1 STRAWBERRY FESTIVAL AGREEMENT
THIS AGREEMENT is made and entered into this ____ day of _____ 2025, by and between the CITY OF GARDEN GROVE, a municipal corporation, hereinafter referred to as "CITY", and the GARDEN GROVE STRAWBERRY FESTIVAL ASSOCIATION, INC., a California non-profit corporation, hereinafter referred to as "ASSOCIATION".
RECITALS
A. CITY may lawfully expend money accruing to its general fund for purposes of supporting community events.
B. ASSOCIATION has received City Council permission to sponsor and conduct an annual FESTIVAL and related activities in the City of Garden Grove, commonly known as the "Strawberry Festival."
C. CITY wants to ensure the safety of all residents and orderly conduct of all participants in the FESTIVAL.
D. ASSOCIATION has requested, and CITY agrees to grant, aid in connection with defraying the expenses of the FESTIVAL activities subject to the terms and conditions provided herein.
AGREEMENT
THE PARTIES MUTUALLY AGREE AS FOLLOWS:
1. TERM. The term of this Agreement shall be from the date first noted above through January 31, 2031, unless earlier terminated pursuant to Section 41 herein. The purpose of this Agreement is to allow ASSOCIATION to conduct the annual Strawberry Festival on Memorial Day weekend of each year during 2026-2031. The primary location for the FESTIVALs shall be at Village Green Park ("Park").
2. REIMBURSEMENT.
A. ASSOCIATION shall reimburse CITY for its direct and indirect costs attributable to operation of the FESTIVAL (including a parade, if held) in an amount not to exceed the amount listed for each FESTIVAL year except as otherwise set forth herein. 2026 $52,000
2027 $52,000
2028 $62,000
2 ASSOCIATION agrees to pay such costs within thirty (30) days following the mailing of an invoice by CITY to ASSOCIATION for such costs.
B. ASSOCIATION agrees to reimburse CITY for all extraordinary costs attributable to the operation of the FESTIVAL not covered elsewhere in this Agreement.
Extraordinary costs include, but are not limited to, the rental of barricades, purchase of special signs, and overtime costs for personnel that may include responding to emergency situations involving the Park facilities and grounds. CITY shall provide an itemized i nvoice to ASSOCIATION for all extraordinary costs. Extraordinary costs shall be agreed upon by the ASSOCIATION Board of Directors, the Community Services Director, the Public Works Director and the City Manager.
Once the reimbursement amount is set, ASSOCI ATION agrees to provide payment within thirty (30) days.
C. ASSOCIATION shall be responsible for and agrees to pay the full cost of any repair of damages to the FESTIVAL site (except as otherwise set forth herein), buildings, fixtures, property and other structures, including the irrigation system, that are attributable to the FESTIVAL operations. ASSOCIATION agrees to pay the cost of damages within thirty (30) days of the mailing by CITY to ASSOCIATION of an itemized invoice of the damages.
3. FESTIVAL ACTIVITIES. ASSOCIATION agrees to use its knowledge and experience to organize, promote, advertise and conduct during each year covered by this Agreement, and any renewal thereof, in the City of Garden Grove a citywide celebration known as the "Strawberry Festival." Expressly prohibited from FESTIVAL activities are helicopter rides, and activities, music or speech that call, incite or provoke an immediate breach of the peace.
CITY reserves the right to immediately stop and terminate any such activity. All music, whether live or recorded, shall be planned and implemented by the ASSOCIATION as an activity that is ancillary to the FESTIVAL , not designed in and of itself to draw spectators to the FESTIVAL .
Each live music performance shall be staged in an area with a seating capacity. The volume on all music provided at the FESTIVAL s h a l l not exceed 70 decibels at any time at any property line of the FESTIVAL site . The ASSOCIATION shall provide sufficient security, as determined to be appropriate in the reasonable exercise of discretion by CITY's Chief of Police, to ensure compliance with all requirements of this Agreement, including but not limited to the requirements for music provided at the FESTIVAL. The Parties hereto acknowledge that ASSOCIATION has chosen in the past to utilize the Garden Grove Police Department for security purposes. Should ASSOCIATION decide instead to utilize a private security firm for such services , ASSOCIATION shall coordinate with CITY’s Chief of Police to ensure that adequate security is provided. ASSOCIATION shall notify CITY at least thirty (30) days in advance of the FESTIVAL of the name of each music group, type of music and type of amplification system which will be used by each group providing live music at the FESTIVAL in order to ensure that requirements of this Agreement will be met. In addition, at the same time, 2029 $62,000
2030 $75,000
3 ASSOCIATION shall provide to CITY identification of the areas of the FESTIVAL site at which each musical group will perform, the times during which the performances will occur and the seating arrangements and capacities to be provided by the FESTIVAL for each such performance. Notwithstanding the foregoing, ASSOCIATION shall comply with the requirements of Garden Grove Municipal Code Section 8.47.060(G)(2) regarding filing a registration statement with CITY's Zoning Administrator at least seven (7) days prior to use of any sound amplification equipment during the FESTIVAL . The noise levels of the FESTIVAL shall not disturb the peace of the surrounding community. If the Police Department determines that the FESTIVAL’s noise level is disturbing the peace of the surrounding community, ASSOCIATION shall lower the noise volume of the offending source(s) as directed by the Police Department.
4. FESTIVAL PARTICIPANTS. ASSOCIATION shall have sole responsibility for arranging and providing all contractors, persons, organizations, businesses and employees necessary to properly conduct FESTIVAL activities.
