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CONTRACT 4847 Vender Agreement CLOSEDPyro Spectaculars, Inc. P.O. Box 2329 Rialto, CA 92377 Tel: 909-355-8120 :::: Fax: 909-355-9813 PRODUCTION AGREEMENT (Special) City of El Segundo Parks & Recreation Program A, Rev. N 3 July 4, 2015 This agreement ("Agreement") is made this ___day of -n Pyro Spectaculars, Inc., a California __2015--by and between corporation, hereinafter referred to as ("PYRO"), and City Of El Segundo Parks & Recreation, hereinafter referred to as ("CLIENT"), PYRO and CLIENT are sometimes referred to as "Party" or collectively as "Parties" herein, I 1,ji Lntjp_q!tLiL- CLIENT hereby engages PYRO to provide to CLIENT one fireworks production ("Production"), and PYRO accepts such engagernent upon all ofthe pronuses, terms and conditions hereinafter set forth, The Production shall be substantially as outlined in program "A", attached hereto and incorporated herein by this reference PYRU) Dalit s - PYRO shall provide all pyrotechnic equipment, trained pyroteulinicians, shipping, pyrotechnic products, application for specific pyrotechnic peirrifts (the cost ofw1floh, including standby fees, shall be paid by CLIENT) relating to the Production, insurance covering the Production and the other things on its part to be performed as more specifically set ficinfli below in this Agreement and in the Scope of Work ("Scope of Work"), attached hereto, incorporated herein by this reference, and made a part of this Agreement as though set forth fully herein, 1,2 (TIEN'r Dufl eq - CLIENT shall provide to PYRO a suitable site ("Site,") for the Production, security for the Site as set flortli in Paragraph 6 hereof, access to the Sitc, any permission necessary to utilize the Site for the Production, and the other things on its part to be perflermed as more specifically set forth below in this Agreement and in the Scope of Work. All Site arrangements are subiect to PYRO's reasonable approval as to pyrotechnic safety, suitability, and security All other conditions of the Site shall be the responsibility ofCLIENT, including, but not limited to, access, use, control, parking and general safety with respect to the public, CLIENT personnel and other contractors. 1 Time and Place -'Fhe Production shall take place on jn!)A. Zlp l'�, at approximately LL, at !.j 1SS3,Vug±10 a.1mpN1 *)tit Mort L_ Site- -A 3 3.l Fee - CLIENT agrees to pay PYRO a fee of$?jjL0.000 LJSIJ 1TWE'NJI Y-ONE.T11 N I—..—.--) (Tee" 0 _W 01) �IA for the Production A_N__ (A R S CLIENT" shall pay to PYRO $10 0.0 (t US[) (I L I 110I)SANT) FIVE, 11UND D LA RE0 OLRS) OfthC FCC PILLS estimated permit arid standby fees, specified - — - - ------------ — production costs, and other regulatory costs approximated at $Q�L ount to be determined, for a total of.� as a deposit ("Deposit") upon the _QQ,0JR: an am execution of this Agreement by both parties but no later than The balance of the Fee shall be paid no later than CL ENT authorizes PYRO to receive and verify credit and financial intbrination concerning . CLIENT from any agency, person or utility including but not limited to credit reporting agencies The "PRICE FIRM" (late, the date by which the executed Agreement must be delivered to Pyro, is set forth in paragraph 20. 3,2 late cm - In the event that the Fee is not paid in a timely manner, CLIENT will be responsible for the payment of the maximum interest permitted bylaw on the unpaid balance, If litigation arises out of this Agreement, the prevailing party shall be entitled to reasonable costs i ricurred in connection with the litigation, including, but not linured to attorneys' fees. 33 ExtEloses-- PYRO shall pay all normal expenses directly related to the Production including height, insurance as Outlined, pyrotechnic products, pyrotechnic equipment, experienced pyrotechnic personnel to set up and discharge the pyrotechnics and those additional items as outlined as PYRO's responsibility in the Scope of Work. CLIENT shall pay all costs related to the Production not supplied by PYRO including, but not limited to, those items outlined as CLIF-FIT's responsibility in this Agreement and Scope of'Work. T. Pr PYRO represents and warrants that