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HomeMy WebLinkAboutGravy Productions, LLC - Yakima Road Closure 21 AGREEMENT BETWEEN CITY OF YAKIMA AND GRAVY PRODUCTIONS, LLC RE: POLICE STAFFING FOR COMMERCIAL FILMING THIS AGREEMENT is made and entered into by and between the City of Yakima and Gravy Productions, L.L.C. for Yakima Police Department (YPD) staffing as required by this agreement. I. PREAMBLE WHEREAS, the CITY OF YAKIMA is a municipal corporation of the State of Washington, with City Hall located at 129 North 2nd Street, Yakima, Washington 98901 (hereinafter referred to as “City”), and WHEREAS, THE CITY OF YAKIMA has control of the public streets and right away within the Yakima city limits, and WHEREAS, GRAVY PRODUCTIONS LLC, is a for profit company headquartered in the state of California and authorized to do business in the state of Washington, that produces media content for commercial advertising purposes, and WHEREAS, GRAVY PRODCUTIONS LLC, is requesting to film and produce an advertisement within the city limits of Yakima, and WHEREAS, GRAVY PRODUCTIONS LLC, will need part of the roadway closed to conduct safe operations and has obtained a right- of-way use permit and/or special event permit from the City of Yakima as required in the Yakima Municipal Code prior to entering into this agreement, and WHERAS, the CITY OF YAKIMA, has the authority and ability to close streets; now, therefore the parties agree as follows: II. AGREEMENT 1.Services Provided by Gravy Productions LLC a.Gravy Productions, LLC, will provide a site liaison for the on-site Yakima Police Supervisor. 2 b. Gravy Productions, LLC, agrees to pay the overtime wages for the personnel assigned to the event no later than 30 days after receiving the invoice. c. Gravy Productions, LLC agrees to obey and/or follow the instructions of law enforcement with respect to the closed road, connecting outlets and egress/ingress points. d. Gravy Productions, LLC acknowledges and understands that it will not object or otherwise make a claim associated with shutting down production or any part thereof in the event law enforcement personnel deem it appropriate to do so. If the production is shut down, Gravy Productions, LLC will still be responsible for the costs associated with this agreement. e. Gravy Productions LLC will be responsible for erecting and disassembling all signage and barriers before and after the event (see period of performance). f. Gravy Productions LLC will provide signage to alert motorists that the street is closed and no parking is permitted. g. Gravy Productions LLC will provide barriers where needed to prevent motorized traffic from entering the closed street. h. Gravy Productions LLC shall comply with their special event permit and/or right- of-way use permit, including, but not limited to its traffic control plan, and obtain all necessary licenses and permits to use the roadway within the City of Yakima. i. 2. City Services a. The City (Yakima Police Department) shall create an operations plan to close Yakima Avenue from 2nd Street to 6th Street from the hours of 1300 and 2000 hours b. The City of Yakima will provide adequate uniformed personnel to staff areas of higher volume egress and ingress to maintain the street closure and safety for the public. c. The City of Yakima Police Department will provide Gravy Productions, LLC with the contact information of an on-site supervisor for the duration of the event. 3. Term This Agreement is effective from the hours of 10:00 a.m. to 8:00 p.m. (PST) on June 27th, 2026. 4. Compensation See Appendix A 5. Payment 3 Payment will be required 30 days after Gravy Productions, LLC receives an invoice `from the City of Yakima. Failure to make payment in the time outlined herein will result in a late penalty of $50.00 per day for each day payment is not made after due. Failure to make payment may also result in the City of Yakima turning Gravy Productions LLC over to collections, or any other legal remedy available to the City to collect the past due amounts due and owing under this Agreement. 