16-0517_GUADAGNO & SONS_Agenda Report_F185t17t2016
TO:
FROM
PREPARED BY
DATE:
SUBJECT
F18
City of San Juan Capistrano
Agenda Report
Honorable Mayor and Members of City Council
.Æ^S iegel, City Manager
Dori Budde, Community Services Director þr^y^ þf pb
May 17,2016
Consideration of a Professional Services Agreement for the
Fireworks Displays of the 2016, 2017 and 2018 Fourth of July
Celebrations (Garden State Fireworks, lnc.); and a Professional
Services Agreement for a Three Day Carnival as an Extension of
the City's Annual Fourth of July Celebration (Guadagno & Sons
Amusements)
RECOMMENDATION:
By motion,
1. Approve a Professional Services Agreement with Garden State Fireworks, lnc. in
the amount of $30,000 annually for the Fireworks Displays of the 2016,2017 and
2018 Fourth of July Celebrations; and,
2. Approve a Professional Services Agreement with Guadagno & Sons
Amusements to provide a three (3) day carnival, July 2, 3 & 4, 2016, at the
San Juan Capistrano Sports Park; and,
3. Authorize the City Manager to execute the agreements.
EXECUTIVE SUMMARY:
Staff conducted a Request for Proposals (RFP) and is recommending a three (3) year
Professional Services Agreement (PSA) with Garden State Fireworks, lnc., in the
amount of $30,000 annually, for the 2016, 2017, and 2018 Fourth of July celebration
fireworks displays. Staff is also recommending the approval of a Professional PSA with
Guadagno & Sons Amusements to manage and operate a three (3) day, full-scale
carnival with mechanical rides, games and other attractions, at no cost to the City.
City Council Agenda Report
May 17 , 2016
Paoe 2 of 4
DISCUSSION/ANALYSIS
The 2016 Fourth of July Celebration event will be held on Monday, July 4, from 3:00
p.m. to g:30 p.m., at the San Juan Capistrano Sports Park. The proposed festivities
include live siage entertainment, carnival rides, games, food vendors, and a fireworks
display. The cainival is scheduled to begin on Saturday, July ?, *it! operating hours of
12'.00 p m -10:00 p.m., Sunday, July 3 with operating hours of 12:00 p.m. - 10:00 p.m',
and conclude on Monday, July 4, with operating hours of 12:00 p.m.-10:30 p.m. All ride
attractions will pause at 8:45 p.m. during the fireworks display, and resume at 9:30 p.m.
Removal of all equipment, including rides, trailer and trucks, is scheduled to commence
on Tuesday, July 5 after 9:00 a.m., and be completed by 7:00 p.m. on Wednesday,
July 6.
On February 23,2016, staff sent a RFP to five (5) recognized fireworks companies,
Exposhows, lnc., Fireworks & Stage FX America, lnc., Garden State Fireworks Inc.,
Pyro Spectacular, lnc., and Zambelli Fireworks for an electronically fired aerial fireworks
display to be choreographed with synchronized music. The City received three (3)
competitive proposals offering a variety of pyrotechnic devices, which are summarized
below.
The City has experience working with Garden State Fireworks, lnc. The company
successiully conducted the City's Fourth of July fireworks shows in both 2014 and 2015.
ln addition, Garden State Fireworks, lnc. demonstrated a focus on quality and their staff
was knowledgeable and professional. Based on price/value, work on City previous
fireworks shows, and references from previous clients, staff is recommending Garden
State Fireworks, lnc. The Scope of Work (Attachment 1) will be performed forthe 2016,
2017 and 2O1B Fourth of July celebrations at a cost of $30,000 each year.
Additionally, staff contacted four (4) carnival service providers that service Orange
County: Christiansen Amusements, Carnival Services, Candyland Amusements and
Guadagno & Sons Amusements. Three (3) of the companies were either unable to
provide a comparable carnival to the City's 2015 carnival or were not available for the
requested dates. Only Guadagno & Sons Amusements was available and able to
provide a comparable carnival.
Municipal Code Section 3-4.306 provides the Request for Proposals or Request for
Quotes (RFP/RFQ) process to be bypassed when only one known service is available,
or when extenuating circumstances would make the formal RFP/RFQ process not the
most cost effective approach. Therefore, Guadagno & Sons Amusements is the
recommended vendor for the proposed three (3) day carnival for the 2016 Fourth of July
event (Attachment2). The carnival will be operated at no cost to the City. The City will
also receive revenue sharing from the event, as described below.
Fireworks Company Price for the 4th of July
Display
Total Fireworks
Garden State Fireworks $30,000 2,542
Fireworks & Stage FX. lnc $29,800 1,171
Pyro Spectaculars, lnc.$30,000 2,298
City Council Agenda Report
May 17,2016
Paoe 3 of 4
FISCAL IMPACT:
Garden State Fireworks, lnc. proposed a fee of $30,000 per show. For the 2016 show,
a payment of $15,000 will be made from the current Fiscal Year 2015-2016 budget prior
to'the Fourth of July celebration event. The remaining balance of $15,000 will be paid
from the Fiscal Year 2016-2017 budget after completion of the event.
Guadagno & Sons anticipates that the gross revenue will total $65,000 for the three day
event aid has agreed to pay the City 20o/o of the cash and credit card sales made at the
event up to the first $30,000, and 25% of the ride gross thereafter. The City expects to
receive between $'15,000 - $18,000 based on last year's event and similar carnivals in
surrounding cities.
NMENTAL IMP
The City's Environmental Administrator completed a preliminary review of the project in
accordance with Section 15061 of the California Environmental Quality Act (CEOA)
Guidelines. Based on that review, the Environmental Administrator has determined that
the project is categorically exempt under Section 15304, Class 4, (e) - minor temporary
use of iand having negligible or no permanent effects on the environment. A Notice of
Exemption (NOE) will be posted should the requested action receive final approval.
ION/COMMI RD REVIEW ENDATION
At the April 18,2016, Parks, Recreation, Senior and Youth Services Commission
Meeting, the Commission recommended to the City Council to approve a PSA
with Garden State Fireworks, lnc. for the Aerial Fireworks Displays of the 2016,
2017 and 2018 4th of July Celebrations and a PSA with Guadagno & Sons
Amusements for the 2016 event.
a
NCIL REVIEW MENDATION
Not applicable.
NOTIFICATION
Staff distributed an event notification letter for residents and owners within a radius of
1,000 ft. of the Sports Park (Attachment 3).
Chris Santore
Garden State Fireworks, lnc.
Anthony Guadagno
Guadagno & Sons Amusements (G & S Shows)
Garden State Fireworks, Inc.
CITY OF SAN JUAN CAPISTRANO
PROFESSIONAL SERVICES AGREBMENT
This Agreement is made and entered into as of May 17,2016 by and between the City of
San Juan Capistrano, a municipal corporation organized and operating under the laws of the
State of California with its principal place of business at 32400 Paseo Adelanto, San Juan
Capistrano, CA 92675 ("City"), and Garden State Fireworks, lnc., a SOLE PROPRIETORSHIP
with its principal place of business at 383 Carlton Road, Millington, NJ 07946 (hereinafter
referred to as "Contractor"). City and Contractor are sometimes individually referred to as
'Party" and collectively as "Parties" in this Agreement.
RECITALS
A. City is a public agency of the State of California and is in need of professional
services for the following project:
2U6,2A17 and 2018 Aerial Fireworks Display (hereinafter referred to as "the Project").
B
services.
Contractor is duly licensed and has the necessary qualifications to provide such
C. The Parties desire by this Agreement to establish the terms for City to retain
Contractor to provide the services described herein.
AGREEMENT
NOW, THEREFORE, IT IS AGREED AS FOLLOWS:
1. Services
Contractor shall provide the City with the services described in the Scope of
Services attached hereto as Exhíbit "A."
2. Compensation.
a. Subject to paragraph 2(b) below, the City shall pay for such services in
accordance with the Schedule of Charges set forth in Exhibit "8."
b. City agrees to pay Contractor the services fee hereunder, which shall not
exceed $30,000, per event per year as set forth in Exhíbit "A," for the aerial fireworks display.
City shall pay to Contractor $15,000 of the aerial fireworks display fee as a deposit for each
event no laterthan May 31 ,2016, May 31 ,2017 and May 31,2018. The remaining balance of
$15,000 of the aerial fireworks display fee shall be paid by the City no later than July 15, 2016,
July 14, 2O17 and July 1 3, 2018.
ATTACHMENT 11
3. AdditionalWork.
lf changes in the work seem merited by Contractor or the City, and informal
consultations with the other party indicate that a change is warranted, it shall be processed in
the following manner: a letter outlining the changes shall be forwarded to the City by Contractor
with a statement of estimated changes in fee or tíme schedule. An amendment to this
Agreement shall be prepared by the City and executed by both Parties before performance of
such services, or the City will not be required to pay for the changes in the scope of work. Such
amendment shall not render ineffective or invalidate unaffected portions of this Agreement.