5. USE OF THE V I L L A G E GREEN . In consideration for ASSOCIATION's activities, as provided herein, CITY grants ASSOCIATION a non-exclusive right to use the Village Green during the period beginning the Thursday preceding the opening week of the FESTIVAL , and continuing through the Memorial Day holiday, for the purpose of operating the FESTIVAL ; including, but not limited to, food booths, amusement zone operations, ancillary music and related uses, subject to ASSOCIATION submitting a schedule of events and complete plot plan (vendor locations, carnival area, stage area, vehicles, fire lanes, etc.) by thirty (30) days before the FESTIVAL and the approval of the submitted schedule and plot plan by the City Manager or designee, and provisions provided herein. CITY acknowledges that it does not intend to authorize any other community event on the Village Green concurrently with the FESTIVAL, but reserves its right to use any portion of the site for municipal purposes during the FESTIVAL. Should the CITY enter onto the FESTIVAL site during the FESTIVAL, it shall use reasonable efforts to minimize impacts on the conduct of the FESTIVAL.
The A m p h i t h e a t e r shall be reserved for use by ASSOCIATION for the period beginning the Saturday before the FESTIVAL and continuing through Memorial Day, or as otherwise mutually agreed by ASSOCIATION and CITY. The Amphitheater lessee shall provide access to the stage, lighting, sound, and restroom facilities for ASSOCIATION use. The ASSOCIATION will need to coordinate with the Lessee for the operation of the lighting and sound equipment. The foregoing does not apply to the following areas in the: kitchen, locker room, and office spaces.
The Amphitheater Lessee may utilize the Amphitheater Concession Area for fund raising purposes during the Strawberry Festival, provided that the Lessee complies with all applicable rules and directions of ASSOCIATION, including obtaining insurance covering the ASSOCIATION as an additional insured. The coverage shall cover the activities, products sold, and premises occupied by the Lessee. Any organizations operating under the authority of the Lessee shall carry similar insurance. The amount of the insurance shall be the same as that amount required by the ASSOCIATION from all other nonprofit food vendors at the Strawberry Festival. Additionally, if Lessee is not a non -profit organization, the Lessee would be required to 4 pay the ASSOCIATION to operate as a commercial food vendor. If the Lessee requests for a different organization to utilize the Amphitheater Concession Area, the request would be subject to approval by the ASSOCIATION and the organization would be required to pay the appropriate fee.
CITY agrees to allow ASSOCIATION to make use of the Community Meeting Center the Saturday preceding Memorial Day, and the Courtyard Center throughout the duration of the FESTIVAL. ASSOCIATION agrees to compensate CITY for the cost of CITY personnel required to open and operate the facilities for ASSOCIATION use, and for any goods provided by CITY at request of ASSOCIATION incidental to such usage.
6. PA RK USAGE CONDITIONS. CITY agrees not to charge ASSOCIATION for use of the Village Green.
ASSOCIATION shall be responsible for the continual clearing of trash/debris from the site during each FESTIVAL. ASSOCIATION shall further be responsible for and agrees to provide proper clean-up of the FESTIVAL site upon conclusion of each FESTIVAL, including proper clean-up of the parking areas used for the FESTIVAL, except privately-owned parking lots. "Proper clean-up" shall mean that the open, visible ground is free of litter, lumber, construction materials and other materials resulting from FESTIVAL operations and that these materials are removed from the grounds and disposed of properly. ASSOCIATION shall reimburse CITY for any costs CITY incurs for site clean-u p, including but not limited to special materials, labor, overtime, or damage to FESTIVAL site, which result in additional charges.
ASSOCIATION shall provide adequate trash containers and portable restrooms during the FESTIVAL, which restrooms shall be cleaned daily by ASSOCIATION.
ASSOCIATION shall contact Dig Alert, 811 or www.digalert.org , in accordance with the requirements of Government Code Section 4216 et seq., prior to driving or placing any stake or other item into the ground, and shall avoid all areas identified through Dig Alert as containing underground facilities of any type whatsoever.
ASSOCIATION shall be responsible for and agrees to pay the full cost of any repair of damages to the FESTIVAL site (except normal wear and tear to the grass), buildings, fixtures and other structures, including the irrigation system, that are attributable to FESTIVAL operations.
ASSOCIATION also agrees to be responsible for and pay an amount not to exceed Ten Thousand Dollars ($ 10,000) for the renovation of the turf area , including aeration, fertilization and over- seeding. In advance of the FESTIVAL, CITY shall mark the location of the irrigation system.
ASSOCIATION shall provide plans and calculations to CITY for approval no later than thirty (30) days before the event for proposed stages, platforms, tent structures and electrical systems for approval. ASSOCIATION shall designate a representative for the coordination of all safety related activities pertaining to electrical and structural matters at the FESTIVAL. ASSOCIATION shall obtain the inspection of and approval by CITY’s Building Services Division of all structures and electrical systems prior to the first day of each FESTIVAL.
Structures, including sanitary facilities, must comply with the accessibility requirements of Title 24 of the California Building Code (Handicap Access ). ASSOCIATION may schedule an 5 inspection upon permit issuance or contact the City of Garden Grove Inspection Request Line, at (714) 741-5332, to request inspections.
7. FENCE. ASSOCIATION shall install and remove temporary fencing satisfactory to CITY along the perimeter of FESTIVAL area at Village Green Park, and other areas requested by CITY. Fencing shall have fenc e poles secured by sand bags or water containers only. Attached is a sample diagram referred to as Exhibit A.
