HomeMy WebLinkAbout1985-303 1 RESOLUTION NO. 85-303
2 RESOLUTION OF THE CITY OF SAN EERNARDINO AUTHORIZING THE
EXECUTION OF AN AGREEMENT WITH J''i?DFN'T PRODUCTIONS , INC. ,
3 RELATING TO THE DIRECTION , PROMOTION AND PRODUCTION OF A STAGE
VARIETY SHOW FOR THE SAN BERNARDINO/REDLANDS SPECIAL OLYMPICS .
4 BE IT RESOLVED BY THE MAYOR AND COMMON COUNCIL OF THE CITY
5 OF SAN BERNARDINO AS FOLLOWS :
6 SECTION 1 . The Mayor is hereby authorized and directed to
7 execute on behalf of said City an Agreement with Jadent
8 Productions , Inc . , relating to the direction, promotion and
9 production of a stage variety show for the San Bernardino/
10 Redlands Special Olympics , which agreement is attached hereto ,
11 marked Exhibit "A" and incorporated herein by reference as fully
12 as though set forth at length .
13 1 HEREBY CERTIFY that the foregoing resolution was duly
14 adopted by the Mayor and Common Council of the City of San
15 Bernardino at a reqular meeting thereof , held on
16 the 5th day of Auau st 19851 by the following
17 vote , to wit :
18 -
!+w' Council Members EstraC7�� RPI 1 lys HP_rnandP7
19 Ouiel . Frazier .f S ri kl nr
20 NAYS : None
21 ABSENT : Council Member Mirk^
City Clcr
23 The foregoing resolution is hereby approved this 7th
24 day of August 7,985
25 -'
�A �-
26 Ma o t City o an Bernardino
Appr ed as to form :
28 City Attorney
1 AGREEMENT
2 THIS AGREEMENT made and entered into this day of
3 41� 1985 ) by and between Jadent
4 Productions , Inc . , hereinafter referred to as "Exhibitor" , and
5 the City of San Bernardino , a municipal corporation of the State
6 of California, and the San Bernardino/Redlands Special Olympics
7 Program , hereinafter referred to as "Sponsors" .
8 The parties hereto agree as follows :
9 W I T N E S S E T H
10 1 . Exhibitor represents that it is a corporation agreeing
11 to render , direct, promote , produce and stage a variety show for
12 the Sponsors , and that it is qualified and equipped to do so .
13 2 . Exhibitor is an independent contractor and is not an
14 agent or employee of the Sponsors at any time or for any purpose .
15 3 . Exhibitor agrees to furnish and be responsible for all
16 costs in any way related to the variety show including but not
17 limited to the following : solicitation costs in full , including
18 securing a location for Exhibitor to install and utilize
19 telephones for advance ticket sales ; all telephone costs ,
20 including installation, local service and long distance service ;
21 cost of telephone salespeople ; carding ; duplicating ; all
22 Publicity , including newspaper and posters ; and profit for
23 Promoter . Exhibitor further agrees to expend all costs for the
24 Promotion, production and staging of the show including , but not
25 limited to, all acts and performers , including salaries , all
26 transportation costs for the show or event ; all tickets for
27 advance and gate sales ; a location for the show or event ; all
28 locally required licenses and permits ; salespeople to sell
1 tickets on the date of the show; and profit for show coordinator .
2 4 . Exhibitor further agrees to secure all necessary
3 licenses , permits and approvals required by any federal , state ,
4 or local statute , law, ordinance or regulation. In the event it
5 is impossible for the Exhibitor , for any reason beyond
6 Exhibitor ' s control , to obtain such required licenses , permits ,
7 or approvals , Exhibitor shall immediately notify the Sponsors , in
8 writing , and this contract shall terminate . If Sponsors fail to
9 receive such written notice from Exhibitor , Sponsors shall be
10 entitled to rely on Exhibitor having so obtained such licenses ,
11 permits or approvals , and Exhibitor further agrees to indemnify
12 Sponsors for all expenses and damages resulting from such
13 failure , including reasonable attorneys ' fees .
14 5 . In consideration for the services listed above , the
15 Exhibitor shall receive seventy-five percent of the gross sales ,
16 derived from advance and gate sales . It is expressly understood
17 that solicitation costs will not exceed show' s net receipts .
18 Exhibitor shall be entitled to receive this percentage on a
19 weekly basis from deposits received . Exhibitor agrees to assume
20 all losses , should sales of tickets and advertising fail to cover
21 the expenses of the show. Exhibitor agrees to pay all costs
22 incurred in the promotion, production and staging of the variety
23 show from the Exhibitor ' s share of the gross proceeds .
24 6 . Exhibitor agrees to indemnify Sponsors and to hold them
25 harmless from any claims or costs incurred in the production,
26 promotion or staging of the variety show, including any public
27 liability claims or property damage claims . Exhibitor shall
28 furnish public liability insurance and property damage insurance ,
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1 each in the sum of one million dollars for said show to protect
2 the Sponsors and the location of the show, and Exhibitor shall
3 provide Sponsors with a copy of both such policies as soon as the
4 same are obtained . Sponsors shall be named as an additional
5 insured .