4. Maintenance of Records
Books, documents, papers, accounting records, and other evidence pertaining to costs
incurred shall be maintained by Contractor and made available at all reasonable times during
the contract period and for four (4) years from the date of final payment under the contract for
inspection by City.
5. Time of Performance.
Contractor shall perform its services in a prompt and timely manner and shall commence
performance upon receipt of written notice from the Gity to proceed ("Notice to Proceed").
Contractor shall provide an aerial fireworks display on Monday, July 4, 2016, Tuesday, July 4,
2017 and Wednesday, July 4, 2018.
6. Delavs in Performance
a. Neither City nor Contractor shall be considered in default of this Agreement for
delays in performance caused by circumstances beyond the reasonable control of the non-
performing party. For purposes of this Agreement, such circumstances include but are not
limited to, abnormal weather conditions; floods; earthquakes; fire; epidemics; war; riots and
other civil disturbances; strikes, lockouts, work slowdowns, and other labor disturbances;
sabotage or judicial restraint.
b. Should such círcumstances occur, the non-performing party shall, within a
reasonable time of being prevented from performing, give written notice to the other party
describing the circumstances preventing continued performance and the efforts being made to
resume performance of this Agreement.
7. Compliance with Law.
a. Contractor shall comply with all applicable laws, ordinances, codes and
regulations of the federal, state and local government, including Ca|/OSHA requirements.
b. lf required, Contractor shall assist the City, as requested, in obtaining and
maintaining all permits required of Contractor by federal, state and local regulatory agencies.
c. lf applicable, Contractor is responsible for all costs of clean up and/ or removal of
hazardous and toxic substances spilled as a result of his or her services or operations
performed under this Agreement.
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8. Standard of Care
Contractor's services will be performed in accordance with generally accepted
professional practices and principles and in a manner consistent with the level of care and skill
ordinarily exercised by members of the profession currently practicing under similar condítions.
9. Assiqnment and Subcontractor
Contractor shall not assign, sublet, or transfer this Agreement or any rights under or
interest in this Agreement without the written consent of the City, which may be withheld for any
reason. Any attempt to so assign or so transfer without such consent shall be void and without
legal effect and shall constitute grounds for termination. Subcontracts, if any, shall contain a
provision making them subject to all provisions stipulated in this Agreement. Nothing contained
herein shall prevent Contractor from employing independent associates, and subcontractors as
Contractor may deem appropriate to assist in the performance of services hereunder.
10. lndependentContractor
Gontractor is retaíned as an independent contractor and is not an employee of City. No
employee or agent of Contractor shall become an employee of City. The work to be performed
shall be in accordance with the work described in this Agreement, subject to such directions and
amendments from City as herein provided.
11. lnsurance. Contractor shall not commence work for the City until it has provided
evidence satisfactory to the City ít has secured all insurance required under this section. ln
addition, Contractor shall not allow any subcontractor to commence work on any subcontract
until it has secured all insurance required under this section.
a.Commereial General Liabilitv
(i) The Contractor shall take out and maintain, duríng the
performance of all work under this Agreement, in amounts not less than specífied herein,
Commercial General Liability lnsurance, in a form and with insurance companies acceptable to
the City.
(ii) Coverage for Commercial General Liability insurance shall be at
least as broad as the following:
(1) lnsurance Services Office CommercÍal General Liability
coverage (Occurrence Form CG 00 01) or exact equivalent.
(i¡i) Commercial General Liability lnsurance must include coverage
for the following:
Bodily lnjury and Property Damage
Personal I njury/Advertising lnjury
PremiseslOperations Liability
Products/Completed Operations Liability
Aggregate Límits that Apply per Project
Explosion, Collapse and Underground (UCX) exclusion
deleted
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(7) Contractual Liability with respect to this Contract(8) Broad Form Property Damage(9) lndependentContractorsCoverage
(iv) The policy shall contain no endorsements or provisions limiting
coverage for (1) contractual liability; (2) cross liabillty exclusion for claims or suits by one
insured against another; (3) products/completed operations liability; or (4) contain any other
exclusion contrary to the Agreement.
(v) The policy shall give City, its officials, officers, employees,
agents and City designated volunteers additional insured status using ISO endorsement forms
CG 20 10 10 01 and 20 37 10 01, or endorsements providing the exact same coverage.
(vi) The general liability program may utilize either deductibles or
provide coverage excess of a self-insured retention, subject to written approval by the City, and
provided that such deductibles shall not apply to the City as an additional insured.
b. Automobile Liabilitv
(i) At all times during the performance of the work under this
Agreement, the Contractor shall maintain Automobile Liability lnsurance for bodily injury and
property damage including coverage for owned, non-owned and hired vehicles, in a form and
with insurance companies acceptable to the City.
(ii) Coverage for automobile liability insurance shall be-at least as
broad as lnsurance Services Office Form Number CA 00 01 covering automobile líability
(Coverage Symbol 1, any auto).
(iii) The policy shall give City, its officials, officers, employees, agents
and City designated volunteers additional insured status.
(iv) Subject to written approval by the City, the automobile liability
program may utilize deductibles, provided that such deductibles shall not apply to the City as an
additional insured, but not a self-insured retention.
c. Workers'Comoensation/Emplover's Liabilitv
(¡) Contractor certifies that he/she is aware of the provisions of
Section 3700 of the California Labor Code which requires every employer to be insured against
liability for workers' compensation or to undertake self-insurance in accordance with the
provisions of that code, and he/she will comply with such provisions before commencing work
under this Agreement.
(ii) To the extent Contractor has employees at any time during the
term of this Agreement, at all times during the performance of the work under thís Agreement,
the Contractor shall maintain full compensation insurance for all persons employed directly by
him/her to carry out the work contemplated under this Agreement, all in accordance with the
"Workers' Compensation and lnsurance Act," Division lV of the Labor Code of the State of
California and any acts amendatory thereof, and Employer's Liability Coverage in amounts
indicated herein. Contractor shall require all subcontractors to obtain and maintain, for the
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period required by this Agreement, workers' compensation coverage of the same type and limits
as specified in this section.
d. Professional Liabilitv lErrors and Omissions)
At all times during the performance of the work under this Agreement the Contractor
shall maintain professional liability or Errors and Omissions insurance appropriate to its
profession, in a form and with insurance companies acceptable to the City and in an amount
indicated herein. This insurance shall be endorsed to include contractual liability applicable to
this Agreement and shall be written on a policy form coverage specifically designed to protect
against acts, errors or omissions of the Contractor. "Covered Professional Services" as
designated in the policy must specifically include work performed under this Agreement. The
policy must "pay on behalf of' the insured and must include a provision establishing the insurer's
duty to defend.
e. Minimum Policy Limits Required
(¡) The following insurance limits are required for the Agreement:
Combined Sinole Limit
Commercial General Liability $1,000,000 per occurrence/ $5,000,000 aggregate
for bodily injury, personal injury, and property
damage
Automobile Liability $1,000,000 per occurrence for bodily injury and
property damage
Employer's Liability $1,000,000 per occurrence
Professional Líabílity $1,000,000 per claim and aggregate (errors and
omissions)
(ii) Defense costs shall be payable in addition to the limits.
(i¡i) Requirements of specific coverage or limits contained in this
section are not intended as a limitation on coverage, limits, or other requirement, or a waiver of
any coverage normally provided by any insurance. Any available coverage shall be provided to
the parties required to be named as Additional lnsured pursuantto this Agreement.
f. Evjdence Required
Prior to execution of the Agreement, the Contractor shall file with the City
evidence of insurance from an insurer or insurers certifying to the coverage of all insurance
required herein. Such evidence shall include original copies of the ¡SO CG 00 01 (or insurer's
equivalent) signed by the insurer's representative and Certificate of lnsurance (Acord Form 25-
S or equivalent), together with required endorsements. All evidence of insurance shall be
signed by a properly authorized officer, agent, or qualified representative of the insurer and
shall certify the names of the insured, any additional insureds, where appropriate, the type and
amount of the insurance, the location and operations to which the insurance applies, and the
expiration date of such insurance.
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g. Policv Provisions Reouired
(i) Contractor shall provide the Cíty at least thirty (30) days prior
written notice of cancellation of any policy required by this Agreement, except that the
Contractor shall provide at least ten (10) days priorwritten notice of cancellation of any such
policy due to non-payment of premium. lf any of the required coverage is cancelled or expires
during the term of this Agreement, the Contractor shall deliver renewal certificate(s) including
the General Liability Additional lnsured Endorsement to the City at least ten (10) days prior to
the effective date of cancellation or expiration.
(ii) The Commercial General Liability Policy and Automobile Policy
shall each contain a provision stating that Contractor's policy is primary insurance and that any
insurance, self-insurance or other coverage maintained by the City or any named insureds
shall not be called upon to contribute to any foss.
(ii¡) The retroactive date (if any) of each policy is to be no later than
the effective date of this Agreement. Contractor shall maintain such coverage continuously for
a period of at least three years after the completion of the work under this Agreement.