ASSOCIATION shall also provide fencing, satisfactory to CITY, in the median on Euclid Street to discourage mid -block crossing between Stanford a nd College. In addition, ASSOCIATION must ensure that the fencing contractor provides the necessary traffic control during the installation and removal of fencing.
ASSOCIATION shall remove all fencing within 48 hours after the end of FESTIVAL.
8. PARKING. ASSOCIATION shall obtain pre-approval from the Garden Grove Police Department regarding any proposed parking restrictions or modifications in traffic flow prior to the event. Nothing in this Agreement authorizes FESTIVAL access to parking other than that which is generally available to the public.
9. STORM WATER QUALIT BEST MANAGEMENT PRACTICES. ASSOCIATION will use best management practices (BMP’s) to prevent or control the discharge of pollutants and minimize non-storm water runoff from the FESTIVAL site. BMP’s may include structural or non-structural solutions, a schedule of activities, prohibition of practices, maintenance procedures or other management practices used to prevent or reduce the discharge of pollutants to the CITY’s storm drain system, which include street curbs and gutters.
ASSOCIATION shall contact City of Garden Grove Environmental Compliance staff at (714) 741-5375 during office hours for assistance in choosing the appropriate BMP’s for the Festival.
10. D I S P O S A L O F W A S T E A N D R E C Y C L I N G.
ASSOCIATION shall comply with the Garden Grove Municipal Code (GGMC ) and/or Garden Grove Sanitary District (GGSD) Co de of Regulations (GGSDCOR) as it relates to trash and recycling, including but not limited to GGMC, Section 9.18.040.060, pertaining to the waste reduction and recycling for community and special events, and GGSDCOR Title 5. ASSOCIATION is additionally required to provide for the collection of general trash, and recyclable materials in separate waste containers during the scope and course of the FESTIVAL.
ASSOCIATION shall provide adequate solid waste collection containers for general waste and recyclable materials during the FESTIVAL. Containers used for the collection of general waste and recyclable materials shall be clearly labeled and easily identified. ASSOCIATION and its vendors and contractors shall dispose of all clean cardboard products as a recyclable material.
ASSOCIATION shall contract with Republic Services to ensure appropriate disposal of all waste generated during the FESTIVAL. Agreements for solid waste disposal shall be subject to approval by 6 CITYGGSD.
At the conclusion of the event, i f there is any left-over edible food (as defined by the GGSDCOR), items shall be diverted away from the waste stream and donated to staff, volunteers, or a local food recovery organization.
11. FINANCIAL REVIEW AND REPORTING. ASSOCIATION agrees that it will, by the end of the following January after each FESTIVAL, furnish CITY with an accounting of its income and expenditures in connection with the FESTIVAL and related activities. Such information may be in the form of an audit report, or similar suitable documentation, prepared by a Certified Public Accountant acceptable to CITY. The review and reporting shall ensure t h a t comprehensive and transparent information regarding FESTIVAL l-related receipts and disbursements is provided. ASSOCIATION financial controls shall include the following:
• Maintain and provide for review a general ledger accounting system that encompasses all transactions of ASSOCIATION, and within that accounting system, the maintenance of all bank accounts, revenue accounts, and expense accounts used for the purpose of transacting FESTIVAL -related business.
• Implement internal controls over cash receipts and disbursements, including but not limited to monthly bank reconciliations for all ASSOCIATION bank accounts, a system of initiation, authorization, asset custody, transaction documentation and processing, and oversight of disbursements to employees related to payroll, to volunteers related to expense reimbursements, to vendors related to purchases of goods and services, and to community assistance organizations related to the distribution of FESTIVAL proceeds, the records of which shall be provided to the CITY for review upon written request by CITY's Director of Community Services.
• Compliance with federal form 990 reporting requirements.
• Compliance with state form 199 reporting and payment requirements.
• Compliance with California Secretary of State, Statement of Information reporting and payment requirements, related to the maintaining of the ASSOCIATION in good standing with the State of California.
• Compliance with California Attorney General registration renewal reporting and payment requirements related to the Registry of Charitable Trusts.
• Compliance with federal and state payroll and payroll tax payment and reporting laws and regulations.
• Compliance with federal and state reporting laws and regulations pertaining to payments made to independent contractors.
7 • Compliance with provisions of this and all other contracts.
• Compliance with all provisions of grants agreements procured related to FESTIVAL related activities.
12. COMMERCIAL FOOD SALES. All commercial mobile trailers with food vending equipment, whether or not operated by owner of said equipment, are required to have a permit from the Orange County Health Department prior to operation on FESTIVAL grounds.
ASSOCIATION shall make every effort to ensure that required permits have been obtained prior to the opening of the FESTIVAL. Any commercial equipment found in operation without the required Orange County Health Department permits shall be closed. ASSOCIATION shall ensure all mobile food/beverage vendors, including but not limited to, commercial mobile trailers or mobile food trucks on FESTIVAL grounds, possess a valid City of Garden Grove Business License Tax Certificate.
13. HEALTH DEPARTMENT. Prior to the opening of the FESTIVAL, ASSOCIATION shall provide the Orange County Health Department and CITY with a list of food/beverage concession vehicles or stand vendors and their approximate location on the grounds. A permit is required for all food/beverage concession vehicles or stand vendors storing, selling, and/or offering at no cost the food and beverages. All health permit applications for non-profit and commercial entities shall be submitted to the Orange County Health Department no later than two weeks prior to the FESTIVAL.