it owns all copyrights, including performance, rights, to this Production, except that PYRO does not own CLIENT-owned material or thiud-party-owned material that has been included in the Production, and as to such CLIENT-owned and third- party- owned material, CLIENT assumes full responsibility therefore CLIENT agrees that PYRO shall retain ownership of, and all copyrights and other rights to, the Production, except that PYRO shall not acquire or retain any ownership or other rights in or to CLIENT-owned material and third-party-owned material and shall not be responsible in any Way ['err such material. If applicable, CLIENT consents to the use of'CLIENT-owned material and represents that it has or Will obtain any permission from appropriate third parties sufficient to authorize public exhibition of any such material in connection with this Production. PYRO reserves the ownership rights in its trade names that are used in or are a product of the Production. Any reproduction by sound, video or other duplication or recording process without the express written permission ofPYRO is prohibited, 5, Safety - PYRO and CLIENT shall each comply with applicable federal, state and local laws and regulations and employ safety programs and measures consistent with recognized applicable industry standards and practices, At all times before and during the Production, it shall be within PYRO's sole discretion to determine whether or not the Production may be safely discharged or continued, except that Fire Department and Police Department officials may determine that the conditions are not safe enough to continue with the Production. It shall not constitute a breach of this Agreement by PYRO for fireworks to rail or malfunction, or for PYRO or fire or police officials to determine that the Production cannot be discharged or continued as a result of any conditions or circumstances affecting safety beyond the reasonable control of PYRO. & See r ity services - CLIENT shall provide adequate security personnel, barricades, and Police Department services as may be necessary to Preclude individuals !2 other than those authorized by PYRO from entering an area to be designated by PYRO as the area for the set-up and discharge of the Production, including a fallout area satisfactory to PYRO where the pyrotechnics may safely rise and any debris may safely fall. PYRO shall have no responsibility for monitoring or controlling CLIENT's other contractors, providers or volunteers; the public; areas to which the public or contractors have access; or any other public or contractor facilities associated with the Production, T Cleanup - PYRO shall be responsible for the removal of all equipment provided by PYRO and clean up of any live pyrotechnic debris made necessary by PYRO, CLIENT shall be responsible for any other clean up which may be required of the Production or set-up, discharge and fallout areas including any environmental clean-kip, ffiNiIIII[am I Pyro Spectaculars, Inc, P.0. Box 2329 Rialto, CA 92377 Tel: 909-355-8120 :::: Fax: 909355-9813 JU % City of El Segundo Parks & Recreation Program A, Rev. ft 3 July 4, 2015 2 o l* 4 S. Peritfli'Lls - PYRO agrees to apply for permits for the firing of pyrotechnics only from the El Segundo Fire Department, FAA, and USCG, if required. CLIENT shall be responsible for any fees associated with these permits including standby fees, CLIENT shall be responsible for obtaining any other necessary permits, paying associated fees, and making other appropriate arrangements for Police Departments, other Fire Departments, road closures, evenl/activily or land use permits or any permission or permit required by any Local, Regional, State or Federal Government, 9 Insurance - PYRO shall at all times during the performance ofservices herein ensure that the following insurance is maintained in connection with PYRO's performance ofthis Agreement: (1) commercial general liability insurance, including products, completed operations, and contractual liability under this Agreement; (2) automobile liability insurance, (3) workers' compensation insurance and employer liability insurance, Such insurance is to protect CLIENT from claims for bodily