Contractor shall purchase a one (1) year extended reporting periotJ A) if the retroactive date is
advanced past the effective date of this Agreement; B) if the policy is cancelled or not renewed;
or C) if the policy is replaced by another claims-made policy with a retroactive date subsequent
to the effective date of this Agreement.
(iv) All required insurance coverages, except for the professional
liability coverage, shall contaín or be endorsed to waiver of subrogation in favor of the City, its
officials, officers, employees, agents, and volunteers or shall specifically allow Contractor or
others providing insurance evidence in compliance with these specifications to waíve their right
of recovery prior to a loss. Contractor hereby waives its own right of recovery against City, and
shall require similar written express waivers and insurance clauses from each of its
subcontractors
(v) The limits set forth herein shall apply separately to each insured
against whom claims are made or suits are brought, except with respect to the limits of liability,
Further the limits set forth herein shall not be construed to relieve the Contractor from liability in
excess of such coverage, nor shall it limit the Contractor's indemnification obligations to the
City and shall not preclude the City from taking such other actions available to the City under
other provisions of the Agreement or law.
h. Qualifvinq lnsurers
(i) All policies required shall be issued by acceptable insurance
companies, as determined by the City, which satisfy the following minimum requirements:
(1) Each such policy shall be from a company or companies
with a current A.M. Best's rating of no less than A:Vll and admitted to transact in the
business of insurance in the State of California, or otherwise allowed to place insurance
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through surplus line brokers under applicable provisions of the California lnsurance
Code or any federal law.
i. Additional lnsurance Provisions
nts as to the types and limits of insurance
coverage to be maintained by Contractor, and any approval of said insurance by the City, is not
intended to and shall not in any manner limit or qualify the liabilities and obligations otherwise
assumed by the Contractor pursuant to this Agreement, including but not limited to, the
provisions concerning indemnification.
(ii) lf at any time during the life of the Agreement, any policy of
insurance required under this Agreement does not comply with these specifications or is
canceled and not replaced, City has the right but not the duty to obtain the insurance it deems
necessary and any premium paid by City will be promptly reimbursed by Contractor or City will
withhold amounts sufficient to pay premium from Contractor payments. ln the alternative, City
may cancel this Agreement.
(iii) The City may require the Gontractor to provide complete copies of
all insurance policies in effect for the duration of the Project.
(iv) Neither the City nor any of its officials, officers, employees, agents
or volunteers shall be personally responsible for any liabílity arising under or by virtue of this
Agreement.
j. Subcontractor lnsurance Requirements. Contractor shall not allow any
subcontractors or subcontractors to commence work on any subcontract until they have
provided evidence satisfactory to the City that they have secured all insurance required under
this section. Policies of commercial general liability insurance provided by such subcontractors
or subcontractors shall be endorsed to name the City as an additional insured using ISO form
CG 20 38 04 13 or an endorsement providing the exact same coverage. ff requested by
Contractor, City may approve different scopes or minirnum limits of insurance for particular
subcontractors or su bcontractors.
12. lndemnification.
a. To the fullest extent permitted by faw, Contractor shall defend (with
counsel reasonably approved by the City), indemnify and hold the City, its officials, officers,
employees, agents and volunteers free and harmless from any and all claims, demands, causes
of action, suits, actions, proceedings, costs, expenses, liability, judgments, awards, decrees,
settlements, loss, damage or injury of any kind, in law or equity, to property or persons,
including wrongful death, (collectively, "Claims') in any manner arising out of, pertaining to, or
incident to any alleged acts, errors or omissions, or willful misconduct of Contractor, its officials,
officers, employees, subcontractors, Contractors or agents in connection with the performance
of the Contractor's services, the Project or this Agreement, including without limitation the
payment of all consequential damages, expert witness fees and attorneys' fees and other
related costs and expenses. Notwithstanding the foregoing, to the extent Contractor's services
are subject to Civil Code Section 2782.8, the above indemnity shall be limited, to the extent
required by Civil Code Section 2782.8, to Claims that arise out of, pertain to, or relate to the
negligence, recklessness, or willful misconduct of the Contractor. Contractor's obligation to
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indemnify shall not be restrícted to insurance proceeds, if any, received by the City, its officials,
officers, employees, agents or volunteers .
b. Additional lndemnitv Oblioations. Contractor shall defend, with counsel of
City's choosing and at Contractor's own cost, expense and risk, any and all Claims covered by
this section that may be brought or instituted against the City, its officials, officers, employees,
agents or volunteers. Contractor shall pay and satisfy any judgment, award or decree that may
be rendered against the City, its officials, officers, employees, agents or volunteers as part of
any such claim, suit, action or other proceeding. Contractor shall also reimburse City for the
cost of any settlement paid by the City, its officials, officers, employees, agents or volunteers as
part of any such claim, suit, action or other proceeding. Such reimbursement shall include
payment for the City's attorney's fees and costs, including expert witness fees. Contractor shall
reimburse the City, its officials, officers, employees, agents and volunteers, for any and all legal
expenses and costs incurred by each of them in connection therewith or in enforcing the
indemnity herein provided. Contractor's obligation to indemnify shall not be restricted to
insurance proceeds, if any, received by the C1ty, its officials, officers, employees, agents and
volunteers.
13. California Labor Code Reouirements.
a. Contractor is aware of the requirements of California Labor Code
Sections 1720 et seq. and 1770 et seq., which require the payment of prevailing wage rates and
the performance of other requirements on certain "public works" and "maintenance" projects. lf
the services are being performed as part of an applicable "public works" or "maintenance"
project, as defined by the Prevailing Wage Laws, and if the total compensation is $1,000 or
more, Contractor agrees to fully comply with such Prevailing Wage Laws, if applicable.
Contractor shall defend, indemnify and hold the City, its elected officials, officers, employees
and agents free and harmless from any claims, liabílities, costs, penalties or interest arising out
of any failure or alleged failure to comply with the Prevailing Wage Laws. lt shall be mandatory
upon the Contractor and all subcontractors to comply with all California Labor Code provisions,
which include but are not limited to prevailing wages, employment of apprentices, hours of labor
and debarment of contractors and subcontractors.
b. lf the Services are being performed as part of an applicable "public works"
or "maintenance" project, then pursuant to Labor Code Sections 1725.5 and 1771.1, the
Contractor and all subcontractors performing such Services must be registered with the
Department of lndustrial Relations. Contractor shall maintain registration for the duration of the
Project and require the same of any subcontractors, as applicable. This Project may also be
subject to compliance monitoring and enforcement by the Department of lndustrial Relations. lt
shall be Contractor's sole responsibility to comply with all applicable registration and labor
compliance req uirements.
14. Verification of Emplovment Elisibilitv.
By executing this Agreement, Contractor verifies that it fully complies with all
requirements and restrictions of state and federal law respecting the employment of
undocumented aliens, including, but not limited to, the lmmigration Reform and Control Act of
1986, as may be amended from time to time, and shall require all subcontractors and sub-
subcontractors to comply with the same.
15. Laws and Venue.
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This Agreement shall be interpreted in accordance with the laws of the State of
California. lf any action is brought to interpret or enforce any term of this Agreement, the action
shall be brought in a state or federal court situated in the County of Orange, State of California.
16, Termination or Abandonment
a. City has the right to terminate or abandon any portion or all of the work
under this Agreement by giving ten (10) calendar days written notice to Contractor. ln such
event, City shall be immediately given title and possession to all original field notes, drawings
and specifications, written reports and other documents produced or developed for that portion
of the work completed and/or being abandoned. City shall pay Contractor the reasonable value
of services rendered for any portion of the work completed prior to termination. lf said
termination occurs prior to completion of any task for the Project for which a payment request
has not been received, the charge for services performed during such task shall be the
reasonable value of such services, based on an amount mutually agreed to by City and
Contractor of the portion of such task completed but not paid prior to said termination. City shall
not be liable for any costs other than the charges or portions thereof which are specified herein.
Contractor shall not be entitled to payment for unperformed services, and shall not be entitled to
damages or compensation for termination of work.
b. Contractor may terminate its obligation to provide further services under
this Agreement upon thirty (30) calendar days' written notice to City only in the event of
substantial failure by City to perform in accordance with the terms of this Agreement through no
fault of Contractor.
18 Documents. Except as othenruise provided in "Termination or Abandonment,"
above, all original field notes, written reports, Drawings and Specifications and other
documents, produced or developed for the Project shall, upon payment in full for the seruices
described in this Agreement, be furnished to and become the property of the City.
19. Orqanization
Contractor shall assign Steve Jefferies as Project Manager. The Project Manager shall
not be removed from the Project or reassigned without the prior written consent of the City.
20. Limitation of A.qreement.
This Agreement is limited to and includes only the work included in the Project described
above-
21. Notice
Any notice or instrument required to be given or delivered by this Agreement may be
given or delivered by depositing the same in any United States Post Office, certified mail, return
receipt requested, postage prepaid, addressed to:
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CITY:
City of San Juan Capistrano
32400 Paseo Adelanto
San Juan Capistrano, CA 92675
Attn: Kipp Lyons
and shall be effective upon receipt thereof
22. Third Partv Riqhts
CONTRACTOR:
Garden State Fireworks, lnc
383 Carlton Road
Millington, NJ 07946
Attn:August N. Santore
Nothing in this Agreement shall be construed to give any rights or benefits to anyone
other than the City and the Contractor.