14. HEALTH COMPLIANCE. All food and candy concessions shall be operated in compliance with the "MINIMUM STANDARDS FOR CLEANLINESS AND
FOOD/BEVERAGE PROTECTION FOR HANDLING FOOD/BEVERAGE AT SPECIAL EVENTS", or its successor standards, relating to prepackaged and unpackaged foods and beverages, and Orange County Health Department Guidelines.
ASSOCIATION shall work with the Orange County Health Department to ensure compliance with all health regulations by all food/beverage concessions at the FESTIVAL. In addition, the Orange County Health Department, the Police Chief, the Fire Chief, or their designees, shall have the right, at their sole discretion, to close any food/beverage booth that becomes non- compliant during the FESTIVAL. Any such food/beverage booth found shall not be allowed to reopen until satisfactory compliance is demonstrated.
15. FOOD/BEVERAGE SALES COORDINATION. ASSOCIATION shall designate a representative for the coordination of all food/beverage service activities at the FESTIVAL. This person shall coordinate with the Orange County Health Department during the planning stages of FESTIVAL development to ensure that food/beverage service activities occur in compliance with all regulatory requirements.
16. SAFETY COORDINATION. ASSOCIATION shall designate a representative for the coordination of all safety related activities pertaining to electrical and structural matters at the FESTIVAL. This person shall coordinate with the CITY's Building Official during the planning stages and conduct of the FESTIVAL.
8 17. SECURITY PLAN. If the Garden Grove Police Department does not serve as the primary security for FESTIVAL, then the ASSOCIATION shall develop an operation and security plan for FESTIVAL operations. This plan for the operation and security of the FESTIVAL shall be submitted to the Chief of Police of CITY for approval no later than t h i r t y (30) days before the FESTIVAL. ASSOCIATION shall obtain the approval of such plan from the Chief of Police, which approval shall not be unreasonably withheld. Insurance information for all security related contracts shall be submitted to CITY's Finance Director in accordance with Section 25 of this Agreement.
18. PERMITS. In consideration of the community benefit derived from the Strawberry FESTIVAL, the CITY agrees to waive the community event and street closure permit fees for the Strawberry FESTIVAL. However, ASSOCIATION and FESTIVAL Participants (including vendors), as described in Section 4 above, shall comply with all applicable laws, and shall obtain and comply with all required permits. It shall be the responsibility of the ASSOCIATION to obtain, or cause to be obtained, all required permits, including but not limited to Community Event Permits, Street Closure Permits, and Blanket Business License Tax Certificate, which will include a copy of the Seller’s Permit (s) from the Ca lifornia Department of Tax and Fee Administration for each organization or group participating in the FESTIVAL where applicable.
19. FIRE REGULATIONS. No later than thirty (30) days before the FESTIVAL, ASSOCIATION shall provide an occupancy plan, exiting plan, and a general plot plan to the Orange County Fire Authority Prevention Field Services, or their authorized representative. Items to be on the plot plan are: location of all vehicles, generators, stages, emergency lighting, stands, tents/canopies, amusement zone activities/rides, food vendors, medical station, fire lanes and fire department access, dates and times of the event, and all emergency contacts for the event (event , security, stage and tent contact numbers). ASSOCIATION shall comply with all applicable current California Fire Code provisions. All California Fire Code and California Building Code required permits shall be obtained at least three (3) weeks prior to the beginning of the FESTIVAL. Permits may be required but are not limited to: generators, stages, booths, emergency lighting, cooking booths, tents, egress, and amusement rides. In addition, ASSOCIATION shall obtain approval from the Orange County Fire Authority Prevention Field Services, or their authorized representativ e, of all cooking appliances and fuels before use at the FESTIVAL.
Tents over 400 square-feet require Orange County Fire Authority permits.
ASSOCIATION shall h a v e t h e i r t e n t c o m p a n y submit site plans, tent layout plans and anchorage plans (CFC Section 105.6.45) a t l e a s t t w o ( 2 ) w e e k s b e f o r e t h e F E S T I V A L.
ASSOCIATION shall ensure that each cooking booth shall provide and mount a 2A10:BC fire extinguisher (Class K fire extinguisher where deep fryers are used) with adequate pressure and current State Fire Marshal's service tag. (CFC 906.1, Title 19, Sec. 567)
ASSOCIATION shall ensure access and visibility of fire hydrants, fire connections, suppression system, and appliances at all times.
9 Use of fireworks is strictly prohibited.
ASSOCIATION shall comply with all exit requirements set forth in the California Fire Code and provide adequate exits for all occupants with the proper exit width and direction.
20. FESTIVAL SCHEDULE. ASSOCIATION shall be entitled to promote and stage events throughout the city during the entire month of May of each year during the term of this agreement. When such events require a Community Event Permit, ASSOCIATION shall comply in a timely manner. Amusement attractions shall be confined to the amusement zone.
The FESTIVAL shall be operated within the bounds of the following schedule:
Thursday
Open no earlier than 9 AM
Completely closed by 6 PM
Friday
Open no earlier than 1 PM
(Open no earlier than 10 AM if GGUSD schools have non-student day.) Completely closed by 10 PM
Saturday
Open no earlier than 10 AM
Completely closed by 10 PM
Sunday
Open no earlier than 10 AM
Completely closed by 10 PM
Monday
Open no earlier than 10 AM
Completely closed by 9 PM
"Completely closed" shall mean the cessation of FESTIVAL related activities, including music and other entertainment, amusement rides, food and game booth operations and all other FESTIVAL activities, and shall not mean the vacation of the FESTIVAL grounds by FESTIVAL patrons. An earlier closing time of the amusement zone may be determined by representatives of the Orange County Fire Authority, Police Department or FESTIVAL officials.
