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CATHEDRAL CITY HOT AIR BALLOON FESTIVAL AND FOOD TRUCK FIESTA
EVENT SERVICES AGREEMENT
BY AND BETWEEN
THE CITY OF CATHEDRAL CITY, CALIFORNIA
AND
FANTASY BALLOON FLIGHTS
This City of Cathedral City Hot Air Balloon Festival and Food Truck Fiesta Event Service
Agreement ("Agreement") is entered into as of March 10, 2021 ("Effective Date") by and between the
City of Cathedral City, a charter city and a municipal corporation ("City") and Fantasy Balloon Flights, a
sole proprietorship ("Service Provider"). City and Service Provider are sometimes hereinafter
individually referred to as "Party" and hereinafter collectively referred to as the "Parties." It is mutually
agreed by and between the undersigned Parties as follows:
SECTION 1. EVENT SUMMARY.
1.1 Event Description.
City's Event is intended to showcase hot air balloon activities and host a food truck event
through flights, rides, music, food, spirits, culture and cuisine ("Event").
1.2 Date and Time of Event.
The Event will be held on November 19, 2021 through November 21, 2021 ("2021
Event") and on November 18, 2022 through November 20, 2022 ("2022 Event").
1.3 Location /Site of Event.
The Event will be held at City's Downtown Arts & Entertainment District, namely the
Cathedral City Community Amphitheater located at 68526 Avenida Lalo Guerrero
("Premises") and as more specifically depicted in Exhibit "C".
SECTION 2. SERVICE PROVIDER RESPONSIBILITIES.
The City is retaining Service Provider to produce, organize, manage, and run the Event in 2021
and 2022. Service Provider will perform each of the tasks for which the corresponding box "s" has been
checked "0" below. Service Providers shall perform all Tasks in conformance with the terms and
conditions set forth in Exhibit "A", "General Provisions," of this Agreement and Exhibit "B", "Event
Specific Tasks," of this Agreement.
2.1 License for use of Site to be Issued by City.
O Required for all Events
2.2 Schedule of Event Activities.
0 Full Event Schedule
O Event Activity Specific Schedule
2.3 Event Site Plan.
O Full Event Site Plan
O Event Activity Specific Site Plan
2.4 Promoting and Marketing.
O Full Event Promoting and Marketing
O Event Activity Specific Promotion and Marketing
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2.5 Budget.
I1 Full Event Budget
❑ Event Activity Specific Budget
❑ Budget to Actual Report
2.6 Sponsorships.
I1 Full Event Sponsorships
❑ Event Activity Specific Sponsorships
2.7 Coordination with City.
Required for all Events
2.8 Reports.
• Periodic Progress Reports as specified
O Event Activity Specific Reports as specified
❑ Event Promotion and Marketing Reports
2.9 Non-City Licenses & Permits.
El Food service permits— Health Department
El Alcohol service Permits—Alcohol & Beverage Control
l From other Governmental Agencies as specified
2.10 Event Participants, Volunteers, Staff, Private Security.
O Event Participants (e.g., parade entrants, artists, etc.).
El Volunteers (e.g., docents, guides, unpaid helpers)
O Staff(paid staff and workers)
O Private security services
2.11 Event Activities.
Event Activities shall include those listed in the Event Description in Section 2, in Exhibit
"B" and the following:
l Entertainment
l Food Vendors
O Merchandise Vendors
0 Parade
O Other: Hot Air Balloons
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SECTION 3. COMPENSATION AND METHOD OF PAYMENT.
3.1 As consideration for Service Provider's performance of this Agreement to City's
reasonable satisfaction, and subject to any limitations set forth in this Agreement, City
agrees to pay Service Provider total compensation, inclusive of Service Provider's actual
expenses, an amount not to exceed one hundred and ten thousand dollars ($110,000.00)
for the 2021 Event and one hundred and fifteen thousand dollars ($115,000.00) for the
2022 Event, (unless additional City compensation is approved in writing in accordance
with Section 23, (Amendment) of Exhibit "A", ("City Payment"). City will pay Service
Provider at the time and in the manner specified in Exhibit"A" to this Agreement.
