EVENT SPONSORSHIP AGREEMENT Los Angeles Times Communications LLC THIS EVENT SPONSORSHIP AGREEMENT, dated February 5, 2026, is entered into by and between Los Angeles Times Communications LLC, a Delaware limited liability company ("Owner"), and City of El Segundo WHEREAS, Owner produces the LA Times Studios — 2026 Aerospace & Defense Forum (the "'Event") to be held on Friday, May 15, 2026 at NantStudlos in El Segundo, California. The event will be hosted from 9am to 5pm, Exact schedule will be determined in the days ahead. WHEREAS, Sponsor desires to purchase and Owner desires to provide to Sponsor certain advertising, marketing and promotional elements related to Sponsor's sponsorship of the Event. NOW, THEREFORE, in consideration of the terms, covenants and conditions herein contained, the parties agree as follows: A . . .... TERMIRENLWALL. Sponsor shall have the first right of consideration to renew its sponsorship for next year's Event pursuant to a subsequent written agreement on mutually agreeable terms within thirty (30) days after the end of the Event or by December 31, 2026. 1. Owner will name City of El Segundo one of the Gold Sponsors of the Event during the Term of this Agreement. 2. Owner will provide Sponsor with a non -transferable license during the Term of this Agreement to use the full name and logo of the Event in connection with the advertising and promotion of its products on a worldwide basis and in all media, subject always to the approval provisions set forth in this Agreement- All advertising and promotional uses of Own,er's, Trademarks are subject to the prior approval of Owner, which will not be unreasonably withheld. 3. Owner agrees to provide City of El Segundo with the following benefits contained within the Gold Sponsorship Benefits for 2026 Aerospace & Defense Forum • Recognition as Gold Sponsor during opening and closing remarks * Panel speaking opportunity * Logo across all promotional assets (listed as Gold Sponsor) * 5 Event Tickets Agreement No. 7537 1. As consideration for the Sponsorship Benefits. Sponsor ogneno to pay o fee in the amount of $7,500 (the "Sponsorship Fee") 30 days prior to each event date, payable to Owner at the following address: Attention: Anna N4agzanyon Los Angeles Times P.O.Box 74O8GO Los Angeles, CAB0074'O86U Z and display the Sponsor's Trademarks, only for the Term of this Agreement and only for the purposes described herein', provided, however, no such use or advertising will be affected unless in compliance with Sponsor's brand identification. All use of Sponsor's Trademarks must be approved prior to inclusion by Owner, approval not to be unreasonably withheld. If Sponsor does not approve or deny approval within two business days of Owner's request, the use shall be deemed approved. 3 following days prior to the Event, Sponsor will provide Owner a full activation description, including visual rendering of the proposed activation, visual rendering of attire to be worn by Sponsor's staff, including any specific wording or messaging on that attire, and any planned sampling and/or saies to be conducted directly from Sponsor's activation footprint, as allowed by the opportunity -specific guidelines below; and (b) all aspects of Sponsor's activation, including product sales and/or sampling, shall not be authorized until (j) approved in wr[t[ng by Owner and (H) in the case of sampling of food and/or beverage at the Event, approved in writing by the Venue (Owner will request such approval from Venue on Sponsor's behalf). 4. Sponsor and its activation team must be present for the entire duration of the Event, during official opening hours. Noactivations may beleft unattended during the Event. G. Sponsor will ohona with the Owner any and all lead generation nyou|to collected by Sponsor within 3Odays after the end nfthe Event. G. Sponsor will be responsible for any and all costs incurred to promote its presence at the Event, including mtoMing, booNh, mi0nage or on -site activations not previously outlined or promotions through any additional advertising outside ofthe agreed print schedule, ifany, included inthis Agreement. 7. Sponsor will be responsible for costs incurred for set-up, teandnvvn and operation of8ponanr'm promotional space mtthe Event. 8. Sponsor will abide by the deadlines set forth in Section D (Schedule and Ommdhnmo) be/ovxand agrees that missed deadlines may result in the loss of certain Sponsorship Benefits. A. Sponsor will procure and de|ivn[ at its oxpenso, all promotional material that Sponsor will display under the terms of this Agreement throughout the promotional period. 