injury, including death, personal injury, and from claims of property damage, which may mdse from PYRO's performance of this Agreement, only. The types and amounts of coverage shall be as set forth in the Scope of Work. Such insurance shall not include claims which arise from CLIENT's negligence or willful conduct or from failure of` CLIENT to perform its obligations under this Agreement, coverage for which shall be provided by CLIENT, The coverage of these policies shall be subject to reasonable inspection by CLIENT, Certificates of insurance evidencing the required general liability coverage shall be furnished to CLIENT prior to the rendering of services hereunder and shall include that the following are named as additionally insured, CLIENT; Sponsors, Landowners, Barge Owners, if any; and Permitting Authorities, with respect to the operations, of PYRO at [lie Production Pyrotechnic subcontractors or providers, if any, not covered tinder policies of insurance required hereby, shall Secure, maintain and provide their own insurance coverage with respect to their respective operations and services, 10. - PYRO represents and warrants that it is capable of furnishing the necessary experience, personnel, equipment, materials, providers, . . . ....... and expertise to produce the Production in a safe and professional manner, Notwithstanding anything in this Agreement to are contrary, PYRO shall tridurnflify, hold harmless, and defend CLIENT and the additional insureds from and against any and all claims, actions, damages, liabilities and expenses, including but [lot limited to, attorney and other professional fees and Court costs, in connection with the loss of life, personal injury, and/or damage to property, arising from Or out of the Production and the presentation thereof to the extent Such are occasioned by any act or emission or PYRO, their officers, agents, contractors, providers, Or employees, CLIENT shall inderrinify, hold harmless, and defend PYRO from and against any and all claims, actions, damages, liability and expenses, including- but not limited to, attorney and other professional fees and court costs in connection with the loss of life, personal injury, arid/or damage to property, arising from Or Out of the Production and the presentation thereof to the extent such are occasioned by any act or omission of CLIENT, its officers, agents, contractors, providers, or employees. In no event shall either party be liable for the consequential damages ofthe other party, _j)arrul it r:�.jjtt�i I eacts - Fxcept in the case of bodily injury and property damage as provided in the insurance arid " NJft- -ULYJ!!� — indemnification provisions of Paragraphs 9 and 10, above, in the event CLIENT claims that PYRO has breached this Agreement or was otherwise negligent in performing the Production provided for herein, CLIENT shall not be entitled to claim or recover monetary damages from PYRO beyond the amount CLIENT has paid to PYRO under this Agreement, and shall not be entitled to claim or recover any consequential damages from PYRO including, without limitation, damages for loss of income, business or profits, 12. Vriiry Malorr - CLIENT agrees to assume the risks of weather, strike, civil unrest, terrorism, military action, governmental action, and any other causes beyond the control ofPYRO which may prevent the Production from being safely discharged on the scheduled date, which may cause the cancellation of any event for which CLIENT has purchased the Production, or which may affect or damage Such portion of lire exhibits as must be placed and exposed a necessary time before the Production If, for any Such reason, PYRO is not reasonably able to safely discharge the Production on the scheduled date, or it the SChe(]Lllcd firne, or should any event for which CLIE'NT' has Purchased the Production be canceled as a result of such causes, CLIENT may (i) reschedule tile Production and pay PYRO SLICII sums as provided in Paragraph 13, or (ii) cancel the Production and pay PYRO Such sums as provided in Paragraph 14, based upon when the Production is canceled, 11 Ida s.hedulitig (,!f Vvv , - If CLIENT elects to reschedule the Production, PYRO shall be paid the