The erection of commercial booths may commence one an half weeks ahead of the scheduled opening; other amusement zone set-up shall commence no earlier than the Thursday before the scheduled opening, and all equipment shall be removed within one week after Memorial Day.
10 21. POLICE SERVICES. The Garden Grove Police Department reserves the right to revoke the FESTIVAL event permit at any time without prior notice to or permission from ASSOCIATION if, in the opinion of the Chief of Police, or his designee, it is in the best interest of the general public and public safety. ASSOCIATION agrees to compensate CITY for extraordinary law enforcement costs when such extraordinary services are deemed necessary and are rendered to the FESTIVAL. Determination of whether extraordinary police services are needed, and the amount thereof, shall be made by the Chief of Police, at his sole discretion. Costs for extraordinary Police services shall be agreed upon by the ASSOCIATION President, the Chief of Police and the City Manager.
22. BUSINESS. ASSOCIATION shall submit a completed Blanket Business License Tax Application, which will cover and encompass all business activity within the footprint of the event. This includes a completed Vendor/Exhibitor/Sponsor worksheet that lists all persons and entities promoting their business through the event, either by selling a product, exhibiting a product, sampling a product, or providing sponsorship for the event, and a completed Service Provider worksheet that lists all persons or businesses providing a service that helps to put on the event. Per State La w, R&T 6073 (a)(1) ASSOCIATION will obtain from all vendors that are selling tangible sales taxable item a copy of a valid Seller’s Permit issued by California Department of Tax and Fee Administration. Seller’s Permit must display the event’s Garden Grove address. All copies of Seller’s Permits must accompany Blanket Business License Tax Application. All documents and related payment must be submitted two weeks prior to the commencement of the FESTIVAL. If data related to Business Licenses, Seller's Permits, and other similar items is incomplete or unsatisfactory, the Business License Tax Certificate will not be issued and the FESTIVAL will be considered in violation of GGMC Title 5, Chapter 5.01, Section 5.01.040(A). Additionally, if a field inspection is conducted, a minimum for four ( 4 )hours will be charged at the current hourly rate , payable by ASSOCIATION, which hourly rate may be adjusted annually by CITY as CITY costs increase.
ASSOCIATION shall ensure that any person or entity soliciting donations for charitable purposes at FESTIVAL shall submit to CITY a completed “Application to Solicit for Charitable Purposes”, satisfactory to CITY, no later than two weeks prior to the FESTIVAL.
In compliance with the prohibition against commercial cannabis activities in Chapter
9.52 of the Garden Grove Municipal Code, ASSOCIATION shall ensure that there is no selling, marketing and/or advertisement of Cannabis products.
23. PARADE CONDITIONS. CITY agrees not to charge ASSOCIATION for use of the public streets closed for the purposes of the parade. CITY will provide a parade route is in a clean and safe condition prior to the parade. ASSOCIATION agrees to pay the extraordinary costs involved in the parade, which may include street sweeping and the purchase of temporary no parking signs.
ASSOCIATION shall obtain approval in advance from the Garden Grove Police Department for the parade route. Such approval shall not be unreasonably withheld.
ASSOCIATION shall be responsible for the proper dispos al of waste generated by 11 the horses on the parade route. Additionally, for identifying a location for the staging of horse trailers that shall be approved by the CITY.
24. SHOWMOBILE. CITY will waive the rental costs for use of the Showmobile stage. ASSOCIATION agrees to work with CITY to schedule Showmobile placement and usage to minimize costs incurred.
25. INSURANCE. ASSOCIATION shall take out and maintain during the life of this Agreement, commercial general liability insurance, including contractual liability, and shall protect ASSOCIATION and CITY from claims for such damages. This insurance shall be in the amount normally carried by ASSOCIATION for such purposes, but in no event shall it be less than:
$5,000,000 (five million dollars ) per occurrence for Bodily Injury and Property Damage Liability, and $5,000,000 (five million dollars) general aggregate. (“Claims Made” and “Modified Occurrence” policies are not acceptable.)
ASSOCIATION shall furnish to CITY a Certificate of Insuran ce signed by the authorized agent of the insurance carrier issued on the insurance carrier’s form setting forth the general provisions of the insurance coverage under the commercial general liability policy. An additional insured endorsement shall designate the City of Garden Grove, its employees, agents, volunteers, and officials as Additional Insureds for on-going operations under the policy (Additional Insured Endorsement form CG 2026, or equivalent, as approved by CITY ) and shall be submitted by ASSOCI ATION to CITY for approval not less than thirty (30) days prior to the event. (“Claims Made” and “Modified Occurrence” policies are not acceptable.) ASSOCIATION shall provide to CITY endorsements from each insurance carrier wherein the insurance carrier shall give CITY thirty (30) days advance written notice of any material change, cancellation, or termination of coverage.