10. Sponsor will maintain its promotional space at the Event in an attractive manner throughout the Agreement No. 7537 WIPPM r wr r �• Due at Contract Signing: City of El Segundo Friday, May 15, 2026 - Aerospace & Defense Forum - (In -Person Event) Sponsor understands and agrees that Sponsor's failure to adhere to any deadlines set forth in this Agreement may result in forfeiture of related Sponsorship Benefits. E. TERMS AND CONDITIONS. This Event Sponsorship Agreement, together with the AgreementTerms and Conditions attached as Exhibit A hereto and incorporated herein by this reference (the "Terms"), constitutes the entire agreement between the parties with respect to the subject matter hereof and supersedes any prior or contemporaneous agreements or understandings whether written or oral. All references to the term "Agreement" mean this Event Sponsorship Agreement and the Terms. Capitalized terms used but not defined in this Event Sponsorship Agreement have the respective meanings set forth in the Terms. This Agreement may be amended only by a writing signed by both parties. The following individuals are authorized by Sponsor to make all decisions regarding exhibitor space and advertising. Owner Contacts: Name: Helya Askari Company: LA Times Studios Title: Vice President Emaiil:helya.askari@latimes.com Phone: 310-295-8900 Address: 2300 East Imperial Highway El Segundo, CA 90245 Sponsor Contacts: Name: Cristina Reveles Organization: City of El Segundo Title: Sr. Management Analyst (Economic Development) Email: creveles elseaundo.ora Phone: 310.524.2372 Address: 350 Main Street El Segundo CA 90245 Agreement No. 7537 [signature page Follows] Agreement No. 7537 IN WITNESS WHEREOF, the parties hereto have executed this Agreement as of the date set forth above. Owner: LA Times Studios By: N l f Title: President Date: OR By: Name: Hel a Asari_ Title: Vice President — Business Gro= Date: 2124126 Sponsor: Title: Date: 2 .� f, , r L15M it UeTK City of El Segundo A IO1F AS TO FORM: CITY ATTORNF �rs� ilanapt Agreement No. 7537 EXHIBIT A AGREEMENT TERMS AND CONDITIONS 1. 1 dvertising 1erms and Cg riai ions. In the event Sponsor is placing advertising with Owner as part of this Agreement, Sponsor understands that placement of such advertising shall be subject to Owner's Advertising Terms and Conditions. In the event Owner is providing advertising content creation or digital marketing services to Sponsor as part of this Agreement, Sponsor understands that such services shall be subject to Owner's Terms and Conditions for Content Creation and Digital Services. In addition, LA Times' Paid Post Guidelines shall apply to any branded content advertising. Sponsor acknowledges that Sponsor has reviewed the foregoing and understands and agrees that they are incorporated in full in this Agreement. For ease of reference, the Advertising Terms and Conditions and Content Creation and Digital Services Terms and Conditions are available at https://www.latimes.comlad-terms. 2. ,P . It is understood and agreed by the parties that this Agreement is with the marketing department of Owner and shall in no way influence Owner's decisions regarding editorial coverage nor shall it be interpreted as placing any obligations whatsoever on Owner's editorial department, 3. Trademarks. (a) Soonsor's. Sponsor's trademarks, product identifications, artwork and other symbols and devices associated with Sponsor and Sponsor's products ("Sponsor's Trademarks") are and shall remain Sponsor's property, and Sponsor shall take all steps reasonably necessary to protect such Sponsor's Trademarks. Owner's right to use Sponsor's Trademarks hereunder shall be non -assignable and non -transferable. All uses by Owner of Sponsor's Trademarks shall inure solely to the benefit of Sponsor. (b) Owner's. Owner's trademarks, designs, artwork and other symbols and devices associated with Owner and the Event ("Owner's Trademarks") are and shall remain Owner's property, and Owner shall take all steps reasonably necessary to protect Owner's Trademarks. Sponsor's right to use Owner's Trademarks hereunder shall be non -assignable and non -transferable. All uses by Sponsor of Owner's Trademarks shall insure solely to the benefit of Owner, 4. Bgeorgsentalions, Warranties gnd Covenintsqf thp P digs. (a) Qzwpar's Warrantial. Owner represents and warrants that: (i) it has the full right and legal authority to enter into and fully perform this Agreement in accordance with its terms without violating the rights of any other person; (ii) Owner's Trademarks do not infringe the trademarks or trade names or other rights of any other person; (iii) it has all government licenses, permits or other authorizations necessary to conduct the Event as contemplated in this Agreement; and (iv) it will comply with all applicable laws, regulations and ordinances pertaining to the promotion and conduct of the Event and the use of any data regarding Event participants. In the event that Sponsor is an alcohol beverage producer or brand