6. City of Yakima Contacts Contacts for the purposes of scheduling, on-site issues, and coordination refer to the watch commanders on-call schedule Lieutenant Tory Adams Sergeant Jim Yates 509.728.6342 509.728.6449 7. Gravy Productions, LLC Contacts On-Site Authority John Noonan Productions (323) 804-8564 Production Manager Chris Null (765) 617-2445 Billing/Account Payable John Noonan, Producer (323) 804-8564 9. Administration. This Agreement shall be jointly administered by the City of Yakima and Gravy Productions, LLC , or their respective designees. The contact information for each party shall be as set forth below, or as otherwise provided in writing to the other party: City of Yakima Gravy Productions, LLC Victoria Baker City Manager John Noonan Producer 4 129 N 2nd Street Yakima, WA 98901 (509) 208-7500 3981 Blackbird Way Calabasas, CA 91302 (323) 804-8564 Chief Shawn Boyle Police Chief 200 S 3rd Street Yakima, WA 98901 Phone: (509) 728-4541 10. Inspection and Production of Records a. The records relating to this Agreement shall, at all times, be subject to inspection by and with the approval of the City, but the making of (or failure or delay in making) such inspection or approval shall not relieve GRAVY PRODUCTIONS LLC of responsibility for performance in accordance with this Agreement, notwithstanding the City’s knowledge of defective or non- complying performance, its substantiality or the ease of its discovery. GRAVY PRODUCTIONS LLC shall provide the City sufficient, safe, and proper facilities, and/or send copies of the requested documents to the City. GRAVY PRODUCTIONS LLC’s records relating to this Agreement will be provided to the City upon the City’s request. b. GRAVY PRODUCTIONS LLC shall promptly furnish the City with such information and records which are related to this Agreement as may be requested by the City. Until the expiration of six (6) years after final payment of the compensation payable under this Agreement, or for a longer period if required by law or by the Washington Secretary of State’s record retention schedule, GRAVY PRODUCTIONS LLC shall retain and provide the City access to (and the City shall have the right to examine, audit and copy) all of GRAVY PRODUCTIONS LLC’s books, documents, papers and records which are related to this Agreement. If any litigation, claim, or audit is started before the expiration of the six-year period, the records shall be retained until all litigation, claims or audit findings involving the records have been resolved. c. All records relating to GRAVY PRODUCTIONS LLC’s obligations this Agreement must be made available to the City, and the records relating to those obligations are City of Yakima records. They must be produced to third parties, if required pursuant to the Washington State Public Records Act, Chapter 42.56 RCW, or by law. All records relating to GRAVY PRODUCTIONS LLC’s obligations under this Agreement must be retained by GRAVY PRODUCTIONS LLC for the minimum period of time required pursuant to the Washington Secretary of State’s records retention schedule. 5 d. The terms of this section shall survive any expiration or termination of this Agreement. 11. Waiver and Amendments Waiver of any breach or any term or condition of this Agreement shall not constitute a waiver of any prior or subsequent breach. No term or condition is waived, modified or deleted except by an instrument in writing signed by both parties. 12. Entire Agreement and Modifications This Agreement sets forth the entire agreement of the parties with respect to the subject matter herein. The parties may supplement the Agreement by addenda or amendments, when agreed upon by both parties in writing. The parties shall attach copies of such addenda and amendments and by reference incorporate them herein. 13. Early Termination of Agreement – Effect of Termination This Agreement may be terminated by either party upon 24 hours’ advance written notice delivered to the other party. Termination does not alter the requirement for reimbursement for services provided prior to the effective date of termination or during the 24 hour period between notice and the effective date of termination. Upon termination, the City shall provide a final billing to Gravy Productions LLC within fourteen (14) days, if necessary, which should be promptly paid. Termination of this Agreement shall not terminate the hold harmless provisions set forth in Section 15 below, which provisions shall remain in full force and effect. 14. Hold Harmless and Indemnification. 14.1 GRAVY PRODUCTIONS LLC agrees to release, indemnify, defend, and hold harmless the City, its elected and appointed officials, officers, employees, agents, representatives, insurers, attorneys, and volunteers from all liabilities, losses, damages, and expenses related to all claims, suits, arbitration actions, investigations, and regulatory or other governmental proceedings arising from or in connection with this Agreement or the acts, failures to act, errors or omissions of GRAVY PRODUCTIONS LLC, or any of GRAVY PRODUCTIONS LLC’s agents or subcontractors, in performance of this Agreement, except for claims caused by the City’s sole negligence. 14.2 Nothing contained in this Section or this Agreement shall be construed to create a liability or a right of indemnification in any third party. 