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HomeMy WebLinkAboutC2009-187 - 5/12/2009 - ApprovedPage 1 of 6 AGREEMENT FOR ACCEPTANCE OF ART BETWEEN THE CITY OF CORPUS CHRISTI AND GULF COAST INDIAN CONFEDERATION This agreement ("Agreement") is entered into by and between the City of Corpus Christi, Texas, ahome-rule municipal corporation ("City"), acting through its duly authorized City Manager or the City Manager's designee ("City Manager") and Gulf Coast Indian Confederation of Corpus Christi of the following address: /_9~',~y /P Sf ~'or~US Cti,^i.5'~~ '7TX Corpus Christi, Texas ("Confederation"). ~~ p7gy/~ WHEREAS, the Gulf Coast Indian Confederation of Corpus Christi desires to commission a bronze sculpture commemorating the Native Americans in Corpus Christi, Texas, NOW, THEREFORE, the City and Confederation, for and in consideration of the covenants and agreements set out in this Agreement, the sufficiency of which is hereby acknowledged, agree as follows: Section 1. Contract Administrator. The City's contract administrator for this Agreement is the City's Director of Parks and Recreation ("Director"). Section 2. Artwork. The Confederation shall commission artist David McGary to provide professional services in designing, constructing, finishing, transporting, and installing a permanent work of art created in bronze which commemorates the Native Americans in Corpus Christi, and including a circular walking area around the statue, together known herein as the Artwork ("Artwork"). A representative design of the Artwork, including plans and specifications, is attached to this Agreement as Exhibit A and incorporated in this Agreement by reference. The City and Confederation acknowledge that Confederation's preliminary design for the Artwork has been reviewed and approved by the City's Arts and Cultural Commission and the Parks and Recreation Advisory Committee. Section 3. Term of Agreement. This Agreement, continues so long as the Artwork is maintained on City property. Section 4. Compensation. The Confederation is responsible for all payments for the Artwork including construction, installation, repair and proper maintenance. The City has no obligation for the installation, repair or maintenance of the Artwork. Section 5. Gift of Artwork. The Confederation will gift the Artwork to the City upon its completion and complete installation at Hans Suter Park. Section 6. Location of Artwork. The exact location for Artwork installation at Hans Suter Park shall be determined by the Director ("Project Premises"). 2009-187 Res. 028153 05/12/09 Gulf Coast Indian Confederation Page 2 of 6 Section 7. Construction of the Artwork. The Confederation shall comply with all applicable City codes regarding construction and installation of the Artwork. Section 8. Installation of the Artwork. Upon completion of the statue, the Confederation shall send notice to the Director at least forty-five days prior to the projected date of installation. The parties anticipated completion date of the Artwork is dC''~ ~f~~ 011 Confederation shall not commence installation of the Artwork until all insurance is obtained as required by Risk Manager. Confederation shall provide plans and specifications for installation of the Artwork. Confederation shall be contractually responsible for all completion costs associated with construction and installation of the Artwork. Confederation shall be contractually responsible for the physical installation of the Artwork and all completion costs associated with the installation of the Artwork at the Project Premises. Section 9. Artwork Maintenance. Confederation shall remain responsible for Artwork maintenance and repair so long as Artwork is installed at City property. Section 10. Taxes. Confederation is solely responsible for the payment of any and all taxes that may become due to any taxing authority, agency, or entity with respect to services provided by Confederation or with the Artwork that is the subject of this Agreement. This provision survives the expiration or earlier termination of this Agreement. Section 11. Insurance. At least fourteen (14) days prior to delivery of the Artwork to City property, Confederation shall notify the City Risk Manager and obtain insurance as required by the City Director of Risk Manager. Section t2. Independent Contractor; Lack of Contractual Authority. A. Confederation shall perform all work and services under this Agreement as an independent contractor and not as an agent, representative, or employee of the City. B. This Agreement does not establish Confederation as the agent or legal representative of the City for any purpose whatsoever, and Confederation is not granted any express or implied right or authority to assume or create any obligation or responsibility on behalf of, or in the name of, the City or to bind the City in any manner whatsoever. Section 13. Title; Copyright and License to Reproduce. A. Title to the Artwork will pass to the City upon final written acceptance from the City Director. B. In its contract with artist David McGary, Confederation shall ensure that the City is granted the right by the artist for an irrevocable license to graphically reproduce, through photography or otherwise, the image of the Artwork including, but not limited to, the Artwork proposal and all preliminary studies, and to authorize third parties to graphically reproduce, through photography Page 3 of 6 or otherwise, any and all of the same as are desired by the City for any purpose deemed appropriate by the City Manager. The rights granted by this subsection survive the termination of this Agreement. Section 14. Identification Label. The Confederation