ASSOCIATION shall obtain an Certificate of Insurance and Additional Insured Endorsements evidencing proof of not less than $10,000 ,000 (ten million dollars) commercial general liability insurance, per occurrence, and not less than $10,000,000 (ten million dollars) general aggregate policy from any vendor providing rides, games or other “carnival-type” activities at the FESTIVAL , naming the City of Garden Grove, its employees, agents, volunteers, and officials , as Certificate Holders and Additional Insureds. The Certificate and Endorsement (CG 2026, or equivalent and CG 2037 or equivalent, as approved by CITY) shall be submitted by AS SOCIATION to CITY for approval not less than thirty (30) days prior to the event. (“Claims Made” and “Modified Occurrence” policies are not acceptable.) ASSOCIATION shall provide to CITY endorsements from each insurance carrier wherein the insurance carrier shall give CITY thirty (30) days advance written notice of any material change, cancellation, or termination of coverage.
In addition to the above -required insurance, ASSOCIATION shall ensure that all of ASSOCIATION’s contractors obtain and maintain not less than $2,000,000 (two million dollars) commercial general liability insurance per occurrence, and not less than $ 4,000,000 ( four million dollars) general aggregate. This includes, but is not limited to, contractors providing parade coordination services, fencing, trash collection, sanitary facilities, tents, tables/chairs and site security. The City of Garden Grove, its employees, agents, volunteers, and officials , shall be designated as Additional Insureds on these policies for on -going operat ions. The required Certificates and Additional Insured Endorsements (CG 2026, or equivalent, as approved by CITY) shall be collected and maintained by ASSOCIATION not less than thirty (30) days prior to the event. (“Claims Made” and “Modified Occurrence” policies are not acceptable.) The 12 endorsements from each insurance carrier shall provide that the insurance carrier shall give CITY not less than thirty (30) days advance written notice of any material change, cancellation, or termination of coverage.
ASSOCIATION shall ensure that all of ASSOCIATION’s vendors and sponsors obtain and maintain not less than $1,000,000 (one million dollars) commercial general liability insurance per occurrence, and not less than $ 2,000,000 ( two million dollars) general aggregate. The City of Garden Grove, its employees, agents, volunteers, and officials , shall be designated as Additional Insureds on these policies for on -going operations. The required Certificates and Additional Insured Endorsements (CG 2026, or equivalent, as approved by CITY) shall be collected and maintained by ASSOCIATION not less than thirty (30) days prior to the event. (“Claims Made” and “Modified Occurrence” policies are not acceptable.) The endorsements from each insurance carrier shall provi de that the insurance carrier shall give CITY not less than thirty (30) days advance written notice of any material change, cancellation, or termination of coverage.
ASSOCIATION shall ensure that ASSOCIATION and each of its contractors, vendors and sponsors using automobiles for FESTIVAL purposes shall obtain and maintain automobile liability insurance in an amount not less than $1,000,000 (one million dollars) combined single limit. If transportation services (such as shuttle services and transportation for parade purposes) are provided for persons, automobile liability insurance shall be obtained and maintained in an amount not less than $5,000,000 (five million dollars) combined single limit. The parade coordinator shall obtain and maintain insurance that covers losses for all automobiles and floats used for parade transportation purposes. Additional Insured Endorsements for all automobile related insurance shall be obtained. The required Additional Insured Endorsements, (CA 2048, or equivalent, as approved by CITY) shall name the City of Garden Grove, its employees, agents, volunteers, and officials as Additional Insureds for all automobiles, including automobiles owned, leased, hired or borrowed, and also for mobile equipment, if mobile equipmen t is used. The required Certificates and Additional Insured Endorsements shall be collected and maintained by ASSOCIATION not less than thirty (30) days prior to the event. ASSOCIATION shall submit to CITY for approval not less than thirty (30) days prior to the event its Certificates and Endorsements confirming that ASSOCIATION has for itself obtained such coverage. (“Claims Made” and “Modified Occurrence” policies shall not be accepted.) For each such contractor, vendor or sponsor, ASSOCIATION shall c ollect and maintain the required Additional Insured endorsements and other endorsements from each insurance carrier wherein the insurance carrier shall give CITY thirty (30) days advance written notice of any material change, cancellation, or termination of coverage. Should ASSOCIATION or any of its sponsors, contractors, or vendors not be utilizing automobiles in carrying out the terms of or activities contemplated by this Agreement, each such person(s) or entity(ies) may request an exemption from such insurance requirement by submitting a request on CITY’s request for exemption form to CITY’s Risk Manager for approval. Approval of such request shall rest within the sole discretion of CITY’s Risk Manager.
ASSOCIATION shall ensure that if ASSOCIATION, or any of ASSOCIATION’s sponsors, contractors or vendors, or any of their subcontractors, have employees, workers’ compensation insurance for such employees is in effect in the amount of and type required by California law. Each such insurer shall waive its rights of subrogation against the City of Garden Grove, its employees, agents, volunteers, and officials. The required Certificates and endorsements shall be collected and maintained by ASSOCIATION not less than thirty (30) days prior to the event. ASSOCIATION shall submit to City for approval insurance certificates and endorsements confirming that ASSOCIATION has for itself obtained such insurance, if required by California law, not less than thirty (30) days prior to the event. ASSOCIATION shall ensure that 13 each such insurance carrier shall give CITY not less than thirty (30) days advance written notice of any material change, cancellation, or termination of coverage. Should ASSOCIATION or any of its sponsors, contractors or vendors, or any of their subcontractors, not have employees, such person(s) or entity(ies) shall be required to sign CITY’s worker’s compensation waiver form and submit it to CITY’s Risk Manager for approval thereof. Approval of the waiver form shall rest within the sole discretion of CITY’s Risk Manager.