3.2 City agrees to pay Service Provider fifty percent (50%) of the not to exceed amount of
one hundred and ten thousand dollars ($110,000.00) within 30 days of execution of this
Agreement. Twenty five percent (25%) shall be paid 60 days prior to the 2021 Event and
the final twenty five percent (25%)shall be paid 30 days prior to the 2021 Event.
3.3 City agrees to pay Service Provider fifty percent (50%) of the not to exceed amount of
one hundred fifteen thousand dollars ($115,000.00)on or before January 15, 2022 for the
2022 Event. Twenty five percent (25%) shall be paid 60 days prior to the 2022 Event and
the final twenty five percent (25%) shall be paid 30 days prior to the 2022 Event.
3.4 The City Payment entitles City to be recognized and designated as the name/title
sponsor for the Event and to all of the benefits and privileges afforded to such level of
sponsorship and to any benefits and privileges otherwise specified in Exhibit "B". No
other sponsor shall be afforded higher or superior recognition, or more benefits or
privileges than City, without the prior written consent of City.
3.5 Service Provider may solicit, procure, or obtain other sponsors of the Event and shall
utilize sponsorship receipts as provided in Section 6 (Sponsorships) of Exhibit "A" Any
compensation received by Service Provider as permitted under Section 6 shall not be
considered by the City Payment and shall not require amendment of this Agreement
pursuant to Section 23 (Amendment) of Exhibit"A".
[Signatures on following page]
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IN WITNESS WHEREOF, the Parties hereto have executed this Agreement on the date and year
first-above written.
CITY OF CATHEDRAL CITY SERVICE PROVIDER
� ; / rCharles P. McClendon Steve W in,•
City Manager Ow 'Fantasy Balloon Flights
ATTEST:
Tracey R. M4rtinezy r, /�j
City Clerk
V
APPROVED AS TO FORM
Eric Vail
City Attorney
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EXHIBIT A
GENERAL PROVISIONS
SECTION 1. LICENSE.
City does hereby grant to Service Provider, and Service Provider hereby accepts from City, a
revocable, nonexclusive license to use the Site to plan, produce, organize, manage, and run the Event
and for no other purpose.
SECTION 2. SCHEDULE OF EVENT ACTIVITIES.
Service provider shall develop a detailed and integrated schedule of all Activities planned for the
entire duration of the Event, broken down by day and hour. The inclusive of all Event Activities specified
in subsection 2.2 of the Agreement and in Exhibit "B". Service Provider shall provide a final detailed
timeline of activities to the Communications/Events Manager at least ninety (90) days prior to the
commencement of the Event. Where Service Provider has additionally been required to, or has only
been required to, develop a detailed schedule for one or more specific Event Activities, as opposed to all
activities for the entire Event, Service Provider shall provide that schedule within the time designated in
Exhibit"B".
SECTION 3. EVENT SITE PLAN.
Service Provider shall provide a draft site plan, Event layout to City's Communications/Events
Manager for approval at least sixty (60) days prior to the Event. A final site plan and event layout shall be
submitted to the Communications/Event Manager fourteen (14) days prior to the event. The site plan
must show the location of each Event Activity included in the Event, include sources of power and water,
restroom facilities, refuse receptacles, first aid station, handicap accessible areas, and event staging or
preparation areas.
SECTION 4. PROMOTION AND MARKETING.
Service provider shall use reasonable efforts to promote and market the Event which may include
use of social media, print ads, broadcast spots, and recruitment of business and organizations to
participate in the event as sponsors or vendors. Service Provider agrees to coordinate all of its
promotional and marketing efforts with the City in advance. City agrees to assist in the promotion and
marketing of the Event and will utilize its social media sites for that purpose as the City determines is
appropriate. City's efforts also include an awareness program to broadcast the event schedule, first aid
locations, public transport locations, restroom facilities, handicap accessible areas, distribution of event
related press releases, and media advisories.