23. EqualOpportunityEmplovment.
Contractor represents that it ís an equal opportunity employer and that it shall not
discriminate against any employee or applicant for employment because of race, religion, color,
national origin, ancestry, sex, age or other interests protected by the State or Federal
Constitutions. Such non-discrimination shall include, but not be limited to, allactivities related to
initial employment, upgrading, detnotiorr, transfer, recruitnrent or recruitment advertising, layoff
or termination.
24. Entiç Aqreement
This Agreement, with its exhibits, represents the entire understanding of City and
Contractor as to those matters contained herein, and supersedes and cancels any prior or
contemporaneous oral or written understanding, promises or representations with respect to
those matters covered hereunder. Each party acknowledges that no representations,
inducements, promises or agreements have been made by any person which are not
incorporated herein, and that any other agreements shall be void. This Agreement rnay not be
modified or altered except in writing signed by both Parties hereto. This is an integrated
Agreement.
25. Severability
The unenforceability, invalidity or illegality of any provision(s) of this Agreement shall not
render the provisions unenforceable, invalid or illegal.
26. Successors and Assions
This Agreement shall be binding upon and shall inure to the benefit of the successors in
interest, executors, administrators and assigns of each party to this Agreement. However,
Contractor shall not assign or transfer by operation of law or othen¡vise any or all of its rights,
burdens, duties or obligations without the prior written consent of City. Any attempted
assignment without such consent shall be invalid and void.
10
27. Non-Waiver
None of the provisions of this Agreement shall be considered waived by either party,
unless such waiver is specifically specified in writing.
28 Time of Essence
Time is of the essence for each and every provision of this Agreement.
29. CitVþ Right to Emoloy Other Contractors
City reserves its right to employ other Contractors, including engineers, in connection
with this Project or other projects.
30. Prohibited lnterests
Contractor maintains and warrants that it has not employed nor retained any company or
person, other than a bona fide employee working solely for Contractor, to solicit or secure this
Agreement. Further, Contractor warrants that it has not paid nor has it agreed to pay any
company or person, other than a bona fide employee workÍng solely for Contractor, any fee,
commissíon, percentage, brokerage fee, gift or other consideration contingent upon or resulting
from the award or making of this Agreement. For breach or violation of this warranty, City shall
have the right to rescind this Agreement without liability. For the term of this Agreement, no
director, official, officer or employee of City, during the term of his or her service with City, shall
have any direct interest in this Agreement, or obtaín any present or anticipated material benefit
arising therefrom.
ISTGNATURES ON FOLLOW¡NG PAGEI
11
SIGNATURE PAGE FOR PROFESSIONAL SER\rICES AGREEMENT
BETWEEN TIIE CITY OF SA¡I JUAN CAPISTRANO
AND GARDEN STATE ß'IREWORKS
lN WITNESS WHEREOF, the Parties have executed this Agreement as of the date first
written above.
CITY OF SAN JUAN CAPISTRANO GARDEN STATE FIREWORKS, INC
Ben Siegal
City Manager
ATTEST:
By:
City Clerk
APPROVED AS TO FORM:
By:
City Attorney
By:
Its:
Printed
12
1
EXHIBIT A
SCOPE OF WORK
THE CITY OF SAN JUAN CAPISTRANO
2016,2017 and 2018 FOURTH OF JULY CELEBRATION
AERIAL FIREWORKS DISPLAY
Electronically Fired Show with Choreographed and Synchronized Music Not To
Exceed $30,000
Contractor To:
Submit a proposal for an aerial fireworks display that includes the following:
using a 3" minimum shell size, and a 5" maximum shell size, to provide an 18-20
minute show. Please ensure that the proposal is divided into the three (3)
categories and specify what would be included within each category:
a. Opening Finale
b. Main Program
c. Closing Finale
Provide a written description of the company's policy for monetary compensation
to the City due to the company's actions (or inactions) when:
a. The aerial fireworks display does not begin on time, or there is a delay
during the show.
b. The show does not comply with the Scope of Work and/or the bid package
that was submitted by the Contractor and approved by the City.c. There is a modification to the show, even though the show began on time
and there were no delays during the show.
d. Even though the correct amounts of shells are delivered, all the shells are
not fired.
Provide a California licensed lead pyrotechnic operator (Operator) and crew; provide
transportatíon of the crew and all supplies and materials to and .from event. The
Operator and the crew will be responsible for all site preparation and site cleaning,
including removal of debris associated with the aerial fireworks display. City will not
accept responsibility for advance storage of fireworks and/or vehicle(s).
Contractor's Operator shall have a minimum of three (3) years of experience providing
public aerial fireworks displays, and/or has successfully provided no less than ten (10)
public aerial fireworks displays.
2
3
4.
13
5
6.
Contractor shall furnish to the City of San Juan Capistrano, no later than June 5, 2015, the
name of the Operator responsible for the aerial fireworks display and a copy of his/her
Basic Commercial or Special Effects 1't Class License.
Schedule the Operator and crew adequate time for setup, takedown and cleanup of the
firing site and fall-out area immediately after the show and the following morning.
Coordinate with the Orange County Fire Authority and comply with all regulations.
Schedule representative(s) to meet on site with the City staff and the Orange County Fire
Authority prior to the event to coordinate event details.
Provide music that is choreographed and synchronized to the aerial fireworks show. Music
is to be provided to the City by mp3 and a backup CD.
10.Provide at 19-20 minute show; be responsible for the timely completion of all preparation
work so the aerial fireworks display will begin at its official starting time of 9:00 p.m.
11 . Provide the City with a certificate of insurance* for public liability and property damage,
minimum sum of $5,000,000 AND provide the City with a liability endorsement form*
naming the City of San Juan Capistrano, its elected and appointed officials, employees and
sen¡ants as additional named insureds. Also to be included on certificate and endorsement:
South Coast Farms, Orange County Fire Authority.
12-Provide the City with proof of Workers' Compensation Insurance* for all employees as
required by State laws governing aerial irreworks displays and proof of Automobile
Insurance coverage* for all employees who will be driving automobiles associated with
this event.
Provide references for all July 4th aerial displays conducted for the past three (3) years in
Orange County, CA. This listing will be used to determine a satisfactory and reliable
performance history.
7
I
I
13
City To:
Term:
a
Provide sand, hand radio and CD Players, Clear-Com communication system, sound
system, suitable firing site, and City liaison.
The term of the agreement with the Contractor shall be for the year 2015 aerial fireworks
display.
a
*Must be received by the City a minimum of 21 working days prior to the event.
14
J
J t
Total of Intro/Opening Finale -Aerial ShellsÆffects: 550
ûf ArN ROÍIY,AF'.RIAI. DfSPr.¡\Y SHELLS:
Total of Main Body -Aerial Shells z 734
Main Body: Multi Shot þrotechnic Devices
DESCRIPTION OT'SHELL REFERENCE TO
LITERATURE
QTY
3" Aerial Display Shells **See Exhibit "A"150
4" Aerial Display Shells **See Exhibit "A"36
5" Aerial Display Shells **See Exhibit "A"20
1.2"64 Shot Silver Crossette **See Exhibit "A"64 Shots
1.2"100 Z Fan Waving Red Crossette *+See Exhibit "A"100 Shots
l" Red Silver Blue Comets (180)È*See Exhibit "A"180 Shots
DESCRIPTIONOF STIT¡tr REFERENCETO
LITERATT]RE
QTY
3" Aerial Display Shells **See Exhibit "A"350
4" Aerial Display Shells **See Exhibit *4"208
5" Aerial Display Shells **See Exhibit "A"t76
Multi-Shot I)evices 1"-2"R.EFER"ENCE TO
LITERATURE
QTY
36 Shot Multi Colors (8)**See Exhibit "A"288 Shots
100 Shot Red Peony with White Tail **See Exhibit "A"100 Shots
72 shot RWB Peony **See Exhibit "A"72 Shots
15
408ZFan Waving RWB Comets **See Exhibit "4"408 Shots
408 ZFan Waving Rainbow Comets **See Exhibit "A"408 Shots
88 Shots Red With Silver Glitter **See Exhibit "A"88 Shots
88 Shots Blue Peony with White Tail **See Exhibit "A"88 Shots
100 Shots Brocade and Blue **See Exhibit "A"100 Shots
90 Shots Silver Spinners **See Exhibit "A"90 Shots
64 Shot Color Comet to Crossettes **See Exhibit "A"128 Shots
100 Shot Crackling Bouquet **See Exhibit "A"100 Shots
300 Shot Dragon And Phoenix **See Exhibit ooA"300 Shots
165 Shot I Shapc Chrysanthemum **See Exhibit "A"165 Shots
90 Shot Ancient War (2)**See Exhibit'oA"180 shots
90 Shot Purple and Green Comets (2)**See Exhibit "A"180 shots
GRANDFINALE:
TOTAL Pyrotechnic Special Effect Devices : 2,695 Shots
Total of Grand Finale - Aerial Shells/Effects: 2,542
Production Total Shells and Pyrotechnic Effects z 6,521Pieces
DESCRIPTIONOf,'
SHELLÆFFECT
REFERENCE TO
LITERATT]RE
QTY
100 Shot Red and Blue Peony (2)**See Exhibit "A"200 Shots
i00 Shot Whistle (2)*+See Exhibit "A"200 Shots
665 Shot Multi Color to Salute Fan **See Exhibit "A"1330 Shots
372 Shot Golden Rain & Red W Fan **See Exhibit "A"372 Shots
Aerial Display Shells
3" Finale Shells **See Exhibit "A"380
4" Finale Shells **See Exhibit "A"36
5" Finale Shells **See Exhibit "A"24
16
"Exhibit A"
Display Shell and Effect Descriptions
The following list is a reference of the shells and variety of effects that will be used in the display
and corresponds to the pieces itemized in the cost proposal. Garden State Fireworks is proud to
be the largest manufacturer of display fireworks in the country, We continue to innovate, design
and manufacture our own products at our facility in New Jersey to incorporate in our displays.