owner, Owner represents and warrants that it neither owns nor has any interest in any alcohol beverage retail licensee. (b) . Sponsor represents and warrants that: (i) it has the full right and legal authority to enter into and fully perform this Agreement in accordance with its terms without violating the rights of any other person; (id) Sponsor's Trademarks do not infringe the trademarks or trade names or other rights of any other person; (iii) it has all government licenses, permits or other authorizations necessary to conduct its business and perform its obligations under this Agreement; (iv) all products furnished by Sponsor, if any, shall be of high quality and shall be free from product defects and shall be merchantable and suited for their intended purposes; and (v) it will comply with all applicable laws, regulations and ordinances pertaining to the promotion and conduct of the Event and the use of any data regarding Event participants, including any applicable laws, regulations and ordinances pertaining to the advertising, promotion and display of alcoholic beverages. 5. Except as provided for in this Agreement, Owner shall be responsible for all duties and liabilities in connection with organizing and producing activities at the Event. (a) Each party shall obtain and maintain at its own expense, during the Term of this Agreement and for a period of two years following the Event, (aa) statutory workers' compensation coverage in compliance with minimum statutory requirements; (bb) employer's liability insurance with a minimum limit of $1,000,000 each accident; (cc) business automobile liability insurance including coverage for all owned, non -owned and hired vehicles with a minimum combined single limit of $1,000,000 each accident, if the named insured is displaying or using vehicles at the Event or the Venue; (dd) professional liability errors and omissions insurance with a minimum limit of $1,000,000 each claim to cover each party's own activities, including infringement of copyright, title, slogan, trademark, trade name, trade dress, mark, service mark or service name, invasion, infringement or interference with rights of privacy or publicity and defamation, including but not limited to claims of libel, slander and product disparagement, if the named insured party's performance at the Event or Venue involves the creation of creative elements; (ee) cyber liability and/or network security and privacy liability errors and omissions insurance with a minimum limit of $2,000,000 each claim, if the named insured party's performance under this Agreement involves the collection, storage or use of personal information; and (ff) a Commercial General Liability insurance policy written on an occurrence basis on ISO policy form CG 00 01 12 07 or any later form providing substantially equivalent or broader coverage, and including additional insured endorsements CG 20 10 07 04 and CG 20 27 07 04 with a minimum limit of $1,000,000 each occurrence and $2,000,000 general aggregate, which policy shall (i) specifically cover such parry's contractually assumed liabilities, (ii) provide product and completed operations liability protection, (hi) provide independent contractor coverage, (iv) provide personal and advertising liability coverage, (iv) provide liquor liability coverage if the named insured party is providing or serving alcohol, (v) include the other party and its parent, owners, partners, subsidiaries, affiliates, agents, successors and assigns as now exist Agreement No. 7537 or are hereafter constituted, and all of their employees, directors, officers, shareholders, members, managers and representatives an additional insureds by endorsement, and (vi) specify that such coverage is prirriary and non-contributory to any other insurance available to the other party„ for the acts or omissions of the named 'ensured party or others acting on behalf of the named insured party. All required insurance policies„ except professional liability terrors and ontissions, shall be endorsed to waive rights of subrogation against the other parry and its parent. owners, partners, subsidiaries„ affiliates„ agent's, successors and assigns as now exist or are hereafter consfituted, and all of their employees„ directors, officers, shareholders, members, managers and representatives, for the acts or omissions of the named insured party or others acting on behalf of the named insured 'party, Such inSUranCe shall be in a form reasonably acceptable to the other party and shall have an A.M. Best rating of no less than A»'V'tl, mast be licensed to do' business in the state where the Event will be held, and shall require the insurer to give the other party at least thirty (30) days" prior written notice of any reduction in coverage or cancellation. Sponsor must enter into written