HomeMy WebLinkAboutFlynn Creek Circus 2018-02-12Cou.. KID . 1118142
Flynn Creek Circus LLC 'Summer Camp' Exhibit A
Project Overview:
The City of Ukiah (herein referred to as City) will sponsor Flynn Creek Circus CLC (herein referred
to as FCC) to implement a summer enrichment program at Giorno Field. FCC proposes one
session week provided participant sign up meets program enrollment minimums. Program will
include a general circus day camp for ages 7 to 14.
Proposed dates, times, and program fees, and program description:
Dates:
Session #1: Monday, June 11 to Friday June 15, 2018
Daily session times:
Children's program (ages 7-14) 10am-2:30pm, Monday -Thursday, Friday 10am-2:OOpm, and
2:OOpm-3:00pm public recital
Maximum registration: 70 students, minimum 35
This workshop will introduce multiple circus disciplines and work to the level of each individual
student. Students will experience the thrills of tumbling, swinging trapeze, Chinese pole,
tightwire, aerial silks, juggling, hula hoop and partner acrobatics all in a safe and encouraging
environment. General conditioning and stretching techniques will be emphasized to promote
healthy exercise habits. Students will create an end of workshop performance.
Standard Course fee: $235/session
Flynn Creek Circus LLC Responsibilities:
Provide delivery and pick up of circus big top to house workshop
Provide expert Tent master and crew in mounting and demounting of big top
Direct program (provide qualified staff for each position, provide detailed workshop
descriptions, execute program objectives with qualified staff)
Provide all circus equipment
Provide proof of liability insurance encompassing the full scope of the program, Business
licensing that is current and posted at the location
Provide safety procedures, risk assessments and tent layout schematic as needed for permits
Provide artwork for advertising purposes
Advertising and promoting the program through FCC fan base and social media
Ensure general security of all equipment at the site during the event
Administer all payments for program staff
Facilitate staff compliance with City regulations
Ensure that the tent location is in compliance with CA Fire Safety and will pass all inspections
Ensure that the site is restored and clean before departure
City Responsibilities:
Provide location (with access at least 3 days prior to camp commencement and 2 days
following the final class)
Provide substantial advertising support including program announcements on City of Ukiah
websites, social media, in afterschool and print program distributions, and posting flyers and
support materials throughout the Ukiah at least 4 weeks prior to the program start.
Provide administration of program: answering client questions, advertising, collecting of fees,
and registrations paperwork and providing attendance sheets, managing online registration
portal
Keep FCC staff informed of enrollment numbers, make FCC director guest administrator
for online registration platform
Provide electricity (as available), restroom facilities and water (drinking water forparticipants
as well as access to water for onsite staff living trailers)
Ensure that site is appropriate for tent erection (i.e.: obtain irrigation plans, anyspecific
requirements from lot owner, and arrange for lot to be mown prior to tent arrival)
Provide security deposit by May 15, 2018 and 70% net registration fees minus security
deposit no later than 11:30am on Wednesday, June 13, 2018.
Charitable scholarships:
The City of Ukiah and FCC agree to admit 2 students at no cost based on student financial
need. These scholarship recipients will be identified by the City of Ukiah and will not count
toward to minimum enrollment threshold.
Financial Understanding between Flynn Creek Circus LLC andthe City of Ukiah:
City of Ukiah will pay a non-refundable security deposit of $1480 by May 15, 2018. Security
deposit funds will be applied to FCC's expenses and/or portion of profits on final accounting.
Both above parties agree to a 70% (FCC)/309lo(City) net profit split without further
consideration to unanticipated expenses unless expressly permitted by written agreement.
Approved expenses include:
Camp accident insurance- $680
Advertising- $400
Apparatus rigging hours- $900
FCC administration fee- $400.
FCC reserves the right to cancel the program if a minimum of 35 student enrollments is not
obtained by June 4, 2018. In the event of cancellation, FCC will be not be liable to the City of
Ukiah for compensation of any kind. Cancellation of camp activity will not constitute
cancellation of show activity.
Accounting:
City will accept all payments through their offices in the name of 'City of Ukiah'. Flynn Creek
Circus will not accept direct payment. All registrations will be administered by City. If the
camp should be cancelled due to lack of enrollment, City will be responsible for
reimbursement of all registrations. Both City and FCC agree to absorb their own promotional
losses without further consideration.
Promotion and Publicity and Liability:
Both Flynn Creek Circus LLC and The City of Ukiah agree to promote the project through all
advertising channels available and to represent the project in positive light to the community
and interested parties.
It is understood that the City of Ukiah is acting as a sponsoring agent only. City of Ukiah will
not be held liable for the camp activity.
CAMP CONTRACT
Flynn Creek Circus Summer Camp
2018
This contract is made on Pea ka. , 2018 between the City of Ukiah (hereinafter
referred to as 'City'), and Flynn Creek Circus LLC (hereinafter referred to as
'Contractor').
TERM: This Contract shall commence upon execution of this Contract and continue until June
18, 2018 unless sooner terminated pursuant to the provisions of this Contract.
MATERIALS: Contractor will provide all materials needed forthis activity except where
otherwise agreed.
PAYMENT: City shall pay Contractor for services rendered pursuant to this Contract as
specified in the General Proposal and Exhibit A. Payment shall be made per specifications
set forth in Exhibit A.
LICENSES & PERMITS: Contractor represents and warrants to City that Contractor shall, at
its sole cost and expense, keep in effect or obtain at all times during the term of this
Contract any applicable licenses, permits, or approvals which are legally required for
Contractor to practice its profession, including an appropriate business license.