SECTION 5. BUDGET.
Service Provider shall draft an Event budget identifying all of the anticipated costs to plan,
produce, organize, manage, and run the Event, including without limitation, payment to any performers,
artists, vendors or service provides utilized for the Event, and identifying all of the anticipated revenues
for the events (whether from sponsorships, ticket sales, merchandise sales or otherwise). Where a final
budget to actual report is required the Service Provider will prepare a document comparing each
identified budgeted cost with the actual expense for those items and provide same to City within ninety
(90) days after the end of the event.
SECTION 6. SPONSORSHIPS.
When required or permitted under this Agreement, Service Provider will solicit, procure, or
otherwise obtain sponsors for the Event who provide goods, services or the payment of money to the
Service Provider in exchange for recognition. Service Provider shall primarily use any goods, services or
money received from such sponsors to pay or offset the costs of planning, producing, organizing,
managing, and running the Event, and may secondarily keep excess monies as additional non-City
compensation. Service Provider may offer sponsors predetermined sponsorship recognition packages
(e.g. tickets, passes, tables, preferred seating, VIP status, and similar benefits and privileged) in
accordance with their level of sponsorship. Sponsorship levels and packages must be preapproved by
City. Sponsors may choose to direct their sponsorship to support either the overall Event or a specific
Event Activity. If the sponsor chooses a directed donation, Service Provider shall ensure it has received
written instructions from the sponsor indicating the allowed use of the sponsorship.
SECTION 7. COORDINATION WITH THE CITY.
Service Provider agrees to coordinate its planning, production, organization, management, and
running of the Event with City's Communications/Events Manager, including without limitation, providing
regular (at least weekly) status updates to City's Communications/Events Manager, providing prompt
responses to information requests, attending periodic meetings with City's Communications/Events
Manager and other appropriate City Staff, Service Provider shall respond to emails from the
Communications/Events Manager within 48 hours. Service Provider shall respond to emails from the
Communications/Events Manager listed as "urgent" within 24 hours. Service Provider shall provide a
phone number in which immediate contact can be made by the Communications/Events Manger at least
five (5) days prior to the event. Service Provider shall designate a specific contact person who will remain
available for contact by phone beginning two hours prior to opening of the Event through two hours after
closing of the Event, during each day the Event is to run.
SECTION 8. REPORTS.
Where Service Provider is required to provide periodic progress reports or Event activity specific
reports all reports shall provide timely and accurate information regarding the progress of Event or activity
either in writing, or orally at meetings with City staff. Where information is provided orally at a meeting,
Service Provider shall memorialize action decision or action to be taken in a follow-up email to City's
Communication/Events Manager for confirmation. City may designate additional requirements or content
for reports or designate additional reports in Exhibit "B".
The final post Event report shall include but is not limited to information such as activities held in
conjunction with the Event, number of people in attendance, number of sponsors, any issues that arose
during the course of the Event, total number of vendors retained by the Service Provider, breakdown of
the final budget and number of tickets sold during the Event, if applicable. The report shall be given to
the Communications/Events Manager within ninety (90) days from completion of Event.
SECTION 9. NON-CITY LICENSES AND PERMITS.
Service Provider is responsible for obtaining, at its own cost, all licenses, inspections, certificates
and permits required for the Event from any governmental agency other than the City having jurisdiction
over the Event, the Site, an Event Activity, or some aspect of the Event (e.g. health permit, alcohol
license, flyover, etc.,) including the licenses, inspections, certificates or permits indicated in Section 2.9.