We also use our 100 ptus years of experience to research, design and purchase the highest quality
and largest selection of import products from China and Japan. We also use our manufacturing
knowledge to perform rigorous quality and safety testing on all imported products.
Multi-shot Cake Effects:
Effects Listed in the Cost proposal ranging from 88 shots to 665 shots are self-contained
repeater units custom designed by Garden State Fireworks and manufactured to the highest
quality standards. Effects repeat in a variety of multiple angled simultaneously fan shápes, or
elaborate zig-zagging wave configurations. Shots range from 1.5 inches to 2 inches anã create
ground to sþ coverage to be coordinated with aerial display shells.
**Special Note:
More then ninety percent of the display shells fired in the display and listed below include a
rising silver or color tailed tracer that follows the shell from launch to break. We purchase
display shells at an additional premium to include a fancy rising tail to create absolute continuity
of sþ coverage. As each display shell has a 2-4 second lift time the absence of a tracer effect
creates a dark sky. The premiums of our designs eliminate the lag time to create constant sky
coverage and momentum.
A sample of our massive tibrary is available for review in Schedule A enclosed. The July 4'h
Display will draw from our diverse library of effects and Ínclude the broad spectrum and
maximum variety of shells,
The following List of Materials is a condensed version of our extensive library of effects that
will be displayed in your program. Color combinations within individual effects as well as
transformation color changing effects expand the list below to hundreds of varieties.
3" Assorted Color ¡nd Renort Shells:
Red Peony
White Peony
Blue Peony
Red White And BIue Peony
Green Peony
Yellow Peony
Titanium Reports
Multi-Salutes
Silver Peony
Red and Blue Wave
Color Changing Peonies
Flash Reports
Spider Webs
Aqua Peony
Variegated Chrysanthemums
Ring Patterns
Purple Peony
Golden Wíllow
Crackling Chrysanthemum
RaÍnbow Peony
Tiger Tails
Multi Color Combinations
17
4" AssoÉed Color ¡nd F¡ncv AerÍal Shells:
Red Peony
White Peony
Blue Peony
Red White Ancl Blue Peony
Green Peony
Yellow Peony
Lemon Peony
Orange Peony
Aqua Peony
Rainbow Peony
Multi Color Combinations
Titanium Reports
Multi-Salutes
White Strobe
Red Strobe
Color Ch¡nging Peonies
Flash Reports
Spider Webs
Whistling Shells
Variegated Chrysanthemums
\ilave Ring Patterns
Golden Strobe
Purple Peony
Golden Willow
Sky Waterfall
Silver Crossette
Crackling Crossette
Sea Blue Peony
Purple Bees
Varigated Falling Leaves
Thousands of Red White & Blue
Pink Peony
Four Color Changing Peonies
Red Coconut Tree
Aqua to Lemon w/Lemon to Aqua Pistil
Brocade Chrysanthemum
Crackling Chrysanthemum
Crackling Rain Willow
Tiger Tails
Red Wave
Green Wave
Colors MPalm Core Centers
Peonies WFancy Center Pistils
Whistling Shells
Red Crossettes
Green Crossettes
SÍlver Palm Trees
Tourbillions & Serpents
Silver Crown c/c Green
Gold Kamuro c/c Blue
Red and Green Bees
Variegated Fish
Thousands of Crackling Flowers
Colors to Crackling
Dragon Eggs
Glittering Willows
Color & Timed Reports
Hummer Shells
Gold Flitter
Lemon to Purple w/Purple to Lemon
Pistil
Red Dahlia wAVhite Strobe
Aqua Dahlia w/Red Strobe Pistil
Red to Silver Wave dBlue Pistil
Nishiki Kamuro Niagra Falls
Red Strobing Nishiki Kamuro
Reddish Gamboge to Green
Blue Circle with Twice Crackling Pistil
Multi Color Cycas
5" Assorted Color ¡nd Fancv Aerial Shells:***AT,L COLORS AND EFFECTS LISTED ABOVE IN 4'DISPLAY SECTION
Smile Face Patterns Green Coconut Tree
Heart Shape Patterns Aqua Crossette
Lemon Crossette w/Strobe Pistil Whirl Flower w/Strobe Pistil
Variegated Strobes Three Color Changing Peonies
Thousands of Flowers Glittering Gotd to Purple
Red Falling Leaves Red and Blue Wave
Blue to White Flashing Willow Green and Blue Wave
Half Red and Half Blue Peony White ilRed Pistil
Half Purple/Half Yellow Peony Purple w/Green Pistil
18
Exhibit B
Payment
City agrees to pay Contractor the services which shall not exceed $30,000 per event, per year,
for the aerial fireworks display.City shall pay to Contractor $15,000 of the aerial fireworks
display fee as a deposit for each event. The Cig shall pay to the Contractor a deposit fee of
$15,000.00 no later than May 31,2016, May 31 ,2017 and May 31 2018. The remaining
balance of $15,000, of the aerial fireworks display fee shall be paid by the City no later than July
15,2016, July 14,2017 and July 13, 2018.
6 I | 47.A21O0\t097 4777 . t
19
Guadagno & Sons, AKA G&S Shows
CITY OF SAN JUAN CAPISTRANO
PROFESSIONAL SERVICES AGREEMENT
This Agreement is made and entered into as of May 17,2016 by and between the City of
San Juan Capistrano, a municipal corporation organized and operating under the laws of the
State of California with its principal place of business at 32400 Paseo Adelanto, San Juan
Capistrano, CA 92675 ("City"), and Guadagno & Sons, AKA (G&S Shows), a SOLE
PROPRIETORSHIP with its principal place of business a|12842 Valley View Street, Ste. 103,
Garden Grove, CA 92845 (hereinafter referred to as "Contractod'). City and Contractor are
sometimes individually referred to as "Party" and collectively as "Parties" in this Agreement.
REC¡TALS
A. City is a public agency of the State of California and is in need of professional
services for the following project:
Three Day Carnival at the San Juan Capistrano Sports Park (hereinafter referred to as
"The Project").
B. Contractor is duly licensed and has the necessary qualifications to provide such
services.
C. The Parties desire by this Agreement to establish the terms for City to retain
Contractor to provide the services described herein.
AGREEMENT
NOW, THEREFORE, IT ¡S AGREED AS FOLLOWS:
'l . Services.
Contractor shall províde the City with the services described in the Scope of Servíces
attached hereto as Exhibit "A."
2. Compensation.
a. Contractor is providíng the tasks and services set forth in Exhibit
"4" at no cost to the Cíty. All costs for tasks and services provided under this Agreement shall
be the responsibility of the Contractor. The City shall not be obligated to pay Contractor or
reimburse Contractor for any costs.
b. The Contractor and the City will divide the total cash and credit card sales
revenues from the rides at the event ("Ride Gross") as follows: the Contractor shall pay
the City 20 o/o of the first $30,000.00 Ride Gross and 25o/o of the ride gross thereafter. ln
context of this Agreement, the terms "Rides" shall mean and include all rides,
mechanical and inflatable.
c. Contractor shall remit full payment to the City on July 4, 2016 at the
conclusion of the event. Payment shall be made in the form of cash or check and include
1
ATTACHMENT 2
cop¡es of all receipts and or financial reports for the 3 day event.
3.Additi lWork.
lf changes in the work seem merited by Contractor or the City, and informal
consultations with the other party indicate that a change is warranted, it shall be processed in
the following manner: a letter outlining the changes shall be fonruarded to the City by Contractor
with a statement of estimated changes in fee or time schedule. An amendment to this
Agreement shall be prepared by the City and executed by both Parties before performance of
such services, or the Gity will not be required to pay for the changes in the scope of work. Such
amendment shall not render ineffective or invalidate unaffected portions of this Agreement.