INDEPENDENT CONTRACTOR: At all times during the term of this Contract, Contractor shall
be an independent contractor and shall not be an employee of the City. City shall have the
right to control Contractor only insofar as the results of the Contractor's services rendered
pursuant to this Contract. City shall not have the right to control the means by which
Contractor accomplishes services rendered pursuant to this Contract.
NONDISCRIMINATION: Contractor agrees not to discriminate against any person because
of race, color, religion, sex, national origin, age, disability, marital status or sexual
orientation in any activity for which Contractor is providing under this Contract.
TERMINATION: Either party shall have the right to terminate this Contract at any time by
givingtimely notice of such termination to the other party. In the event that City shall give
such notice of termination, Contractorshall immediately cease rendering services to this
Contract.
INDEMNIFICATION: Contractor shall indemnify and hold harmless City, and their governing
boards, employees, agents, and representatives (collectively, "Indemnitee") against all
liability, demands, claims, costs, losses, damages, recoveries, settlements, and expenses
(including interest, penalties, attorney fees, and costs of litigation) incurred by Indemnitee
("Losses"), known or unknown, directly or indirectly arising from or related to the acts or
omissions of the Contractor pursuant to this Agreement, including Losses arising from
Indemnitee's negligent acts or omissions.
INSURANCE: Liability Insurance: At all times during the term of this Agreement and any
extension thereof, Contractor shall procure and maintain commercial general liability
coverage, at Least as broad as the most current ISO Commercial General Liability policy
form, with minimum limits of One Million Dollars ($1,000,000.00) per occurrence, Two
Million Dollars ($2,000,000) aggregate, and the following requirements:
1) The insurance shall name City of Ukiah, directors, board members, employees, agents,
representatives, and volunteers, each while acting in such capacity, as additional insured.
ENTIRE AGREEMENT: This Agreement and all exhibits referred to in this Agreement
constitute the final, complete, and exclusive statement of the terms of the agreement
between the parties pertaining to the subject matter herein and supersede all prior and
contemporaneous understandings or agreements of the parties. No party has been induced
to enter into this Agreement by, nor is any party relying on, any representation outside
those expressly set forth in this Agreement.
MODIFICATION: This Agreement may be supplemented, amended, or modified only by the
mutual agreement of the parties. No supplement, amendment, or modification of this
Agreement shall be binding unless it is in writing and signed byboth parties.
SEVERABILITY: If a court or an arbitrator of competent jurisdiction holds any provision of
this Agreement to be illegal, unenforceable, or invalid in whole or in part for any reason,
the validity and enforceability of the remaining provisions, or portions of them, will not be
affected.
WAIVER: No waiver of a breach, failure of any condition, or any right or remedy contained
in or granted by the provisions of this Agreement shall be effective unless it is in writing
and signed by the party waiving the breach, failure, right or remedy. No waiver of any
breach, failure, right or remedy shall be deemed a waiver of any other breach, failure, right,
or remedy, whether or not similar, nor shall any waiver constitute a continuing waiver
unless the writing so specifies.
NECESSARY ACTS: The parties shall at their own cost and expense execute and deliver such
further documents and instruments and shall take such other actions as may be reasonably
required or appropriate to evidence or carry out the intent and purposes of this Agreement.
HEADINGS: The headings in this Agreement are included for convenience only and shall
neither affect the construction or interpretation of any provision in this Agreement nor
affect any of the rights or obligations of the parties to this Agreement.
EXECUTION IN COUNTERPARTS: This Agreement may be executed in any number of
counterparts, each of which shall be an original, but all of which together shall constitute one
instrument.
ASSIGNMENT: Neither party shall have the right to assign, sublease or otherwise transfer its
interests in this Agreement to any third party without the prior written permission of the
other party.
SUCCESSORS: This Agreement is binding on the successors or permitted assigns of the parties
hereto.
AUTHORIZATION: Each person executing this Agreement or its counterpart on behalf of a
party hereto warrants that he or she is authorized to do so and that this Agreement
constitutes the legally binding obligation of the party whom he or she represents.
ARBITRATION: Any controversies or disputes arising out of or relating to this Contract shall
be resolved by binding arbitration in accordance with the then current Commercial
Arbitration Rules of the American Arbitration Association. The parties shall select a mutually
acceptable arbitrator and the two arbitrators in turn shall select a third arbitrator, all three of
whom shall preside jointly over the matter. The parties may agree to a single arbitrator. The
arbitration shall take place at a location that is reasonable centrally located between the
parties, or otherwise mutually agreed upon by the parties. All documents, materials and
information in the possession of each party that are in any way relevant to the dispute shall
be made available to the other party for review and copying no later than 30 days after
notice of arbitration is served and 30 days before an arbitration hearing is conducted. The
arbitrator(s)' decision shall be final and binding on the parties, and judgement may be
entered in conformity with the decision in any court having jurisdiction. The agreement to
arbitration shall be specifically enforceable under the prevailing arbitration law. During the
continuance of any arbitration proceeding, the parties shall continue to perform their
respective obligations under this Contract. Notwithstanding this agreement to arbitrate
disputes, the California Government Claims Act (Cal. Gov. Code Sec. 900 et seq.) shall apply
to any claims against the City arising under or in connection with this Contract or the City's
performance under it.
In Witness hereof:
CITY OF UKIAH
w
Sae n iac, City Manager
Sage g o y
Flynn Creek Circus LLC