agreements with each subcontractor or vendor used by Sponsor for purposes of this Agreement, with each agreement requiring such subcontractors and vendors to obtain and maintain insurance meeting the requirements of this Agreement, If any subcontractors or vendors are unable to meet the insurance requirements of this Agreement, Sponsor shall be responsible for ensuring that each of such subcontractors or vendors are insured under insurance policies carried by Sponsor as required herein. Certificates of insurance including additional insured and waiver of subrogation endorsements evidencing Sponsor's and Sponsor's subcontractors' and vendors' compliance with the insurance requirements herein must be provided to Owner prior to implementation of this Agreement, and up -on renewal of each insurance policy. The minimum limits of required insurance will in no event limit the liability or indemnity obligations of Owner or Sponsor under this Agreement. (b) Owner will indemnify„ defend and hold Sponsor and Sponsor's affiliates, and its and their respective directors, officers, agents and employees harmless from and against any and all liiabilftles claims suits, damages, judgments, costs ,and expenses, including reasonable of ameys, fees ("Claims") artsing out of or in connection with (j) the inaccurary of any warranty or representation made by Owner or any failure by Owner to perform any of the agreements, terms covenants or conditions of this Agreement to be performed by Owner; (ii) Owners acts or omissions at the Event or related to the Event, or the acts or omissions of others acting on behalf of Owner' (iii) the use of Owners Trademarks in the manner provided for hereunder; and (iv) any negligence or willful misconduct of Owner's officers, directors, representatives, agents or employees at or in connection with the Event. (c) Sponsor will indemnify, defend and hold Owner and Owner's affiliates, as now exist or are hereafter constituted, avid its and their respective directors, officers, agents and employees harmless from and against any and all Claims arising out of or in connection with (i) the inaccuracy of any tivarwanty or representation made by Sponsor or any failure by Sponsor to perform any of the agreements, terms, covenants or conditions of this Agreement to be performed by Sponsor„ (it) Sponsor°s acts or omissions at the Event or related to the Event or the acts or ornissjons of oViers acting on behalf of Sponsor; (W) the use of Sponsors. Trademarks in the manner provided for hereunder; ,and (iv) any negligence or willful misconduct of Sponsor's officers, directors, representatives, agents or employees at or in connection with the Event. (d) An indemnified party will promptly notify the indemnifying party of the existence of any claim, demand or action giving rise to a claim for indemnification under this Agreement and will give the indemnifying party a reasonable opportunity to defend the same using counsel of the indemnifying party's choice and at the indemnifying party's expense. (a) The indemnification provisions of this paragraph shall survive the termination or expiration, for whatever reason, of this Agreement. Terminatuon. (a) Without ;prejudice to any other right or remedy available to Owner at law or in equity, Owner may terminate tHs Agreement immediately by delivery of notice to Sponsor at any time if any of the f'ollowii'ig events o�ccuc (i) Sponsor faits to pay or delays payment (in the event of such termination, Sponsor shall pay Owner for all advertising and sponsorship elements used by Sponsor and other benefits received by Sponsor under this Agreement at the actual rate earned„ as determined in accordance with the rate structure set forth in the applicable Owner retail display advertising rate card and other price or value information published by Owner); (ii) Sponsor fails to comply in any respect with any and all trademark provisions in the Agreement and fails to cure the same within seven (7) days of receipt of notice: of such failure, (iii) Sponsor (1) makes art assignment for the benefit of creditors, () is adjudicated bankrupt, (3) files a volunlary petition in bankruptcy or a voluntary petition or an answer seeking reorganization, arrangement, readjustment of its debts or for any other relief under' gMlle 11 of the United States Code or any successor or other federal or state insolvency law ("Bankruptcy Law"), (a) has filed against it an involuntary petition in bankruptcy or seeking reorgani afion, arrangement, readjustment of its debts or for any other relief under any Bankruptcy Law, which petition Is not discharged within thirty (;30) days or (5) applies for or permits the appointment of a receiver or trustee for its assets; (lv)! Sponsor fails to perform under any provision of the Agreement and fails to cure such