original Fee plus all additional expenses made necessary by rescheduling plus a 15% service fee on such additional expenses Said expenses will be invoiced separately and payment will he due in fall within 5 days of receipt CLIENT and PYRO shall agree upon the rescheduled date taking into consideration availability of'permits, materials, equipment, transportation and labor. The Production shall be rescheduled for a date not more than 90 Days subsequent to the date first set for the Production, The Production shall not be rescheduled to a date, or for an event, that historically has involved a fireworks production. The Production shall not be rescheduled between June 15th and July 15th unless the original date WHS July 4th of that same year, or between December 151h and January 15th unless the original date was December 3 Ist of the earlier year unless PYRO agrees that such rescheduling will not adversely affect normal business operations during those periods. K W �aucel - CLIENT shall have the option to unilaterally cancel the Production prior to the scheduled date If CLIENT exercises this option, &W Lpo ( ...... CLIENT agrees to pay to PYRO, as liquidated damages, the following percentages of the Fee is set forth in Paragraph 3. L 1) 50% if cancellation Occurs 30 to 90 days prior to the scheduled date, 2) 75% if cancellation occurs IS to 29 days prior to the scheduled date, 3) 100% thereafter, In the event CLIENT cancels the Production, it will be impractical or extremely difficult to fix actual amount of PYRO's damages, The foregoing represents a reasonable estimate of the damages PYRO will stiffer if CLIENT' cancels the Production. 15. Nalobil- Ventury - It is agreed, nothing in this Agreement or in PYRO's performance of the Production shall be construed as funning a partnership or joint venture between CLIENT and PYRO, PYRO shall be and is an independent contractor with CLIENT and not an employee of CLIENT, The Parties hereto shall be severally responsible for their own separate debts and obligations and neither Party shall be held responsible for any agreements of obligations not expressly provided for herein, 16, Alip[kILkdo Lim, - This Agreement and the rights and obligations of the Parties hereunder shut I be construed in accordance with the laws, of California, It is further agreed that the Central Judicial District of San Bernardino County, California, shall be proper venue for any such action. In the event that the scope of the Production is reduced by authorities having jurisdiction or by either Party for safety concerns, the full dollar amounts outlined in this Agreement are enforceable, 17 Notices - Any Notice to the Parties permitted or required under this Agreement may be given by mailing Such Notice in the United States Mail, postage prepaid, first class, addressed its follows: PYRO - Pyro Spectaculars, Inc., P,O, Box 2329, Rialto, California, 92377, or for overnight delivery to 3 196 N, Locust Avenue, Rialto, California 92377, CLIENT -CiLy (,�A,902d J-()989, Pyro Spectaculars, Inc. P.O. Box 2329 Rialto, CA 92377 Tel: 909 - 355 -8120 :::: Fax: 909 - 355 -9813 a ?lug City of El Segundo Parks & Recreation Program A, Rev. # 3 July 4, 2015 Pace 3 of 18. MgjJdrm °sgk)q ril'A r jyh — All terms of the Agreement are in writing and may only be modified by written agreement of both Parties hereto. Both Parties acknowledge they have received a copy of said written Agreement and agree to be bound by said terms of written Agreement only. 19. Severability — If there is more than one CLIENT, they shall be jointly and severally responsible to perform CLIENT's obligations under this Agreement. This Agreement shall become effective after it is executed and accepted by CLIENT and after it is executed and accepted by PYRO at PYRO's offices in Rialto, California. This Agreement may be executed in several counterparts, including faxed and emailed copies, each one of which shall be deemed an original against the Party executing same. This Agreement shall be binding upon the Parties hereto and upon their heirs, successors, executors, administrators and assigns. 