shall prepare, at its own expense, an identification label indicating Confederation's name, the Artist's name, the Artwork's title, and year of completion. This identification label will be placed near or adjacent to the Artwork whenever the Artwork is publicly displayed by the City. Section 15. Risk of Loss. Confederation is responsible for risk of loss or damage regarding the Artwork until Confederation has completed installation of the Artwork and City Director has provided Confederation with City Director's final written acceptance of the Artwork. Section 16. Indemnification. Confederation "Indemnitor") shall fully indemnify, save, and hold harmless the City and its officers, employees, and agents (collectively, "Indemnitees") against any and all liability, damage, loss, claims, demands, and actions of any nature whatsoever on account of personal injury (including, without limitation on the foregoing, premises defects, workers' compensation, and death claims), property loss, or damage of any kind whatsoever, which may arise out of, be caused by, or be in any way connected with, either proximately or remotely, wholly or in part, the design, fabrication, installation, repair, restoration, maintenance or removal of the Artwork and any act or omission of the Indemnitor or of any agent or employee of Indemnitor pursuant to performance under the terms of this Agreement. The Indemnitor covenants and agrees that, if the Indemnitee is made a party to any litigation commenced by any party other than Indemnitor relating to this Agreement, Indemnitor shall, upon receipt of reasonable notice regarding commencement of litigation and at his/her own expense, investigate all these claims and demands, attend to their settlement or other disposition, defend Indemnitee in all actions based thereon with counsel satisfactory to the Indemnitee, and pay all charges of attorneys and all other costs and expenses of any kind arising from any said liability, damage, loss, claim, demand, or action. This provision survives the expiration or earlier termination of this Agreement. Section 17. Collection Management. The City reserves the right to manage its collection of art, including the Artwork, for public purposes and, in doing so, may determine that it is necessary to relocate or remove the Artwork or modify the site in or on which it is located. This reservation of rights by the City survives the expiration of this Agreement. Section 18. Force Majeure. No party to this Agreement will be liable for failures or delays in performance due to any cause beyond their control including, but not limited to, any failures or delays in performance caused by strikes, lock outs, fires, acts of God or the public enemy, common carrier, severe inclement weather, and riots or interference by civil or military authorities. Section 19. Venue. All actions brought to enforce compliance with this Agreement must be brought in Nueces County, Texas, where this Agreement was executed and will be performed. Page 4 of 6 Section 20. Interpretation. This Agreement will be governed by and construed in accordance with the laws of the State of Texas. Section 21. Notice. A. All notices, demands, requests, or replies provided for or permitted, under this Agreement by either party must be in writing and must be delivered by one of the following methods: (1) by personal delivery; (2) by deposit with the United States Postal Service as certified or registered mail, return receipt requested, postage prepaid; (3) by fax transmission. B. Notice deposited with the United States Postal Service in the manner described above shall be deemed effective two (2) business days after deposit with the United States Postal Service. Notice by fax is deemed effective upon proof of delivery to the receiving party. All communications must only be made to the following: TION: City of Corpus Christi Attn: Director of Parks and Recreation 1201 Leopard; 3`d FI P.O. Box 9277 Corpus Christi, Texas 78469-9277 (361)880-3461 (361)880-3864 Fax SaIIvGCa~cctexa s.com C. Either oartv may change the address to Gulf Coast Indian Confederation /9e24 ~la.le st ~~>o~P ~ti ~~ ~~• ix 7o yip Telephone::3`I-563-6702 36~ a Fax or email ~ c U4'~+~5 ~~~ rich notice is sent by using a method set out above. Confederation shall notify City of an address change wuhin ten t~u~ aays artei the address is changed. Section 22. Modification or Amendment. Modification or amendment of any of the terms of this Agreement is effective upon written authorization of each of the parties to this Agreement. EXECUTED Ifl UPLICATE, each of which will be considered an original, on this the ~~day of , 2009. ATTEST• ~~°~ - Armando Chapa City Secretary CITY OF CORPUS CHRISTI ,~~~ gAl R. Escobar ity Manager AP/PROVED~~AS TO/~~LEGAL FORM U ' 2009 Lisa Aguilar, sistant City Attomey for City Attorney ~Sw,~~~~j~I~lIUTHORIZEb 9T CtatlNCll.,~~ ~ SECRETARY j~gJ Page 5 of 6 GULF COAST INDIAN~CO' N~F/EDERATION By: V~r n l ~ ~/~ e ~jtt ~ctZ2.r yr. O r N Printe Title Date: J'-' ~~ - ~° g STATE OF TEXAS COUNTY OF NUECES This instrument was acknowledged before me on (}1 y' 2009, b l.Glrt1,1(~i1flYMYI T r)lP.~d (Gt as the GU'I (ti I )for the Gulf Coast Ind an JJ Con ederation, a _~~},'1= ~ (type of organization), on behalf of said organization. ,,,,, m~~'lSy~~c TARA K. MIREIES ~''; Notary Public, State of Texas ~~(.(a1~7/i.G~ Seal: ,;,•~~~ MyC~ mission Expires ~.; or~„c x1129, 2012 Notary Public, State of Texas MyMy o~Expires Notary's Printed Name Page 6 of 6 LIST OF ATTACHED EXHIBITS Exhibit A: Representative Design and Plans and Specifications for Artwork -510- ~~ ~~ P ,~. • ~ ~` 1~ ~~ ~~ ~~ F ~i ~~ D.,~. ~~ B ~€~ P d A //~ V' i -509-