15 Liability Insurance 15.1 Before this Agreement is fully executed by the parties, GRAVY PRODUCTIONS LLC shall provide the City with a certificate of insurance as proof of liability insurance with minimum liability limits of Two Million Dollars ($2,000,000.00) per occurrence, combined single limit bodily injury and property damage, and Two Million 6 Dollars ($2,000,000.00) general aggregate. If GRAVY PRODUCTIONS LLC carries higher coverage limits, such limits shall be shown on the Certificate of Insurance and Endorsements and the City, its elected and appointed officials, employees, agents, attorneys and volunteers shall be named as additional insureds for such higher limits. The certificate and endorsement shall clearly state who the provider is, the coverage amount, the policy number, and when the policy and provisions provided are in effect. Said policy shall be in effect for the duration of the Agreement. The certificate of insurance and additional insured endorsements shall name the City of Yakima, its elected and appointed officials, employees, agents, attorneys and volunteers as additional insureds, and shall contain a clause that the insurer will not cancel or change the insurance without first giving the City prior written notice. The requirements contained herein, as well as City of Yakima’s review or acceptance of insurance maintained by GRAVY PRODUCTIONS LLC is not intended to and shall not in any manner limit or qualify the liabilities or obligations assumed by GRAVY PRODUCTIONS LLC under this contract. The business auto liability shall include Hired and Non-Owned coverage if necessary. 15.2 Automobile Liability Insurance Before this Agreement is fully executed by the parties, GRAVY PRODUCTIONS LLC shall provide the City with a certificate of insurance as proof of automobile liability insurance with a minimum liability limit of Two Million Dollars ($2,000,000.00) per occurrence. If GRAVY PRODUCTIONS LLC carries higher coverage limits, such limits shall be shown on the Certificate of Insurance and Endorsements and the City, its elected and appointed officials, employees, agents, attorneys and volunteers shall be named as additional insureds for such higher limits. The certificate shall clearly state who the provider is, the coverage amount, the policy number, and when the policy and provisions provided are in effect. Said policy shall be in effect for the duration of this Agreement. The certificate of insurance and additional insured endorsements shall name the City of Yakima, its elected and appointed officials, employees, agents, attorneys and volunteers as additional insureds, and shall contain a clause that the insurer will not cancel or change the insurance without first giving the City prior written notice. The requirements contained herein, as well as City of Yakima’s review or acceptance of insurance maintained by GRAVY PRODUCTIONS LLC is not intended to and shall not in any manner limit or qualify the liabilities or obligations assumed by GRAVY PRODUCTIONS LLC under this contract. The business auto liability shall include Hired and Non-Owned coverage if necessary. 15.3 Employer’s Liability (Stop Gap) GRAVY PRODUCTIONS LLC and all subcontractor(s) shall at all times comply with all applicable workers’ compensation, occupational disease, and occupational health and safety laws, statutes, and regulations to the full extent applicable, and shall maintain Employer’s Liability insurance with a limit of no less than $1,000,000.00. The City shall not be held responsible in any way for claims filed by GRAVY PRODUCTIONS LLC or its 7 employees for services performed under the terms of this Agreement. GRAVY PRODUCTIONS LLC agrees to assume full liability for all claims arising from this Agreement including claims resulting from negligent acts of all subcontractor(s). GRAVY PRODUCTIONS LLC is responsible to ensure subcontractor(s) have insurance as needed. Failure of subcontractors(s) to comply with insurance requirements does not limit GRAVY PRODUCTIONS LLC’s liability or responsibility. 15.4 Professional Liability GRAVY PRODUCTIONS LLC shall provide evidence of Professional Liability insurance covering professional errors and omissions. GRAVY PRODUCTIONS LLC shall provide the City with a certificate of insurance as proof of professional liability insurance with a minimum liability limit of Two Million Dollars ($2,000,000.00) per claim combined single limit bodily injury and property damage, and Two Million Dollars ($2,000,000.00) aggregate. The certificate shall clearly state who the provider is, the coverage amount, the policy number, and when the policy and provisions provided are in effect. If the policy is written on a claims made basis the coverage will continue in force for an additional two years after the completion of this Agreement. If insurance is on a claims made form, its retroactive date, and that of all subsequent renewals, shall be no later than the effective date of this Agreement. 