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HomeMy WebLinkAboutC2013-023 - 1/10/2013 - NAAmendment No. 1 to the Agreement with Jack Gron for Commission of Public Art Whereas, on October 26, 2010, the Corpus Christi City Council approved an Agreement for Commission of Public Ark with Jack Gron ( "Artist ") for placement of a sculpture ( "Artwork ") to be located at the Corpus Christi Police Department located at 321 John Sartain St., Corpus Christi, Texas ( "Project Premises "); Whereas, the Artwork is completed and ready to be properly installed at the Project Premises; Whereas, the parties desire to amend the agreement regarding storage, installation, and completion time; Whereas, separate installation and construction services are required in order to secure the Art at the Project Premises; Now, therefore, Jack Gron ( "Artist ") and City of Corpus Christi ( "City ") desire to amend their Agreement as follows 1. Section 5 regarding Compensation and Payment Schedule is amended as follows: "Section 5. Compensation and Payment Schedule. A. The City will pay directly to Artist a fixed fee of $26,205.85 plus storage fee reimbursement as provided in Section 7, which is full compensation for all services to be performed and all materials to be furnished by Artist under this Agreement. The payment of compensation to Artist, at any time during the term of this Agreement, will not be deemed a waiver of any right of the City or acceptance, by the City, of defective performance by Artist. B. The fee will be paid in the following installments, each installment to represent full and final payment for all services and materials provided prior to the payment thereof: (i) $16,666.81 will be remitted by the City within ten (10) working days of the execution of this Agreement by the City for preliminary design of the Artwork, supplies, and a portion of Artist's fees; (ii) $4,769.52 . will be remitted by the City within ten (10) working days of written notice that the artwork is ready for installation, so long as: (1) the Artwork is in a deficiency -free condition, as reasonably determined by the City; (2) the Artwork appears to have been fabricated and completed in accordance with the plans and specifications set out in Exhibit B; and (3) the City has issued a Notice of Acceptance, as set out in Section 8(B) of this Agreement, as acknowledgment by the City that the conditions delineated in this Section 5(B)(ii) appear to have been met by Artist; (ill) $4 ,769.52 within t en ( 1 0 ) aw Gr clays afte i Rs t a ll a ti on a Aftwork by the Gity as final payment shall be issued to Artist on or before April 30, 2013_ 2013 -023 1110113 Jack Gro iNDE�ED 2. Section 7 of the Agreement regarding Completion of Artwork is revised to read as follows: "Section 7. Completion and Storage of Artwork. "A. The Artwork must be fully fabricated and ready for transport to the Project Premises no later than 365 days after contract execution. of the Artwork from Artist's studio to storaae tacffl!y located at 1951 Rodd f=ield Road subject to the City p rior review and approval of any storage contract, and subject to the terms of the storage contract being on a month -to -month basis with City Director of Parks and Recreation listed on the storage contract as person with authority to access the storage facility. Storage of the Artwork may begin on danua 1 2013 or other date mutually acceptable to the City Director of Parks and Recreation and Artist. Artist must insure that its insurance required in the Agreement continues in effect and covers the Artwork against loss, damage or theft while stored at the storage facility. City shall reimburse Artist for monthly storage fees not to exceed $1.00.00 per month, and not to exceed 3 months. 3. Section 9 of the Agreement regarding installation of the Artwork is revised to read as follows: "Section, 9. Installation of the Artwork. ist r�,^,� p rovi de �id'�' U11µAA tJlV pla T' d s peei f iea ti ons Premises shall be eefAfaetually responsible far- the physieal installation of the Aftwerk and - -- i.... vuik+aaway.. vr.aaxx t he prejeoWs design firm. Artist is contractually responsible for the delivery and physical installation of the Artwork. Ci1y has obtained plans and specifications for the fabrication and installation of the free-standing wall at the Project Premises. City shall be responsible for installation of the free - standing wall. Upon completion of the installation of the free - standing wall, Artist shall deliver and physically install the Artwork upon the free - standing wall. If Artwork is not installed at Project Premises by March 30, 2013, then City a rees'to take over storage responsibilities for the Artwork and issue final payment to Artist of $4,769.52 on or before April 30 2013 as rovided in Section 5B fii ." 