default within thirty (aft) days of receipt of written notice of such default from Owner; or (v) any of the representations or warranties made by Sponsor in the Agreement is untrue or inaccurate in any material respect or (vi) Sponsor acts in any manner that damages Owner's reputation or injures Owner's relationship with other businesses or individuals. (b) 'Wrtlthout prejudice to any other right or remedy available to Sponsor at law or in equity, Sponsor May terminate this Agreement immediately by delivery of notice to Owner at any time if any of the following events shall) occur: (i), Owner fails to comply in any respect with any and all trademark provisions in the Agreement and fails to cure the same within severe (7) days of receipt of notice of such failure, (ii) any of the events described in subparagraph fa'(a)(iii) above occurs with respect to Owner; ¢;ire) Owner fails to perform under any provision of the Agreement and fouls to cure such default within thirty (30) days of receipt of written notice of such default from Sponsor; or (iv) any of the representations or warranties made by Owner in the Agreement is untrue or inaccurate in any material respect. Agreement No. 7537 7. Carncellati n and Force fete eure. (a) If the Event is fully or partiaily cancelled, Owner and Sponsor shall negotiate in good faith (i) a refund corresponding to the value of the rights or benefits not provided to Sponsor as reasonably and equitably determined by the parties so long as Sponsor has paid all or part of the Sponsorship Fete or provided other value to Owner pursuant to Sections S(1) or (2) of the Event. Sponsorship Agreement„ and/or (ii) a payment by Sponsor to Owner for any and all benefits received by Sponsor with respect to advertising and./or sponsorship elements described under this Agreement prior to such event cancellation, (b) If any obligations (other than payment obligations) of a party pursuant to the terms and conditions of this Agreement are not fulfilled, in whole or in pat, due to any act of Gad or farce majeure, extraordinary action of the elements, riots, strikes, weather, hood„ titre, war and acts of government, labor dispute„ disease, epidemic, or pandemic (including, without limitation, the COVID-19 pandemic), or similar causes beyond the control of such party (each, a 'Force Majeure Event")„ there such party shall be excused from such obligation for the duration of the Force Majeure Event. 8, Assigp_ment, Neither party hereto may assign or transfer this Agreement or any interest herein (including, but not limited to, rights .and duties of performance), nor shalt the same be assignable by operation of law, without the prior written consent of the other party, which consent may not be unreasonably, withheld, However, Owner may assign its rights and obligations under this Agreement to any present or future affiliate, subsidiary or business unit of Owner. 9. Severabiltt . Should any court of competent jurisdiction find any provision of this Agreement to be unenforceable or invalid, then such provision shall be ineffective to the extent of the court"s finding without affecting the enforceability or validity of this Agreement's remaining provisions. 10. Confiderritiali'ly, The parties will hold the terms and conditions of this Agreement in strict confidence, especially as it relates to the Sponsorship Fee paid by the Sponsor, and no party will, without the prior written consent of the other party, disclose any of such terms and conditions to any other person or entity except as may be necessary in order for such party to enforce its rights hereunder or as may be required by applicable law. 11. t2overninit La.w. The validity, interpretation and construction of this Agreement, and all other matters related to this Agreement, shall be interpreted and governed by the laws of the State of California, without regard to the conflicts of law provisions thereof or of any other jurisdiction. 12. Headinos. The headings used herein are for convenience purposes only and shall not be used to construe the meaning of this Agreement in any respect, 13. . The parties hereto are independent contractors, and nothing in this Agreement shall be deemed or construed to create, or have been intended to create, a partnership, joint venture, employment or agency relationship between the parties hereto. 14. j nt'np Notices shall be made by registered mail or overnight delivery (i.e., Federal Express) and shall be effective only upon receipt by the individuals listed in Section E of the Event Sponsorship Agreement. To be effective, notice to Owner must also be received by the General Counsel at the same address. 15. No Waiver. No waiver of any breach of any provision shall be deemed to be waiver of any preceding or succeeding breach of the same or any other provision.