6 7. Sponsors shall receive a guarantee of twelve thousand
7 dollars or twenty-five percent of the gross sales for the variety
8 show, whichever is greater , with the sum of six thousand dollars
9 to be deposited in advance by Exhibitor in an escrow account
10 opened and held in the Sponsors ' names . It is understood that
11 the Sponsors shall receive the amounts listed in this paragraph ,
12 even if the gross sales do not exceed the costs of the show.
13 8. It is further agreed that Exhibitor shall set up a
14 separate bank account to be known as the General Show Account .
15 Said General Show Account shall be used as a general clearing of
16 funds received , and shall require two signatures , one of the
17 Exhibitor and the other of a representative of the Sponsors .
18 Exhibitor shall pay all incidental expenses incurred in the
19 promotion and staging of the show from the General Show Account .
20 9 . Exhibitor shall provide Sponsors with the following
21 information forthwith upon its becoming available : the time ,
22 date , and place of the show, type of show, names of acts , phone
23 number and address of advance ticket sales office , prices of
24 tickets , and any other information requested by the Sponsors .
25 10 . Exhibitor will attempt to fill all sales jobs with
26 people who work with the Special Olympics Program . All other
27 sales people are to be briefed on Special Olympics for basic
28 understanding of the program if the Sponsors so request .
3
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1 Sponsors specifically agree to allow Exhibitor to use the
2 Sponsors ' names in connection with all advance publicity , ticket
3 sales and advertising . Exhibitor shall provide salespeople with
4 a fact sheet about calls , so that they can answer questions about
5 the program , and the sales pitch must be approved by the area
6 coordinator and the chapter office of the San Bernardino/Redlands
7 Special Olympics Program before calls are made . Salespeople
8 shall also be instructed to identify the program correctly when
9 return calls are made , making it clear that Exhibitor is
10 representing the San Bernardino/Redlands Special Olympics
11 Program .
12 11 . Exhibitor and Sponsors agree that Sponsors shall have
13 free access to any area to observe , supervise and instruct any
14 and all of the solicitors for the sales of tickets and
15 advertising to ensure that communications with the public ,
16 businesses , and other organizations are consistent with goals and
17 philosophy of Sponsors .
18 12 . All outright donations shall be given directly to
19 Sponsors . Donors shall be instructed to make checks payable to
20 Special Olympics .
21 13 . Exhibitor and Sponsors agree that should the Sponsors
22 materially breach this contract , Exhibitor shall be entitled to
23 retain such funds paid to it as represent costs of production or
24 promotion of the event to date , and that Exhibitor shall retain
25 all funds remaining in the General Show Account. Exhibitor and
26 Sponsors agree that should the Exhibitor breach the contract ,
27 Exhibitor shall be responsible to pay to Sponsors the sum of
28 twelve thousand dollars , or twenty-five percent of gross sales to
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1 date of breach, whichever is greater , and that Exhibitor shall be
2 responsible for and hold the Sponsors harmless from any and all
3 damages that may have been incurred as a result of any contract
4 or negotiations for any contract entered into by Exhibitor in
5 connection with the program. This paragraph is not intended to
6 preclude damages for breach of contract by either contracting
7 party , including the failure to account in good faith .
8 14 . Sponsors agree not to engage in any fundraising program
9 utilizing telephone solicitation in connection with any Special
10 Olympics program for the two months immediately preceding the
11 show date , provided Sponsors are notified of the show date by
12 Exhibitor in advance of the two month period immediately
13 preceding the show date .
14 15 . Exhibitor shall provide to Sponsors , prior to
15 undertaking any activities whatever pursuant to the terms of this
16 agreement, a performance bond issued by an insurance or surety
17 company licensed to do business in California in a principal
18 amount not less than $12 ,000 guaranteeing the full performance of
19 this agreement. The form of such bond shall be subject to
20 approval of the City Attorney .
21 16 . Exhibitor agrees to comply with Title 7 of the Civil
22 Rights Act of 1964 , as amended , to the end that no person shall ,
23 on the grounds of race , creed , color , sex or national origin be
24 excluded from participation in, or denied the benefits of , or
25 otherwise be subjected to discrimination under this agreement, or
26 under any project , program or activity supported by this
27 agreement .
28 17 . Exhibitor certifies that it is aware of the provisions
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1 of the Labor Code of the State of California which require every
2 employer to be insured against liability for workers compensation
3 or to undertake self insurance in accordance with the provisions
4 of that Code , and it certifies that it will comply with such
5 provisions and shall forthwith provide proof of such compliance
6 to the Sponsors .
7 IN WITNESS WHEREOF the parties hereto have executed this
8 agreement as of the date and year first above written .
9 CITY OF SAN BERNARIDNO and
SAN BERNARDINO/REDLANDS
10 SPECIAL OLYMPICS PROGRAM
ATTEST:
11
12 BY L
Mayor of the City o
13 ity Clerk San Bernardino
14
JADENT PRODUCTIONS , INC .
15
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B �Zvl �
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18 Approved as to form :
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City Attorney
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