Service Provider is responsible for timely completing and filing all necessary applications and related
documents and materials reasonably necessary to obtain the required licenses, inspections, certificates
or permits. Service Provider shall provide City with a certified copy of any issued license, inspection
report, certificate or permit and shall maintain the original or a certified copy of each onsite during the
Event and available for inspection by City or any issuing governmental agency.
SECTION 10. EVENT PARTICIPANTS, VOLUNTEERS, STAFF & PRIVATE SECURITY.
10.1 Event Participants. If required under Section 2.10, Service Provider shall use reasonable
efforts to recruit or otherwise obtain participants for Event Activities (e.g. entrants in
parades, contests, demonstrations, etc.,) and shall take such reasonable measures as
are necessary to arrange for participant to be present on time and ready to participate in
their Event Activity. Service Provider shall obtain from each participant an executed
liability waiver on a form either acceptable to, or provided by, City. No participant may
participate in any Event Activity unless they have provided a duly executed original of the
required liability waiver to Service Provider.
10.2 Volunteers. If required under Section 2.10, Service Provider shall use reasonable efforts
to recruit or otherwise obtain such volunteers as are necessary or desired to assist in the
planning, producing, organizing, managing and running of the Event or specific Event
Activities. Service Provider shall be solely responsible from properly training and
instructing volunteers and for providing adequate supervision and oversight of all
volunteers during the Event. Service Provider shall obtain from each volunteer an
executed liability waiver on a form either acceptable to, or provided by, City. No
volunteer may perform any function at the Event unless they have provided a duly
executed original of the required liability waiver to Service Provider. Service Provider
shall not utilize volunteers who are currently on parole or probation for a felony
conviction, or who have been previously convicted of the crime of rape or sexual battery
or sexual abuse.
10.3 Staff. If required under Section 2.10, Service Provider shall recruit, hire and provide, at
no cost to City, such paid workers ("Staff') as are necessary or desired to assist in the
planning, producing, organizing, managing and running of the Event or specific Event
Activities. Service Provider shall be solely responsible for properly recruiting, hiring,
training and instructing Staff and for providing adequate supervision and oversight of all
Staff members at all times they are working. Service Provider shall obtain from each
Staff member an executed liability waiver on a form either acceptable to, or provided by,
City. No volunteer may perform any function at the Event unless they have provided a
duly executed original of the required liability waiver to Service Provider. Service
Provider shall not utilize Staff at the Event who are currently on parole or probation for a
felony violation, or who have been previously convicted of the crime of rape or sexual
battery or abuse.
10.4 Private Security. If required under Section 2.10, Service Provider shall provide, at no
cost to City, a private security firm or persons licensed and qualified to provide security
services and crowd control services for the Event or for specified Event Activities (e.g. a
concert at the Event). Service Provider shall coordinate with City regarding the number
of private security personnel desired for the Event or for a specified Event Activity.
SECTION 11. SUBCONTRACTORS AND VENDORS.
Service Provider must obtain the prior written consent of City before retaining or hiring a
subcontractor, consultant or other person or firm to perform any of the Service Provider's responsibilities
under this Agreement, as well as all vendors, merchants and entertainers ("Subcontractors"). Service
Provider agrees to require in all contracts or agreements, with its Subcontractors that Subcontractors
agree to indemnify and defend Service Provider and City to the extent and in the manner provided in this
Agreement, and to obtain liability insurance or to produce evidence of same, in the amount required in
this Agreement, and to require that Service Provider and City be named as additional insured on the
Subcontractor's insurance policy. Service Provider shall also require its Subcontractors, to comply with
the anti-discrimination provisions of this Agreement.
SECTION 12. CANCELLATION OR MODIFICATION OF EVENT.
The Parties agree that the Event is to be held regardless of"rain or shine." However, the City or
Service Provider reserves the right to stop or cancel the Event should weather pose a potential danger to
the Service Provider, equipment, vendors, entertainers and/or members of the public who may attend the
Event. Every effort will be made to continue the Event; however, safety is paramount in all decisions.