20. Price Firm —If any changes or alterations are made by CLIENT to this Agreement or if this Agreement is not executed by CLIENT and delivered to PYRO on or before the PRICE FIRM date shown below, then the price, date, and scope of the Production are subject to review and acceptance by PYRO for a period of 15 days following delivery to PYRO of the executed Agreement. In the event it is not accepted by PYRO, PYRO shall give CLIENT written notice, and this Agreement shall be void. PRICE FIRM through May 16, 2015 EXECUTED AGREEMENT MUST BE DELIVERED TO PYRO BY THIS DATE. See PRICE FIRM conditions, paragraph 20, above. EXECUTED as of the date first written above: PYRO SPECTACULARS, INC. 13 4 � .pT James R. Souza President SHOW PRODUCER: Christopher Souza PS V 1 -2e City of El S 9 ndo, R genes °aI ity, By:. m MUk"'7t �/� t' 4 M�r�tn�ai v,a° oily (It: r� t �� ' Allf�t'C')V1`13 AS TO M: FOR MAP, 1 11 %SW)l t� � �1 1 a 14 "1t >i" Assistant 1 atlttt rey Pyro Spectaculars, Inc. P.O. Box 2329 Rialto, CA 92377 � �� ^�� City of0 Segundo Parks & Recreation Program A4 Rev. #3 July 4,20l5 PaXu4o[4 SCOPE OF WORK PYRO SPECTACULARS, INC. ("PYRO") and City of El Segundo Parks & Recreation ("CLIENT") Pyro shall provide the following goods and services WCLIENT: � One yym Spectaculars, Inc, Production nn4u|LL4L2015.at approximately !).-00 1�M.m Sev w All pyrotechnic equipment, truinedpyrnteubuiobmy, shipping, and pyrotechnic product. 10 Application for specific pyrotechnic purmitan:latingWtbuProduodou. 0 Insurance covering the Production nx set forth iu the Agreement with the following limits: Insurance Requirentents Limits $5,000,000.00 Combined Single Limit- Each Occurrence (Bodily Injury & Property Damage) $5.000,000.00 Combined Single Limit- Each Occurrence Autos (Bodily Injury & Property Damage) Statutory Waiver nf Subrogation shall apply EjpqplMp/f,i,abi|�y $1,000.000 Per Occurrence CLIENT shall provide 0oPYR0 the following goods and services: * All oo-xdu labor costs, if any, not provided or pet-formed by PYRO personnel induding, but not limited m, |oou| mdoo requirements, all Site security, Police and Fire Dept, standby personnel. All these uddN000)pummouolundserv|:x: shall hefully insured and the sole responsibility ofCLIENT. * Coordination and any applicable non-pyrotechnic punniUin8 with the |ouo|' state or O:dnro| government that may hold authority within the Production. • Costs of all permits required for the presentation nfthe Production and the event uaowhole. • Provision ofoSafety Zone in accordance with applicable standards and all requirements of the authorities having jurisdiction throughout the entire time that the pyrotechnics are at the Site or the load site (if different) on the date of the Production and.all set-up and load-out dates, including water security to keep unauthorized people, boats, etc. from entering the Safety Zone, m General Services including, but not limited to, Site and audience security, fencing, adequate work light, dumpster accessibility, a secure office for PYRO personnel within the venue, secure parking for PYRO vehicles, access to washrooms, tents, equipment storage, hozmu1 storage, electrical power, fire suppression equipment, access to`puikobuo,necessary uroJmudu1bu8'oto., will ho required oonecessary. PYRO, NOON= E CTACIUMS ,�p =10 ffq of, It avw so 4�00 F OlMm e , I, t e c r a of f., n mrjAm February 11, 2015 City of El Segundo Parks & Recreation Meredith Petit 401 Sheldon St. El Segundo, CA 90245 -0989 Dear Ms. Petit, Pyro Spectaculars, Inc. is happy to provide our pyrotechnic proposal for your Independence Day, July 4, 2015 event. The following proposal outlines your custom designed Program "A" for the amount of $21,000.00. The various fireworks elements provided are prepared to shoot from El Segundo Recreation Park for 20 minutes. Our full service program includes the services of a licensed pyrotechnic operator, specialized crew, an electronic firing system, and safety equipment used for support and protection. The price also includes insurance coverage, sales tax and delivery. To help ensure public safety, we work directly with the local fire authority while we apply for all the necessary fire department and other fireworks related permits. Our winning combination of products, people and