In the event any of underlying policies for ASSOCIATION or any of its contractors, vendors, or sponsors do not meet or exceed the policy limits of these insurance requirements, ASSOCIATION shall ensure that ASSOCIATION, or the subject contractor, vendor or sponsor, as appropriate, provides a Follows Form excess liability policy to ensure that the required policy limits are met. ASSOCIATION shall also ensure that the subject contractor, vendor, or sponsor provides a schedule o f underlying polices for any excess liability policy, and that the insurance certificate states that the excess policy follows form to the underlying policies.
If ASSOCIATION or any of its sponsors, vendors, or contractors hire any subcontractor to assist with their operations, each such subcontractor shall be required to provide the same insurance as the person or entity for which it is performing the work, including providing applicable waiver forms as approved by CITY.
ASSOCIATION shall be respo nsible to collect and maintain all insurance certificates and endorsements from all of its contractors, vendors, sponsors, and any of their subcontractors, and shall ensure that such insurance meets the terms of this Agreement. All insurance from Associati on, its contractors, vendors, sponsors, and any of their subcontractors shall be primary to insurance or self-insured retentions maintained by the City of Garden Grove, its employees, agents, volunteers, and officials, and shall not contribute with it.
Endorsements providing primary/non-contributory coverage shall be provided for ALL policies.
“Claims Made” and “Modified Occurrence” policies shall not be accepted. All insurance carriers must have a Best’s Guide rating of A-, Class VII or better. All insurance policies must be in effect at all times during the FESTIVAL, including all times for set-up and tearing down for the event. Upon request by CITY, ASSOCIATION shall provide to CITY original or certified copies of all insurance policies, endorsements, and certificates of ASSOCIATION, its contractors vendors, sponsors and any of their subcontractors.
If any sponsor, contractor, vendor, or subcontractor maintains higher insurance limits than the minimums shown above, the sponsor, contractor, vendor, or subcontractor shall provide coverage for the higher insurance limits otherwise maintained by the sponsor, contractor, vendor, or subcontractor. For purposes of this Section 25, the term “sponsor” shall not include an individual or entity that provides only a monetary payment to the ASSOCIATION and does not enter onto or conduct activities on the FESTIVAL site.
ALL INSURANCE POLICIES MUST BE IN EFFECT AT ALL TIMES THAT ANYONE WILL BE ON THE EVENT SITE (INCLUDING SET UP, TEAR DOWN, ETC.)
FAILURE BY ASSOCIATION TO PROVIDE TO CITY PROOF OF ASSOCIATION’S
INSURANCE AS REQUIRED BY THIS AGREEMENT OR TO ENSURE THAT THE INSURANCE
REQUIRED OF ANY CONTRACTOR, VENDOR, SPONSOR, OR SUBCONTRACTOR HAS BEEN
OBTAINED , AS APPROPRIATE, SHALL BE SUFFICIENT GROUNDS FOR CITY TO DECLINE
TO ISSUE PERMITS FOR THE FESTIVAL, CANCEL AUTHORIZATION FOR THE FESTIVAL TO PROCEED AND TO PRECLUDE THE FESTIVAL FROM OCCURRING.
Variances from the above-referenced insurance requirements may be issued by the CITY’s Risk Manager in the exercise of his/her sole discretion. No variance shall be valid unless issued in writing and signed by the CITY’s Risk Manager. CITY’s Risk Manager may require increased policy limits and/or 14 additional insurance if in the exercise of his/her reason able discretion, he/she determines that the increased policy limits or additional insurance is appropriate based on potential risks associated with the FESTIVAL . CITY shall not require increased policy limits or additional insurance without first discuss ing the matter with ASSOCIATION. CITY shall at all times have the right to inspect and receive the original or a certified copy of all policies and certificates of insurance, including additional insured endorsements, required pursuant to this Agreement.
If ASSOCIATION wishes to use the First Baptist Church of Garden Grove’s parking lot for parking and/or access to the FESTIVAL , ASSOCIATION shall comply with the requirements set forth in the November 27, 2012 License Agreement between CITY and the First Baptist Church of Garden Grove, including but not limited to (i) payment of specified user fees; (ii) fulfillment of all operational requirements; (iii) indemnification of both CITY and the First Baptist Church of Garden Grove in accordance with the requirements of Section 9 of the License Agreement; and (iv) providing commercial general liability insurance for the Church property to CITY, including an insurance certificate evidencing not less than $1,000,000 (one million dollars) per occurrence commercial general liability coverage and not less than $2,000,000 (two million dollars) general aggregate. ASSOCIATION shall also provide an additional insured endorsement for on-going operations under the general liability policy (Form CG 20 26 07 04 or equivalent designating the City of Garden Grove, First Baptist Church of Garden Grove, and their respective employees, agents, volunteers and officials as additional insureds. All insurance provided shall be primary to the insurance or self-insured retentions maintained by the City of Garden Grove, First Baptist Church of Garden Grove, and their respective employees, agents, volunteers and officials, and shall not contribute with it. An endorsement providing primary/ non-contributory coverage shall be provided for ALL policies. (“Claims Made” and “Modified Occurrence” policies shall not be accepted.)
26. ALCOHOLIC BEVERAGES. Alcoholic beverages shall not be sold, distributed or consumed on the FESTIVAL grounds . Any food or other booth in which alcohol is found shall immediately, and for the duration of the FESTIVAL, be closed by the Chief of Police or designee.
27. NON-LIABILITY OF OFFICIALS AND EMPLOYEES OF CITY. No official or employee of CITY shall be personally liable to ASSOCIATION in the event of any default or breach by CITY, or for any amount that may become due to ASSOCIATION, or for any obligation under the terms of this Agreement.