City may cancel and/or reschedule the Event, with or without cause, at any time by giving ten (10)
days written notice of cancellation and/or rescheduling to Service Provider. In the event such notice is
given, Service Provider shall cease all work immediately. Service Provider shall be compensated for all
work performed prior to receipt of the notice of cancellation. Service Provider may request an alternate
date or cancellation of the Event.
During a period of declared state, federal, or local emergency, the City Manager may unilaterally
suspend the Agreement, extend the term of the Agreement, or modify any performance deadlines set
forth in the Agreement.
SECTION 13. CITY SAFETY AND WELFARE PROVISIONS.
Service Provider shall comply with all applicable City, County and State health and safety laws
and regulations. Service Provisions shall also not create or allow the creation of a public nuisance at the
Event or on the Site. Service Provider agrees to follow all safety related directives provided by members
of the Cathedral City police department, fire department, building department or code enforcement
division.
Service Provider shall comply with City sound curfews if activities related to the Event are held on
the Premises after 9 p.m. Sunday through Thursday, 10 p.m. on Friday and 10 p.m. on Saturday.
SECTION 14. CITY PROVIDED SERVICES.
Service Provider is not responsible for services or equipment that will be furnished, contracted
for, or otherwise procured by City. City's failure to procure or to perform or have performed shall not
constitute a breach of the Agreement and Service Provider shall have no right to pursue any action for
damages or other recovery form City. City shall provide the following:
14.1 City's Communications/Events Manager shall be responsible for providing water, food,
green room, and restrooms for City Council Members and other special guests of the
City.
14.2 City shall secure all City services and City permits for activities on the Site, provide
support and waive fees for activities planned at City owned and controlled properties.
14.3 If required, City shall be responsible for notifying all property and business owners of any
anticipated dates, times and length of any street closures due to the Event.
14.4 City shall meet all ADA Site accessibility and similar requirements and shall address
special needs of spectators on the Site and in all City owned property.
14.5 City shall provide road closure and public safety services and personnel, if required for
the Event. City is responsible for all printing, production, processing, mailing, postage,
signage, and any/all other costs associated with road closure activity related to the
Events.
14.6 City shall be responsible for ordering and placement of the portable restrooms. The
number of portable restrooms shall commensurate with the expected attendance.
14.7 City shall place City owned metal interlocking barricades at congested areas at the Site.
14.8 City shall provide trash maintenance service.
14.9 City shall provide any required traffic cones with holes in top.
14.10 City shall provide use of pop-tents in City inventory.
14.11 City shall provide City owned light towers, if required, for set up on City property.
SECTION 15. INDEPENDENT CONTRACTOR.
It is understood that City retains Service Provider on an independent contractor basis and Service
Provider is not an agent or employee of the City. The manner and means of conducting services are
under the control of the Service Provider, except to the extent they are limited by statute, rule or
regulation and expressed terms of this Agreement. No civil service status or other right of employment
shall accrue to Service Provider or its employees. Nothing in this Agreement shall be deemed to
constitute approval for Service Provider or any of Service Provider's employees or agents, to be the
agents or employees of the City. Service Provider shall have the responsibility for and control over the
means of performing any work or service provided under this Agreement. Anything in this Agreement that
may appear to give City the right to direct Service Provider shall mean only that Service Provider shall
follow the desires of the City with respect to the results of the Services provided.
II
SECTION 16. INSURANCE.
Service provider shall procure and maintain, at its sole cost and expense, policies of insurance to
include Comprehensive General Liability and Personal Injury with limits of at least one million dollars
($1,000,000.00) per occurrence. Certificates of insurance evidencing the foregoing and designating the
City, its elected officials, officers, employees, agents, and volunteers as additional named insured shall be
provided prior to commencement of Services.
SECTION 17. COMPLIANCE WITH APPLICABLE LAWS; PERMITS AND LICENSES.