4. Maintenance of Records.
Books, documents, papers, accounting records, and other evidence pertaining to costs
incurred shall be maintained by Contractor and made available at all reasonable times during
the contract period and for four (4) years from the date of final payment under the contract for
inspection by City.
5. Time of Performance.
1. Contractor shall perform its services in a prompt and timely manner and shall commence
performance upon receipt of written notice from the City to proceed ("Notice to
Proceed"). Contractor will provide a carnival on and between the dates of July 2 - 4,
2016. The hours of operatíon will be Saturday, July 2 from 12:00 p.m. to 10:00 p.m.,
Sunday, July 3 from 12:00 p.m. to 10:00 p.m. and Monday, July 4,2016 from 12:00 p.m.
to 10:30 p.m. Rides will pause at 8:45 p.m. - 9:30 p.m. during the firework display, then
resume from 9:30 p.m. - 10:30 p.m. Ticket booth will close at 10:00 p.m. on Monday,
July 4, 2016. Carnival closes at 10:30 p.m. on Monday, July 4, 2106.
2. Removal of all equipment by the Contractor shall complete the seruices requÍred
hereunder by Wednesday, July 6, 2016 at 7:00 p.m.
6. Delavs ín Performance.
a. Neither City nor Contractor shall be considered in default of this Agreement for
delays in performance caused by circumstances beyond the reasonable control of the non-
performing party. For purposes of this Agreement, such circumstances include but are not
limited to, abnormal weather conditions; floods; earthquakes; fire; epidemics; war; riots and
other civil disturbances; strikes, lockouts, work slowdowns, and other labor disturbances;
sabotage or judicial restraint.
b. Should such circumstances occur, the non-performing party shall, within a
reasonable time of being prevented from performing, give written notice to the other party
describing the circumstances preventing continued performance and the efforts being made to
resume performance of this Agreement.
7. Cgmpliance with Law.
2
a. Contractor shafl comply with all applicable laws, ordinances, codes and
regulations of the federal, state and local government, including CaIiOSHA requirements.
b. lf required, Contractor shall assist the City, as requested, in obtaining and
maintaining all permits required of Contactor by federal, state and local regulatory agencíes.
c. lf applicable, Contractor is responsible for all costs of clean up and/ or removal of
hazardous and toxic substances spilled as a result of his or her services or operations
performed under this Agreement.
8. Standard of Care
Contractor's services will be performed in accordance with generally accepted
professional practices and principles and in a manner consistent with the level of care and skill
ordinarily exercised by members of the profession currently practicing under similar conditions.
9. Assionment and Subconsultant
Contractor shall not assign, sublet, or transfer this Agreement or any rights under or
interest in this Agreement without the written consent of the City, which may be withheld for any
reason. Any attempt to so assign or so transfer without such consent shall be void and without
legal effect and shall constitute grounds for termination. Subcontracts, if any, shall contain a
provision making them subject to all provisions stipulated ín this Agreement. Nothing contained
herein shall prevent Contractor from employing independent associates, and subconsultants as
Consultant may deem appropriate to assist in the performance of services hereunder.
10. lndeoendentConsultant
Contractor is retained as an independent contractor and is not an employee of City. No
employee or agent of Contractor shall become an employee of City. The work to be performed
shall be in accordance with the work described in this Agreement, subject to such directions and
amendments from City as herein provided.
11. lnsurance. Contractor shall not commence work for the City until it has provided
evidence satisfactory to the City it has secured all insurance required under this section. ln
addition, Consultant shall not allow any subcontractor to commence work on any subcontract
until it has secured all insurance required under this section.
a. CommercíalGeneral Liabilitv
ffi*",o. shall take out and maintain, during the
performance of all work under this Agreement, in amounts not less than specified herein,
Commercial General Liability lnsurance, in a form and with insurance companies acceptable to
the City.
(ii) Coverage for Commercial General Liability insurance shall be at
least as broad as the following:
(1) lnsurance Services Office Commercial General Liability
coverage (Occurrence Form CG 00 01) or exact equivalent.
3
(iii) Commercial General Liabifity lnsurance must include coverage
for the following:
(1) Bodily lnjury and Property Damage(2) PersonallnjuryiAdvertísinglnjury(3) Premises/Operations Liability(4) Products/CompletedOperationsLiability(5) Aggregate Limits that Apply per Project(6) Explosion, Collapse and Underground (UGX) exclusion
deleted(7) Contractual Liability with respect to this Contract(8) Broad Form Property Damage(9) lndependentConsultantsCoverage
(iv) The policy shall contain no endorsements or provisions limiting
coverage for (1) contractual liability; (2) cross liability exclusion for claims or suíts by one
insured against another; (3) products/completed operations liability; or (4) contain any other
exclusion contrary to the Agreement.
(v) The policy shall give City, its officials, officers, employees,
agents and City designated volunteers additional insured status using ISO endorsement forms
CG 20 10 10 01 and 20 37 10 01, or endorsements providing the exact same coverage.
(vi) The general liability program may utifize either deductibles or
provide coverage excess of a self-insured retention, subject to written approval by the City, and
provided that such deductibles shall not apply to the City as an additional insured.
b. At¡tomobile Liabilitv
(í) At all times during the performance of the work under this
Agreement, the Consultant shall maíntain Automobile Liability lnsurance for bodily injury and
property damage including coverage for owned, non-owned and hired vehicles, in-a fôrm and
with insurance companies acceptable to the City.
(ii) Coverage for automobile liability insurance shall be at least as
broad as lnsurance Services Office Form Number CA 00 01 covering automobile liability
(Coverage Symbol 1, any auto).
(iii) The policy shall give City, its officÍals, officers, emptoyees, agents
and City designated volunteers additional insured status.
(¡v) Subject to written approval by the City, the automobile liability
program may utilize deductibles, provided that such deductibles shall not apply to the City as an
additional insured, but not a self-insured retention.
c. Workers'Compensation/Emplover's Liabilitv
(i) Contractor certifies that he/she is aware of the provisions of
Section 3700 of the California Labor Code which requires every employer to be insured against
liability for workers' compensation or to undertake self-insurance in accordance with the
provisions of that code, and he/she will comply with such provisions before commencing work
under this Agreement.
4
(ii) To the extent Contractor has employees at any time during the
term of this Agreement, at all times during the performance of the work under this Agreernent,
the Contractor shall maÍntain full compensation insurance for all persons employed directly by
himlher to carry out the work contemplated under this Agreement, all in accordance with the
"Workers' Compensation and lnsurance Act," Division lV of the Labor Code of the State of
California and any acts amendatory thereof, and Employer's Liability Coverage in amounts
indicated herein. Contractor shall require all subconsultants to obtain and maintain, for the
period requíred by this Agreement, workers' compensation coverage of the same type and limits
as specified in this section.
d. Professíonal Liabilitv (Errors and Omissions)
At all times during the performance of the work under this Agreement the Contractor
shall maintaín professional liability or Errors and Omissions insurance appropriate to its
profession, in a form and with insurance companies acceptable to the City and in an amount
indicated herein. This insurance shall be endorsed to include contractual liability applicable to
this Agreement and shall be written on a policy form coverage specifically designed to protect
against acts, errors or omissions of the Contractor. "Covered Professional Services" as
designated in the policy must specifically include work performed under this Agreement. The
policy must "pay on behalf of'the insured and must include a provision establishing the insurer's
duty to defend.
e. Minimum Policy Limits Required
(i) The following insurance limits are required for the Agreement:
Combined Sinale Limit
Commercial General Liability $5,000,000 per occurrence/ $5,000,000 aggregate
for bodily injury, personal injury, and property
damage
Automobile Liability $1,000,000 per occurrence for bodily injury and
property damage
Employer's Liability $1,000,000 peroccurrence
Professional Liability $1,000,000 per claim and aggregate (errors and
omissions)
(¡i) Defense costs shall be payable in addition to the limits.
(iii) Requirements of specific coverage or limits contained in this
section are not intended as a limitation on coverage, limits, or other requirement, or a waiver of
any coverage normally provided by any insurance. Any available coverage shall be provided to
the parties required to be named as Additional lnsured pursuant to this Agreement.
f. Ëvidence Required
Prior to execution of the Agreement, the Contractor shall file with the City
evidence of insurance from an insurer or insurers cerlifying to the coverage of all insurance
required herein. Such evidence shall include original copies of the ISO CG 00 01 (or insurer's
equivalent) signed by the insurer's representative and Certificate of lnsurance (Acord Form 25-
S or equivalent), together with required endorsements. All evidence of insurance shall be
signed by a properly authorized officer, agent, or qualified representative of the insurer and
shall certify the names of the insured, any additional insureds, where appropriate, the type and
amount of the insurance, the location and operations to which the insurance applies, and the
expiration date of such insurance.
g. Policv Provisions Required
(i) Contractor shall provide the City at least thirty (30) days prior
written notice of cancellation of any policy required by this Agreement, except that the
Contractor shall provide at least ten (10) days priorwritten notice of cancellation of any such
policy due to non-pâyment of premium. lf any of the required coverage is cancelled or expires
during the term of this Agreement, the Contractor shall deliver renewal certificate(s) including
the General Liability Additional lnsured Endorsement to the City at least ten (10) days prior to
the effective date of cancellation or expiration.