4. All other terms and conditions of the previously executed Agreement between the parties which are not inconsistent herewith shall continue in full force and effect. Executed in duplicate originals by the parties to be effective upon date of City Council approval. ATTEST: (bn�n� Armando Chapa City Secretary JACK GRON: By: Date: City of Corpus Christi, Texas /—Ronald L. Olson City Manager Approved as to iorm:. - Lisa Aguilar Assistant Ci ttorney For City Attorney HISTORY: Public Art Commission for Police Building (Artist, Jack Gron) CIP Fund 3340 windstorm • 1986 - Voters approved bond for renovation of Police building at Chaparral and John Sartain • Mar 1987- Percent for Art ordinance approved by Council; 'grandfathered' the Police building project • Oct 18, 1993 - City entered into agreement with artist, Luis Jimenez, for artwork to be mounted on exterior wall of Police building • 2003 - Artist, Luis Jimenez, passed away • June 24, 2009 - New RFP submitted for Police Building artwork • Aug— Nov 2011- Discussions about alternative locations (with Police command staff and Chief), as well as alternative design for a free - standing wall on which to install sculpture. • Nov 2011- Central Library location ruled out (trees and height of freestanding wall) • Feb 9, 2012 - City Hail site presented to ACC and approved for recommendation to Council. • April 14, 2012 - Notice to proceed — Engineering design of free - standing wall • April 30, 2012 - Design complete, Artist begins to gather bids on fabrication, concrete, and installation of art • June 20, 2012 —estimate at over $25,000 for free standing wall. • July 2012 - Revisit outside of Police Building. Engineer inspecting for certification. • August 14, 2012 — Waiting for Engineer's report on Water Street side of building. • November 2012 — bolting system for sculpture would require penetration from outside all the way to interior of building. Decision to attach to building rejected. Revisit free standing wall installation — against Water St side of Police building. • December 11, 2012 —Arts & Cultural Commission approves up to $20,000 from Permanent Art Trust fund to fabricate and install free - standing wall for Gron sculpture. • December 2012 — soliciting bids for fabrication and installation of free - standing wall. Amendment to artist agreement to extend time and define final installation requirements. 12/30/2012 w . y`. AGREEMENT FOR COMMISSION OF PUBLIC ART BETWEEN THE CITY OF CORPUS CHRISTI AND JACK GRON FOR ARTWORK AT CORPUS CHRISTI POLICE DEPARTMENT This agreement ("Agreement") is entered into by and between the City of Corpus Christi, Texas, a home -rule municipal corporation ( "City "), acting through its duly authorized City Manager or the City Manager's designee ( "City Manager".) and Jack Gron of Corpus Christi, Texas, Texas ( "Artist"). WHEREAS, the City has allocated funds for the selection, purchase, and placement of a public work of art at, in, or near the selected site of Corpus Christi Police Department Building located at 321 John Sartain St, Corpus Christi, Texas ( "Project Premises "); WHEREAS, the City's issued a Request for Proposals ( "RFP "), a copy of which is attached to this Agreement and incorporated into this Agreement by reference as Exhibit A, in order to obtain proposals for the fabrication and installation of public works of art for the City's Project Premises; WHEREAS, Artist submitted a design to City's Arts and Cultural Commission ( "Commission ") in response to the City's RFP ( "RFP Response ") and the RFP Response is incorporated into this Agreement by reference and attached to this Agreement as Exhibit B; WHEREAS, the City and Artist wish to set out the terms and conditions under which the Artwork is to be designed, fabricated, transported, and installed in order to promote the integrity of Artist's ideas and statements as represented in the RFP and as represented by and in the completed Artwork. NOW, THEREFORE, the City and Artist, 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. Preamble Language. The preamble language included above this initial numerated section is incorporated into this Agreement by reference and made a part of this Agreement for all intents and purposes. Section 2. Contract Administrator. The City's contract administrator for this Agreement is the City's Director of Parks and Recreation ( "Director"). Section 3. Artwork. The City, through this Agreement, contracts with Artist to provide professional services in designing, constructing, finishing, transporting, and installing a permanent work of art created in aluminum and bronze ( "Artwork "). A representative design of the Artwork, including plans and specifications, will be approved by the architect and the Arts Panel appointed by Commission and will be attached to this Agreement as Exhibit C and incorporated in this Agreement by reference- The City and Artist acknowledge that Artist's preliminary design for the Artwork has been reviewed and approved by the City's Arts and Cultural Commission ( "Comm1gsion "), a commission whose members are appointed by the City's City Council ( "City Council "). Section 4. Term of Agreement. This Agreement, excluding certain covenants that survive this Agreement including, but not limited to, Sections 13(B), 21(B), 24, 25, and 26, will expire upon the City's final payment to Artist as governed by Sections 5(13)(iii) and S(C) of this Agreement. HAPR- DIRiSHAREMAGENDA ITEMS1Coundl MeeliMW2010110 October 201010ct 28Tolloe Station ArtWack GronArUst Contract rg2.doe Page 2 of 10 Section 5. Compensation and Payment Schedule. A. The City will pay directly to Artist a fixed fee of $26,205.85, which is full compensation for all services to be performed and all materials to be furnished by Artist under this Agreement. The payment of compensation to Artist, at any time during the term of this Agreement, will not be deemed a waiver of any right of the City or acceptance, by the City, of defective performance by Artist. B. The fee will be paid in the following installments, each installment to represent full and final payment for all services and materials provided prior to the payment thereof: (t) $16,666.81 will be remitted by the City within ten (10) working days of the execution of this Agreement by the City for preliminary design of the Artwork, supplies, and a portion of Artist's fees; (ii) $4,769.52 will be remitted by the City within ten (10) working days of written notice that the artwork is ready for installation, so long as: (1) the Artwork is in a deficiency - free condition, as reasonably determined by the City; (2). the Artwork appears to have been fabricated and completed in accordance with the plans and specifications set out in Exhibit B; and (3) the City has issued a Notice of Acceptance, as set out in Section 8(B) of this Agreement, as acknowledgment by the City that the conditions delineated in this Section 5(13)(ii) appear to have been met by Artist; (iii) $4,769.52 within ten (10) working days after installation and final acceptance, as defined in Section 8(C) of this Agreement, of the Artwork by the City. Section 6. Fabrication of Artwork. A. Fabrication of the Artwork will be performed by Artist at Artist's art studio located in Corpus Christi, Texas. Artist agrees to do the additional work reasonably necessary to complete the Artwork in accordance with the plans and specifications in Exhibit C, as described in Section 3. B. Artist shall furnish all labor, tools, materials, machinery, equipment, and incidentals necessary for the execution of the Artwork. Section 7. Completion of Artwork. The Artwork must be fully fabricated and ready for transport to the Project Premises no later than 365 days after contract execution, in order to allow ample time for installation at the Project Premises. Section B. Notice of $ ubstantial Completion, Notice of Acceptance, and Notice of Final Acceptance. A. Artist shall send to Director a written notice of substantial completion ( "Notice of Substantial Completion") when the Artwork has been "substantially completed in accordance with the plans and specifications described in Exhibit C. B. Upon the Artwork's arrival at the Project Premises, the City shall provide Artist with notice of the Artwork's arrival and will issue payment to Artist, under Section 5(13)(iii) of this Agreement ("Notice of Acceptance "), unless the City gives Artist a written deficiency notice specifying the services or items that are not completed. Upon receipt HAPR- DIMSHAREMAGENDA rrEMMouncil Meeungs12010i10 October 201010ct 201Polioe Station ArtWaek Gran ArBet Contrail rg2.dac Page 3 of 10 of a deficiency notice, Artist will be given a reasonable time in which to correct all deficiencies noted by the City. Artist shall assume all costs associated with the correction of any deficiencies noted. Upon correction of all deficiencies, the City shall notify Artist in writing of the City's accepted arrival of the Artwork and issue a Notice of Acceptance. C. Upon installation of the Artwork and site cleanup, the City shall notify Artist in writing of its final acceptance ( "Notice of Final Acceptance ") of the Artwork. f=inal acceptance shall not to be unreasonably withheld. Site cleanup shall consist of Artist cleaning and removing from the installation site all