production capabilities help produce the safest fireworks entertainment package possible. Your organization will be responsible for payment of all Fire Department permit fees and /or standby firemen fees, if any. The Fire Department may bill you directly for any additional standby fees for inspections. Your organization will also be responsible for providing the display location and all necessary security for the display site. Enclosed you will find a Product Synopsis, Production Agreement for signature and Scope of Work. Please have one copy of this fully executed agreement returned to our office by April 3, 2015 along with your deposit. Please take the time to review this proposal in detail. If you wish to discuss any changes in your program or need more information, please call either myself or your Customer Service Representative Melonee Mares at (909) 355 -8120. Sincerely, PYRO SPECTACULARS, INC. ,o Chr ophef Souz PYRO Show Producer CS /mm Enclosures Pyro Spectaculars, Inc. P.O. Box 2329 • Rialto, CA 92377 • Phone: (909) 355 -8120 or (888) 477 -PYRO • Fax: (909) 355 -9813 I, Proposal Outline Product Synopsis The World of Pyro Spectaculars, Inc. at your Service Commitment from the President Production Agreement and Scope of Work Ali r% Product Synopsis • Pyrotechnic Proposal City of El Segundo Parks & Ftec�reation PROGRAM A — July 4. 2015 $21,000.00 eni L 1 i t o 'tlt' ♦ 2.5" Souza Designer Opening Salutes 25 To,taIIII *,I!'Opeii° flng 25 Main Aeiii °Iallll m0I°°h6IIIIs Ill tt''lt!ty +t'I Qii.Ian ' it 2 ♦ 3" Designer Selections 200 Shots ♦ 4" Souza Designer Selections 180 Shots °Ilksllll oi'INftiri Aeria�ll 'Sihellllls 380 I � o'tenllll i� I IIIC °te'vices eeeri,pl Li0,!2 I3tI�tlll''� ♦ Sousa Platinum Line Custom Multishot Device 400 Shots ♦ Sousa Sapphire Line Custom Multishot Device 100 Shots ♦ Sousa Emerald Line Custom Multishot Device 135 Shots ♦ Sousa Pearl Line Custom Multishot Device 100 Shots t °otall o't "' I'�� 0 �� 't' �� Illh °' „ liii ��,�� Devices "735 Low,,[ eveI IIII�� 0uu��° °° tocl' °� ,�� I��ii'�� Dev'Ic'�'�'�'� sw , 1'' °03 Ilp llp.t „llii9l ♦ .5” Red, White, Blue Roman Candle Batten 450 Shots To°WIII of IIII I eval IIII 2iuucut'c °Illh iiiruuliiie IIII')ovliii °''us 420 Girand 1114 "In4llle De ♦ 2.5" Souza Designer Bombardment Shells 90 ♦ 3" Souza Designer Bombardment Shells 60 ♦ 4" Souza Designer Bombardment Shells 45 Total oft3uu° °snd IIIC " "'IriiiaIe Itt,0 Giiii aiiir' d ° °I ° °o'tallll 11,785 The World of Pyro Spectaculars at your Service! Explosive Enterta'inment For al,l types of events Full Sery ice Product 101, Is Creative Show Design Music and Theme Selection Permit Applications Insurance and Licensing Set up and delivery Value Added rv" In -House Digital Recording Studio State of the Art Equipment 24 hour Support Staff Pyro University Safety and Training Courses Fire Department Liaison Illll iiiii iii III!!I� 'f1 t Sky ConcertsM SOUSATm Fireworks Brand Indoor Stage /Close Proximity Pyro Custom Logos Propane Effects Cryogenics Confetti and Streamers Co��iisultation Services Pyro- Program Development Display Site Surveys Innovative Product Development Safety Analysis ITA Our Commitment FROM THE DESK OOFF, JIti ," 5- _ d_ PRESIDENT AND CEO ° At the heart of every Pyro Spectaculars, Inc. show there is a five generation heritage of the Souza Family. We have been committed to the highest standards of safety, showmanship, and satisfaction for each of our customers. Your audience expects the best from you... and I am pleased to offer my personal commitment to ensure that they will be thrilled with your fireworks show... and that you will never have to "worry" about any aspect of our business, professional, pyrotechnic, or performance relationship. Along with the finest fireworks team in the industry, I pledge to you my personal support. Pyro Spectaculars is local, safe, cost - effective, creative, resourceful... the right choice for your fireworks show. I am personally committed to ensuring that our local experience of excellence for over one hundred years will give you the finest show possible at any price. You deserve the "Pyro Spec Experience!" Thank you. We look forward to serving you... with Pride! �Z� R. ;V74