15.5 GRAVY PRODUCTIONS LLC’s insurance coverage shall contain a waiver of subrogation, which must be reflected on the additional insured endorsement(s), and be primary insurance with respect to those who are Additional Insureds under this Agreement. Any insurance, self-insurance or insurance pool coverage maintained by the City shall be in excess of GRAVY PRODUCTIONS LLC’s insurance and neither the City nor its insurance providers shall contribute to any settlements, defense costs, or other payments made by GRAVY PRODUCTIONS LLC’s insurance. 15.6 If at any time during the life of the Agreement, or any extension, GRAVY PRODUCTIONS LLC fails to maintain the required insurance in full force and effect, the Agreement shall be discontinued immediately. Any failure to maintain the required insurance may be sufficient cause for the City to terminate the Agreement. 16. Severability If any term or provision of this Agreement is found invalid or unenforceable by a court of competent jurisdiction, the remainder of this Agreement shall be enforceable and effective to the fullest extent permitted by law. Further, the parties shall negotiate in good faith regarding amendments to this Agreement that would effectuate the intent of any provision held invalid or not enforceable. 17. No Third-Party Beneficiary Nothing in this Agreement is intended to create any rights in any entity not a party to this Agreement nor is any person or entity not named a party herein a third-party beneficiary to this Agreement. 8 18. Assignment The obligations in this Agreement are not subject to assignment. 19. Dispute Resolution – Governing Law – Venue The parties shall jointly cooperate to resolve any disputes that arise hereunder. Any dispute shall first be submitted to the chief executive officers of each party. If the matter remains unresolved, either party may seek appropriate relief in Yakima County Superior Court, which court shall be the venue for any action arising under this Agreement. This Agreement and all performance herein shall be construed in accordance with the laws of the State of Washington. Nothing in this section precludes the parties from agreeing on alternative dispute resolution if the dispute is unresolved after being submitted to the chief executive officers of each party 20. Complete Agreement This Agreement contains the complete formulation of the parties with respect to the subject matter of this Agreement. There are no representations, agreements, or understandings, oral or written, by the parties relating to the subject matter to this Agreement that are not fully expressed in this Agreement, other than any necessary permits associated with use of the City right-of-way (either a right-of- way use permit or special event permit). Each party acknowledges and represents to the other party that it is executing this Agreement solely in reliance upon its own judgment and knowledge and that it is not executing this Agreement based upon the representation or covenant of any other party, or anyone acting on such other party’s behalf, except as expressly stated herein. 21. Survival Any provision of this Agreement which imposes an obligation after termination or expiration of this Agreement, such as the indemnification section, shall survive the term or expiration of this Agreement and shall be binding on the parties to this Agreement. 22. Authority The person executing this Agreement on behalf of GRAVY PRODUCTIONS LLC represents and warrants that they have been fully authorized by GRAVY PRODUCTIONS LLC to execute this Agreement on its behalf and to legally bind GRAVY PRODUCTIONS LLC to all the terms, performances and provisions of this Agreement. WHEREFORE, this Agreement is executed and effective upon the date signed by the last party to sign below: CITY OF YAKIMA GRAVY PRODUCTIONS LLC Victoria Baker, City Manager John Noonan, Principal Officer ATTEST: Victoria Baker (Jul 1, 2026 15:16:50 PDT) Victoria Baker 9 _______________________________ Rosalinda Ibarra, City Clerk City Contract Number: ____________________2026-091 10 APPENDIX A Officers and sergeants assigned to the event will be compensated at 1.5 the normal wage + incentive, referred to as rate of pay. The rate of pay is dependent on many factors; tenure, experience, education and specialty assignment. The rate of pay cannot be determined until the officers are selected to work. Below is a link to the City’s master pay ordinance showing the current base wage. I have also included a link to the current collective bargaining agreement that lists the percentage of specialty pay that an officer or sergeant may earn. Collective bargaining agreement: 2024-2026-YPPA-CBA_Executed.doc.pdf Figure 1 https://www.yakimawa.gov/services/hr/files/ORD.-NO.-2026-008-update-master-pay-ordinance.pdf