Service Provider shall keep itself informed of and comply with all applicable federal, state and
local laws, statutes, codes, ordinances, regulations and rules in effect during the term of this Agreement.
Service Provider shall obtain any and all licenses, permits and authorizations necessary to perform the
Services set forth in this Agreement. Neither City, nor any elected or appointed boards, officers, officials,
employees or agents of City, shall be liable, at law or in equity, as a result of any failure of Service
Provider to comply with this section.
SECTION 18. NONDISCRIMINATION.
Service Provider shall not discriminate, in any way, in the employment of persons to perform the
Services in violation of any federal or state law prohibiting discrimination in employment, including based
on the race, religious creed, color, national origin, ancestry, physical disability, mental disability, medical
condition, genetic information, marital status, sex, gender, gender identity, gender expression, age,
sexual orientation, of any person, except as provided under California Government Code Section 12940.
SECTION 19. INDEMNIFICATION.
19.1 To the full extent permitted by law, Service Provider shall indemnify, protect, defend and
hold harmless City, and any and all of its employees, officials and agents from and
against any liability (including liability for claims, suits, actions, arbitration proceedings,
administrative proceedings, regulatory proceedings, losses, expenses or costs of any
kind, whether actual, alleged or threatened, including attorney's fees and costs, court
costs, interest, defense costs, and expert witness fees), where the same arise out of, are
a consequence of, or are in any way attributable to, in whole or in part, the performance
of this Agreement by Service Provider, or by any individual or entity for which Service
Provider is legally liable, including but not limited to officers, agents, employees or
subcontractors of Service Provider. The provisions of this section do not apply to claims
occurring as a result of City's sole negligence. The provisions of this section shall not
release City from liability arising from gross negligence or willful acts or omissions of City
or any and all of its officials, employees and agents.
19.2 Service Provider agrees to obtain executed indemnity agreements with provisions
identical to those set forth in this section from each and every sub-Service Provider or
any other person or entity involved by, for, with or on behalf of Service Provider in the
performance of this Agreement naming the Indemnified Parties as additional
indemnitees. In the event Service Provider fails to obtain such indemnity obligations from
others as required herein, Service Provider agrees to be fully responsible according to
the terms of this section. Failure of City to monitor compliance with these requirements
imposes no additional obligations on City and will in no way act as a waiver of any rights
hereunder. This obligation to indemnify and defend City as set forth herein is binding on
the successors, assigns or heirs of Service Provider and shall survive the termination of
this Agreement or this section.
SECTION 20. PROHIBITION AGAINST ASSIGNMENT AND TRANSFERS.
Except as specifically authorized under this Agreement, the services to be provided shall not be
assigned, transferred contracted or subcontracted out without the prior written approval of the City.
SECTION 21. NOTICES.
All notices required or permitted to be given under this Agreement shall be in writing and shall be
personally delivered, or sent by telecopier or certified mail, postage prepaid and return receipt requested,
addressed as follows:
To City: City of Cathedral City
Attn: City Manager
68-700 Avenida Lalo Guerrero
Cathedral City, CA 92234
To Service Provider: Fantasy Balloon Flights
Attn: Steve Wilkinson
74181 Parosella Street
Palm Desert, CA 92260
Notice shall be deemed effective on the date personally delivered or transmitted by facsimile or, if
mailed, three (3)days after deposit of the same in the custody of the United States Postal Service.
SECTION 22. ADMINISTRATION AND IMPLEMENTATION.
This Agreement shall be administered and executed by the City Manager or his or her designated
representative. The City Manager shall have the authority to issue interpretations and to make
amendments to this Agreement, including amendments that commit additional funds, consistent with
Section 23 ("Amendment") and the City Manager's contracting authority under the Cathedral City
Municipal Code.
SECTION 23. AMENDMENT.