(ií) The Commercial General Liability Policy and Automobile Policy
shall each contain a provision stating that Contractor's policy is primary insurance and that any
insurance, self-insurance or other coverage maintained by the City or any named insureds
shall not be called upon to contribute to any loss.
(iii) The retroactive date (if any) of each policy is to be no later than
the effective date of this Agreement. Contractor shall maintain such coverage continuously for
a period of at least three years after the completion of the work under this Agreement.
Contractor shall purchase a one (1) year extended reporting period A) if the retroactive date is
advanced past the effective date of this Agreement; B) if the policy is cancelled or not renewed;
or C) if the policy is replaced by another claims-made policy with a retroactive date subsequent
to the effective date of this Agreement.
(iv) All required insurance coverages, except for the professional
liability coverage, shall contain or be endorsed to waiver of subrogation in favor of the City, its
officials, officers, employees, agents, and volunteers or shall specifically allow Contractor or
others providing insurance evidence in compliance with these specifications to waive their right
of recovery prior to a loss- Contractor hereby waives its own right of recovery against City, and
shall require similar written express waivers and insurance clauses from each of its
subcontractor.
(v) The limits set forth herein shall apply separately to each ínsured
against whom claims are made or suits are brought, except with respect to the limits of liability.
Further the limits set forth herein shall not be construed to relieve the Contractor from liability in
excess of such coverage, nor shall it limit the Contractor's indemnification obligations to the
City and shall not preclude the City from taking such other actions available to the City under
other provisions of the Agreement or law.
h. Qualifuing lnsurers
(i) All policies required shall be issued by acceptable insurance
companies, as determined by the City, which satisfy the following minimum requirements:
o
(1) Each such policy shall be from a company or companies
with a current A.M. Best's rating of no less than A:Vll and admitted to transact in the
business of insurance in the State of California, or othen¡vise allowed to place insurance
through surplus line brokers under applicable provisions of the California lnsurance
Code or any federal law.
i" Additional lnsurance Provisions
nts as to the types and limits of insurance
coverage to be maintained by Contractor, and any approval of said insurance by the City, is not
intended to and shall not in any manner limit or qualify the liabilities and obligations othenuise
assumed by the Contractor pursuant to this Agreement, includíng but not limited to, the
provisions concerning indemnification.
(ii) lf at any tíme during the life of the Agreement, any poticy of
insurance required under this Agreement does not comply with these specifications or is
canceled and not replaced, City has the right but not the duty to obtain the insurance it deems
necessary and any premium paid by City will be promptly reimbursed by Consultant or City will
withhold amounts sufficient to pay premium from Consultant payments. ln the alternative, City
may cancel this Agreement.
(ii¡) The City may require the Contractor to provide complete copies of
alf insurance polícÍes ín effect for the duration of the project.
(iv) Neither the Gity nor any of its officials, officers, employees, agents
or volunteers shall be personally responsible for any liability arising under or by virtue of this
Agreement.
j. Subcontractor lnsurance Reguírementq. Contractor shall not allow any
subcontractors or subcontractors to commence work on any subcontraet until they have
provided evidence satisfactory to the City that they have secured all insurance required under
this section. Policies of commercial general liability insurance provided by such subcontractors
or subcontractors shall be endorsed to name the City as an additional insured using ISO form
CG 20 38 04 13 or an endorsement providing the exact same coverage. lf requested by
Contractor, City may approve different scopes or minimum limits of insurance for particular
subcontractors or su bcontractors.
12. lndemnification.
a. To the fullest extent permitted by law, Contractor shall defend (with
counsel reasonably approved by the City), indemnify and hold the City, its officials, officers,
employees, agents and volunteers free and harmless from any and all claims, demands, causes
of action, suits, actions, proceedings, costs, expenses, liability, judgments, awards, decrees,
settlements, loss, damage or injury of any kind, in law or equity, to property or persons,
including wrongful death, (collectively, "Claims') in any manner arising out of, pertaining to, or
incident to any alleged acts, errors or omissions, or willful misconduct of Contractor, its olicials,
officers, employees, subcontractors, Contractors or agents in connection with the performance
of the Contractor's services, the Project or this Agreement, including without limitation the
payment of all consequential damages, expert witness fees and attorneys' fees and other
related costs and expenses. Notwithstanding the foregoing, to the extent Contractor's services
are subject to Civil Code Section 2782.8, the above índemnity shall be limited, to the extent
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required by Civil Code Section 2782.8, to Claims that arise out of, pertain to, or relate to the
negligence, recklessness, or willful misconduct of the Contractor. Contractor's obligation to
indemnify shall not be restricted to insurance proceeds, if any, received by the City, its officials,
officers, employees, agents or volunteers .
b. Additional lndemnitv Obliqations. Contractor shall defend, with counsel of
City's choosing and at Contractor's own cost, expense and risk, any and all Claims covered by
this section that may be brought or instituted against the City, its officials, officers, employees,
agents or volunteers. Contractor shall pay and satisfy any judgment, award or decree that may
be rendered against the City, its officials, officers, employees, agents or volunteers as part of
any such claim, suit, action or other proceeding. Contractor shall also reimburse City for the
cost of any settlement paid by the City, its officials, officers, employees, agents or volunteers as
part of any such claim, suit, action or other proceeding. Such reimbursement shall include
payment for the City's attorney's fees and costs, including expert witness fees. Contractor shall
reimburse the City, its officials, officers, employees, agents and volunteers, for any and all legal
expenses and costs incurred by each of them in connection therewith or in enforcing the
indemnity herein provided. Contractor's obligation to indemnify shall not be restricted to
insurance proceeds, if any, received by the City, its officials, officers, employees, agents and
volunteers,
13. California Labor Code Requirements.
a. Contractor is aware of the requirements of California Labor Code
Sections 1720 et seq. and 1770 el seq., which require the payment of prevailing wage rates and
the performance of other requirements on certain "public works" and "maintenance" projects. lf
the services are being performed as part of an applicable "public works" or "maintenance"
project, as defined by the Prevailing Wage Laws, and if the total compensation is $1,000 or
more, Contractor agrees to fully comply with such Prevaíling Wage Laws, if applicable.
Contractor shall defend, indemnify and hold the City, its elected officials, officers, employees
and agents free and harmless from any claims, liabilities, costs, penalties or interest arising out
of any failure or alleged failure to comply with the Prevailing Wage Laws. lt shall be mandatory
upon the Contractor and all subcontractors to comply with all California Labor Code provisions,
which include but are not limited to prevailing wages, employment of apprentices, hours of labor
and debarment of contractors and subcontractors.
b. lf the Services are being performed as part of an applicable "public works"
or "maintenance" project, then pursuant to Labor Code Sections 1725.5 and 177'1.1, the
Contractor and all subcontractors performing such Services must be registered with the
Department of lndustrial Relations. Contractor shall maintain registration for the duration of the
Project and require the same of any subcontractors, as applicable. This Project may also be
subject to compliance monitoring and enforcement by the Department of lndustrial Relations. lt
shall be Contractor's sole responsibility to comply with all applicable registration and labor
compliance requirements.
14. Verification of Elnployment Fligibilítv
By executing this Agreement, Contractor verifies that it fully complies with all
requirements and restrictions of state and federal law respecting the employment of
undocumented aliens, including, but not limited to, the lmmigration Reform and Control Act of
1986, as may be amended from time to time, and shall require all subcontractors and sub-
subcontractors to comply with the same.
B
15. Laws and Venue.
This Agreement shall be interpreted in accordance with the laws of the State of
California. lf any action is brought to interpret or enforce any term of this Agreement, the action
shall be brought in a state or federal court situated in the County of Orange, State of California.
16 Termination or Abandonment
a. City has the right to terminate or abandon any portion or all of the work
under this Agreement by giving ten (10) calendar days written notice to Contractor. ln such
event, City shall be immediately given title and possession to all original field notes, drawings
and specifications, written reports and other documents produced or developed for that portion
of the work completed and/or being abandoned. City shall pay Contractor the reasonable value
of services rendered for any portion of the work completed prior to termination. lf said
termination occurs prior to completion of any task for the Project for which a payment request
has not been received, the charge for servíces performed during such task shall be the
reasonable value of such services, based on an amount mutually agreed to by City and
Contractor of the portion of such task completed but not paid prior to said termination. City shall
not be liable for any costs other than the charges or portions thereof which are specified herein.
Contractor shall not be entitled to payment for unperformed services, and shall not be entitled to
damages or compensation for termination of work.
b. Contractor may terminate its obligation to provide further services under
this Agreement upon thirty (30) calendar days' written notice to City only in the event of
substantial failure by City to perform in accordance with the terms of this Agreement through no
fault of Contractor.