28. NON-LIABILITY OF OFFICIALS AND EMPLOYEES OF ASSOCIATION. No official or employee of ASSOCIATION shall be personally liable to CITY in the event of any default or breach by ASSOCIATION, or for any amount that may become due to CITY, or for any obligation under the terms of this Agreement.
29. COMPLIANCE WITH LAW. ASSOCIATION shall comply with all applicable laws, ordinances, codes, and regulations of the federal, state and local governments in the performance of FESTIVAL-related activities.
30. CONFLICT OF INTER EST. ASSOCIATION shall at all times avoid conflicts of interest or appearance of conflicts of interest in the performance of this Agreement.
15 31. NOTICES. All notices shall be personally delivered or mailed to the below listed address, or to such other address as may be designated by written notice.
A. Address of ASSOCIATION is as follows:
Garden Strawberry Festival Association
P.O. Box 2287
Garden Grove, CA 92840
Email Address: [email protected]
Attn: President
B. Address of CITY is as follows:
City of Garden Grove
11222 Acacia Parkway
Garden Grove, CA 92840
Email Address: [email protected]
Attn: City Manager
Copy to:
City of Garden Grove
11222 Acacia Parkway
Garden Grove, CA 92840
Attn: City Attorney
32. TIME OF ESSENCE. Time is of the essence in the performance of this Agreement.
33. LIMITATIONS ON SUBCONTRACTING AND ASSIGNM ENT. The experience, knowledge, capability and reputation of ASSOCIATION, its principals and employees are a substantial inducement for CITY to enter this Agreement. ASSOCIATION shall not assign, sublet or otherwise transfer its rights or obligations under this Agreement without the prior written consent of CITY. Any attempted assignment, sublet or transfer made in violation of this provision shall be null and void. If ASSOCIATION is permitted to subcontract any part of this Agreement, ASSOCIATION shall be fully responsible to CITY for the acts and omissions of its subcontractor as it is for the acts and omissions of persons directly employed. Nothing contained in this Agreement shall create any contractual relationship between any subcontractor and CITY. All persons engaged in the work will be considered agents of ASSOCIATION. CITY will deal directly with ASSOCIATION.
34. AUTHORITY TO EXECUTE. Each person executing this Agreement on behalf of a party hereto warrants and represents that he/she is duly authorized to execute this Agreement on behalf of the entity for which he/she is signing, and that by executing this Agreement, the party for which the person is signing is formally bound to the term of this Agreement.
35. INDEMNIFICATION. To the fullest extent allowed by law, ASSOCIATION agrees to protect, defend, and hold harmless CITY and its elective or appointive boards, officers, agents, employees and volunteers from any and all claims, liabilities, expenses or damages of any nature, including attorney's fees, for injury or death of any person, or damage to property, or 16 interference with the use of property, arising out of, or in any way connected with any FESTIVAL related activities and the performance of the terms of this Agreement by ASSOCIATION, ASSOCIATION agents, officers, employees, volunteers, vendors, subcontractors, or independent contractors hired by ASSOCIATION. The only exception to ASSOCIATION's responsibility to protect, defend and hold harmless CITY is due to the sole negligence or intentional wrongful conduct of CITY, or any of its elective or appointive boards, officers, agents or employees.
36. M O D I F I C A T I O N. This Agreement constitutes the entire agreement between the parties and supersedes any previous agreements, oral or written. This Agreement may be modified only by subsequent mutual written agreement executed by ASSOCIATION and CITY. Nothing herein prohibits the parties from mutually agreeing to modify any condition contained in this Agreement.
37. W A I V E R. The waiver of any provision of this Agreement must be in writing by the appropriate authorities of CITY and ASSOCIATION.
38. CALIFORNIA LAW. This Agreement shall be construed in accordance with the laws of the State of California. Any action commenced pursuant to this Agreement shall be initiated in the central or main branch of the Orange County Superior Court.
39. I N T E R P R E T A T I O N . This Agreement shall be interpreted as though prepared by both parties
40. TERMINATION. CITY and ASSOCIATION shall each have the right to terminate this Agreement, without cause, by giving written notice of termination at least two hundred eighty (280) days before the next FESTIVAL event. Any impending termination pursuant to this section shall be agendized for City Council action during open session.
Any termination of this agreement by CITY shall not relieve ASSOCIATION of any outstanding obligation under this Agreement, including but not limite d to the following :
ASSOCIATION's indemnification obligations shall survive termination of this Agreement until all actions and claims are fully and finally resolved and all monies related thereto are fully paid.
41. PRESERVATION OF AGREEMENT Sh o u l d any provision of this Agreement be found invalid or unenforceable, the decision shall affect only the provisions interpreted, and all remaining provisions shall remain enforceable.
42. N O N- P R O F I T S T A T U S. ASSOCIATION represents and warrants tha t it is a charitable non -profit corporation in accordance with Internal Revenue Code Section 501(C)(3). ASSOCIATION shall remain in good standing as such a corporation at all material times herein.
IN WITNESS THEREOF, the parties have executed this Agreement on the day and year first referenced herein.
17 CITY OF GARDEN GROVE
By:
Stephanie Klopfenstein
Mayor
ATTEST:
Lizabeth Vasquez
City Clerk
APPROVED AS TO FORM:
Omar Sandoval,
City Attorney
GARDEN GROVE STRAWBERRY
FESTIVAL ASSOCIATION, INC.
By:
President
By:
Secretary