No amendment to or modification of this Agreement shall be valid unless made in writing and
approved by the Service Provider and by the City. The City Manager shall have the authority to approve
any amendment to this Agreement if the total compensation under this Agreement, as amended, would
not exceed the City Manager's contracting authority under the Cathedral City Municipal Code. All other
amendments shall be approved by the City Council. The Parties agree that the requirement for written
modifications cannot be waived and that any attempted waiver shall be void.
SECTION 24. TIME OF THE ESSENCE.
Time is of the essence for the completion of the work described in this Agreement. It is
anticipated by the Parties that all work described herein will be completed and that any delay in the
completion of the work described herein shall constitute default under the terms of this Agreement.
SECTION 25. TERMINATION OF AGREEMENT AND DEFAULT.
25.1 City may terminate this Agreement, with or without cause, at any time by giving ten (10)
days written notice of termination to Service Provider. In the event such notice is given,
Service Provider shall cease all work immediately. Service Provider may request to
terminate Service Provider may request an alternate date for events with express written
approval of the City.
25.2 In the event that Service Provider is in default under the terms of this Agreement, the City
shall not have any obligation or duty to continue compensating Service Provider for any
work performed after the date of default. Instead, the City may give notice to Service
Provider of the default and the reasons for the default. The notice shall include the
timeframe in which Service Provider may cure the default. This timeframe is
presumptively ten (10) days, but may be extended, though not reduced, if circumstances
warrant. During the period of time that Service Provider is in default, the City shall hold
all invoices and shall, when the default is cured, proceed with payment on the invoices.
In the alternative, the City may, in its sole discretion, elect to pay some or all of the
outstanding invoices during the period of default. If Service Provider does not cure the
default, the City may take necessary steps to terminate this Agreement. Any failure on
the part of the City to give notice of the Service Provider's default shall not be deemed to
result in a waiver of the City's legal rights or any rights arising out of any provision of this
Agreement.
SECTION 26. LIQUIDATED DAMAGES.
Failure to perform or timely perform the services may result in City's inability to hold the Event or
result in an impaired or unsuccessful Event. Therefore, it is agreed that if Service Provider breaches this
Agreement, Service Provider will pay to City $110,000 for the 2021 Event and $115,000 for the 2022
Event plus any additional City personnel cost as liquidated damages. The Parties agree that affixing the
amount of actual damages from an impaired or unsuccessful Event is impractical and extremely difficult,
and that the liquidated damages amount set forth above is a reasonable estimate of the actual damages
that would be suffered if this Agreement were breached. Service Provider will not be liable for damages,
including liquidated damages, if any, caused by delay in performance or failure to perform due to causes
beyond the control of Service Provider. Such causes include, but are not limited to, acts of God, acts of
terrorism, acts of federal, state or local governments, acts of City, court orders, fires, floods, epidemics,
strikes, embargoes, and weather deemed dangerous to the safety of the event participants.
Initials
SECTION 27. WAIVER. -PAA_
Waiv
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Waiver by any Party to this Agreement of any term, condition, or covenant of this Agreement shall
not constitute a waiver of any other term, condition, or covenant. Waiver by any Party of any breach of
the provisions of this Agreement shall not constitute a waiver of any other provision nor a waiver of any
subsequent breach or violation of any provision of this Agreement. Acceptance by City of any work or
services by Service Provider shall not constitute a waiver of any of the provisions of this Agreement.
SECTION 28. LAW TO GOVERN; VENUE.
This Agreement shall be interpreted, construed and governed according to the laws of the State
of California. In the event of litigation between the Parties, venue in state trial courts shall lie exclusively
in the County of Riverside, California. In the event of litigation in a U.S. District Court, venue shall lie
exclusively in the Central District of California, in Riverside.
SECTION 29. ATTORNEYS FEES, COSTS AND EXPENSES.
In the event litigation or other proceeding is required to enforce or interpret any provision of this
Agreement, each Party in such litigation or other proceeding shall bear its own attorneys' fees, costs, and
expenses.
SECTION 30. ENTIRE AGREEMENT.