17 Documents. Except as otherwise provided in "Termination or Abandonment,"
above, all original field notes, written reports, Drawings and Specifications and other
documents, produced or developed for the Project shall, upon payment in full for the services
described in this Agreement, be furnished to and become the property of the City.
18. Orqanization
Contractor shall assign Anthony Guadagno as Project Manager. The Project Manager
shall not be removed from the Project or reassigned without the prior written consent of the City.
19. Limitation of Aqreement.
This Agreement is limited to and includes only the work included in the Project described
above
20. Notice
Any notice or instrument required to be given or delivered by this Agreement may be
given or delivered by deposíting the same in any United States Post Office, certified mail, return
receipt requested, postage prepaid, addressed to:
I
CITY:
City of San Juan Capistrano
32400 Paseo Adelanto
San Juan Capistrano, CA 92675
Attn: Heidi lvanoff
CONTRACTOR:
Guadagno & Sons Amusements, AKA (G&S) Shows
12842 Valley View Street, Ste. 103
Garden Grove, CA 92845
Attn: Anthony Guadagno
and shall be effective upon receipt thereof.
22. Third Party Riqhts
Nothing in this Agreement shall be construed to give any rights or benefits to anyone
other than the City and the Contractor.
23. EqualOpportunitvEmolovment.
Contractor represents that it is an equal opportunity employer and that it shall not
discriminate against any employee or applicant for employment because of race, religion, color,
national origin, ancestry, sex, age or other ínterests protected by the State or Federal
Constitutions. Such non-discrimination shall include, but not be limited to, allactivities related to
initial employment, upgrading, demotion, transfer, recruitment or recruitment advertising, layoff
or termination.
24. Entire Aqreemenl
This Agreement, with its exhibits, represents the entire understanding of City and
Contractor as to those matters contained herein, and supersedes and cancels any prior or
contemporaneous oral or written understanding, promises or representations with respect to
those matters covered hereunder. Each party acknowledges that no representations,
inducements, promises or agreements have been made by any persons which are not
incorporated herein, and that any other agreements shall be void. This Agreement may not be
modified or altered except ín writing signed by both Parties hereto. This is an integrated
Agreement-
25. SevergþilitV
The unenforceability, invalidity or illegality of any provision(s) of this Agreement shall not
render the provisions unenforceable, invalid or illegal.
26. Successors and Assiqns
This Agreement shall be binding upon and shall inure to the benefit of the successors in
interest, executors, administrators and assigns of each party to this Agreement. However,
Contractor shall not assign or transfer by operation of law or othenruise any or all of its rights,
burdens, duties or obligations without the prior written consent of City. Any attempted
assignment without such consent shall be invalid and void.
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27. Non-Waiver
None of the provisions of this Agreement shall be considered waived by either party,
unless such waiver is specifically specified in writing.
28. Time of Essence
Time is of the essence for each and every provision of this Agreement.
29. Citv's Riqht to Emplov Other Contractors
City reserves ¡ts right to employ other Contractors, including engineers, in connection
with this Project or other projects.
30. Prohibited lnterests
Contractor maintains and warrants that it has not employed nor retained any company or
person, other than a bona fide employee working solely for Contractor, to solicit or secure this
Agreement. Further, Contractor warrants that it has not paid nor has it agreed to pay any
company or person, other than a bona fide employee working solely for Contractor, any fee,
commission, percentage, brokerage fee, gift or other consideration contingent upon or resulting
from the award or making of this Agreement. For breach or violation of this warranty, City shall
have the right to rescind this Agreement without liability. For the term of this Agreement, no
director, official, officer or employee of City, during the term of his or her service with City, shall
have any direct interest in this Agreement, or obtain any present or anticipated material benefit
arising therefrom.
ISTGNATURES ON FOLLOW|NG PAGEI
11
SIGNATURE PAGE FOR PROFESSIONAL SERVICES AGREEMENT
BETWEEN THE CITY OF SAN JUAN CAP¡STRANO
AND GUADAGNO & SONS AMUSEMENTS, AKA, (G&S SHOWS)
lN WITNESS WHEREOF, the Parties have executed this Agreement as of the date first
written above.
CITY OF SAN JUAN CAPISTRANO Guadagno & Sons, AKA, (G&S Shows)
By:By
Ben Siegel
City Manager
ATTEST
By:
City Clerk
APPROVED AS TO FORM:
By:
City Attorney
Its:
Printed Name
12
CITY OF SAN JUAN CAPISTRANO
COMMUN ITY SERVICES DEPARTMENT
25925 Camino Del Avion, San Juan Capistrano (949) 493-591 1
EXHIBIT A
SCOPE OF WORK
Guadagno & Sons (G & S Shows)
Guadagno & Sons (Contractor) agrees to provide the following list of services for the City's 3 day
Fourth of July Carnival at the San Juan Capistrano Sports Park located at25925 Camino Del
Avíon.
1. (Contractor) is to return all necessary, contracts, W-9 form, Proof of Workman's
Compensation, Certificate of Liability lnsurance and current San Juan Capistrano
Business License to the City prior to the event.
2. (Contractor) will provide a carnival on and between the dates of July 2 - 4,2016. the
hours of operation will be Saturday, July 2 from 12:00 p.m. to 10:00 p.m., Sunday, July 3
from 12:00 p.m. to 10:00 p.m. and Monday, July 4,2016 from 12:00 p.m. to 10:30 p.m.
Rides will pause at 8:45 p.m. - 9:30 p.m. during the firework display, then resume from
9:30 p.m. - 10:30 p.m. Ticket booth will close at 10:00 p.m. on Saturday, July 4, 2016.
Carnivalcloses at 10:30 p.m.
3. (Contractor) will provide 100 posters describing the event, at no cost to the City.
4. (Contractor) will províde a crew to clean the grounds each evening and at the close of the
event at no cost to the City.
5. (Contractor) will provide all ticket booth staff, ride operators and monitors
6. (Contractor) will provide and operate credit card terminals
7. (Contractor) will provide an ATM on site
B. (Contractor) will provide overnight on-site security during set-up, event operation and
tear-down.
9. (Contractor) will deliver, park and secure equipment and rides in designated Sports Park
parking lots prior to staging of equipment and rides.
10. (Contractor)willbegin staging and set-up of equipmenton Wednesday, June 29,2016after
8:00 a.m. Removal of equipment from property to be completed by 7:00 p.m. on
Wednesday, July 6, 2016.
1 1. (Contractor) and all staff employed by Guadagno & Sons (G&S Shows) are prohibited from
using drugs or alcohol before, during or at the conclusion of the event.
12. (Contractor) will provide documentation that all staff employed by Guadagno & Sons (G&S
Shows) completed and passed a background check with the Department of Justice (DOJ).
I have read the above listed conditions and hereby agree and certify that I shall abide by the
City's conditions for the Fourth of July Carnival listed above. Failure to comply with this scope of
work will result in immediate termination due to breach of contract.
Signed Date
Title:Printed Name:
q
¡¡
43
City of San Juan Capistrano
M[ilãE
Event: Proposed Fourth of July Carnival (3-day)
When: Saturday, July 2 Time: 12:00 p.m. to 10:00 p.m.
Sunday, July 3 Time: 12:00 p.m. to 10:00 p.m.
Monday, July 4 Time: 12:00 p.m. to 10:30 p.m.
The City of San Juan Capistrano's annual Fourth of July Celebration will take place on Monday,
July 4, 2016 at the San Juan Capistrano Sports Park located at 25925 Camino Del Avion. The
Community Services Ðepartment is proposing a 3 day Camival as part of the Fourth of July
Celebration. The proposed carnival includes operations starting Saturday, July 2 from 12:00
p.m. - 10:00 p.m,, Sunday, July 3 from 12:00 p.m. - 10:00 p.m. and Monday, July 4, from 12:00
p.m. - 10:30 p.m.
This notification is being sent to residents that could be dírectly impacted by noise and lighting
during the carnival's hours of operation. The Community Services Department is aware and
sensitive to the concerns of residents living in close proximity to the Sports Park. All efforts will
be made to minimize any inconvenience, íncluding traffic and noise levels.
The Carnival will feature a total of 15 rides, a food truck and a midway with carnival games. City
staff and police will be on site to monitor all activities and ensure public safety.
The proposed carnival will appear on the agenda for City Council's consideration on Tuesday,
May 17,2016. There will be an opportunity for public comment in favor or opposition of the
proposed carnival. The City Council meeting begins at 5:00 p.m. at City Hall 32400 Paseo
Adelanto, San Juan Capistrano.
lf you have any questions or concerns pfease contact:
Heidi lvanoff, Senior Program & Special Events Coordinator
(949) 443-6391
hivanoff@saniuancaoistra no.orq
Gil Leon, Coordinator
(e49) 443-6393
gleon(ôsan iuancapi stra no. oro
We appreciate the opportunity to bring a fun, wholesome activity for the community to enjoy
Sincerely,
Heidi lvanoff
Senior Program & Special Events Coordinator
ATTACHMENT 3