This Agreement, including the attached Exhibits "A", "B" and "C" is the entire, complete, final
and exclusive expression of the Parties with respect to the matters addressed therein and supersedes all
other agreements or understandings, whether oral or written, or entered into between Service Provider
and City prior to the execution of this Agreement. No statements, representations or other agreements,
whether oral or written, made by any Party which are not embodied herein shall be valid and binding.
SECTION 31. SEVERABILITY.
If any term, condition or covenant of this Agreement is declared or determined by any court of
competent jurisdiction to be invalid, void or unenforceable, the remaining provisions of this Agreement
shall not be affected thereby and the Agreement shall be read and construed without the invalid, void or
unenforceable provision(s).
SECTION 32. AUTHORITY TO EXECUTE.
The person or persons executing this Agreement on behalf of Service Provider represents and
warrants that he/she/they has/have the authority to so execute this Agreement and to bind Service
Provider to the performance of its obligations hereunder.
Service Provider hereby acknowledges that he/she has received and re '- -. the General
Provisions for the Agreement as outlined in Exhibit"A".
ervice Provider
EXHIBIT B
EVENT SPECIFIC ACTIVITIES AND TASKS
SECTION 1. Cathedral City Hot Air Balloon Festival and Food Truck Fiesta
1.1 Service provider shall be responsible for providing the following:
1.1.1 Service Provider shall promote activities held throughout the Event.
This includes promotion of Event activities held at City businesses;
and
1.1.2 Service Provider shall attend and coordinate up to eight (8) in
person meetings with the City's Communications/Events manager.
Service Provider shall be prepared to discuss overall event plans at
the meetings.
1.2 City shall provide the following:
1 .2.1 City shall support the 2021 Event and 2022 Event as the naming
rights sponsor through compensation as provided in Section 3 of
the Agreement. Benefits include naming rights, prominent logo
placement in all print and media advertising, press releases,
program guide, social marketing, official poster, merchandise and
website. City retains the rights to the name "Cathedral City Hot Air
Balloon Festival" and Service Provider will be granted use license
for all related events. Service Provider is to inform the City Events
Manager of any known infringement. City is responsible for
enforcement and licensing the name;
1 .2.2 City's Communications/Events Manager shall give direction as to
the involvement of the Cathedral City City Council and any other
City related official. This shall include, but not be limited to
providing a welcome message; and
1.2.3 City shall place City owned metal interlocking barricades at
congested areas at the Premises. City is not responsible for
providing equipment beyond what is specifically anticipated.
SECTION 2. Entertainment and Vendors
2.1 Service Provider shall procure and manage talent to perform and
otherwise produce, manage, and run the Event.
2.2 Service Provider shall procure and contract with entertainers and vendors
for performance of activities at the Event. Service Provider shall receive
approval of entertainer or vendor from the Communications/Events
Manager prior to finalization of contract terms.
2.3 Service Provider shall secure equipment needed for the Event on the
Premises including stage, sound, lighting, and all other equipment
deemed necessary to properly implement Event activities. Performers
and vendors are to be responsible for procuring and providing their own
tools of their trade and other related equipment. Service Provider shall
receive approval of entertainment from the Communications/Events
Manager prior to finalization of contract terms.
2.4 Entertainment shall generally include the incorporation of the following:
2.4.1 10x10 space; or
2.4.2 10 x 20 space; or
2.4.3 10 x 12 food space with required Category 4 tent
2.5 Service Provider shall be required to enter into a separate written
agreement and pay the customary hourly rate for City's professional
stage, sound, and lighting technicians if use of Cathedral City Community
Amphitheater stage and city owned equipment is necessary.
Service Provider hereby acknowledges he/she has received and reviewed
the General Provisions for the Agreement as outlined in Exhibit "B".
A
`ervice Pre ider
EXHIBIT "C"
LOCATION MAP AND ACCESS AREA
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