surplus and discarded materials, temporary structures, and debris of every kind occasioned by Artist's installation work in order to leave the installation site in a clean and orderly condition, substantially the same as that which originally existed. Section 9. Installation of the Artwork. Artist shall provide plans and specifications for installation of the Artwork. Artist will also be contractually responsible for all completion costs associated with construction and installation of the Artwork. Artist 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, in compliance with the project's design firm. Section 10. Transport of Artwork. Artist shall provide the City with a written, 34 -day notice prior to Artist's transport of the Artwork from Artist's studio. The notice must state the method, carrier, and date of shipping; the intended arrival date; and arrival location of the Artwork. Section 11. Artwork Maintenance Instructions. Artist shall submit, within fourteen (14) days after arrival of the Artwork at the Project Premises, instructions regarding routine maintenance required for each component of the Artwork. Section 12. Work Standards. All fabrication work must be performed in a good and workmanlike manner and in accordance with the plans and specifications in Exhibits B and C. Section 13. Taxes. A. The City is a tax - exempt organization and no State of Texas or local sales taxes are due upon the Artwork by the City. The City shall supply Artist with a copy of the Texas Sales Tax Exemption Certificate ( "Texas Certificate "). The City does not warrant that the Texas Certificate will be acceptable in any other jurisdiction outside the boundaries of Texas for tax - exempt purchases of materials or supplies to be used for the Artwork. B. Artist 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 Artist or with the Artwork that is the subject of this Agreement. This provision survives the expiration or earlier termination of this Agreement. C. Artist shall pay, before delinquency: all taxes, levies, and assessments arising from Artist's activities and undertakings pursuant to this Agreement; taxes levied on Artist's art studio and any improvements on the studio property or other place used for the fabrication and completion of the Artwork; taxes levied on Artist's equipment, tools, and machinery; and taxes levied on Artist's interest in this Agreement. H:1PR- DIMSHAREDIAGENDA ITEMSiCound Meetirkp%201011 D October 2010100 26kPolice station AnWack Gron AAlst Contract rg2,doc Page 4 of 10 Section 14. No Assignment of Work Without Authorization. The work and services required of Artist under this Agreement are personal to Artist and may not be assigned, delegated, or transferred without the express, written approval of the City. This provision does not prohibit Artist from having the Artwork cast at an approved foundry or from employing qualified personnel to work under Artist's direct supervision and control with respect to the Artwork. Section 15. Review of Work in Progress. Upon reasonable, prior notice to Artist, the City's officers, employees, and agents must be allowed to make reasonable inspections and reviews of Artist's progress with respect to the Artwork. Section 16. Insurance. A. Artist shall secure and maintain, during the term of this Agreement and at Artist's sole expense, the levels and types of insurance set out in Exhibit D, a copy of which is attached to this Agreement and incorporated in this Agreement by reference. B. Any subcontractors, if approved by the City, must secure and maintain the same levels and types of insurance shown in Exhibit D prior to performing any work related to this Agreement. C. Artist shall provide proof, by certificate of insurance meeting the limits and requirements set out in Exhibit D, to the City's Risk Manager and Director upon the execution of this Agreement. D. The certificate of insurance must name the City as an additional insured and must provide the City with at least 30 days written notice of cancellation, material change, or intent not to renew any insurance coverage required by Exhibit D. Section 17. Artist's Expenses. Artist shall be responsible for the payments of all mailings for submission to the City, including any required insurance certificates; shipping costs of the Artwork to the City; all costs of travel by Artist; al labor costs for Artist's employees; and all other costs, unless specifically excluded in this Agreement, that are necessary for the proper performance of the work, services, and obligations required by Artist under this Agreement. Section 18. Dedication Ceremony. A. Artist is requested by the City to attend a dedication ceremony upon opening of the Project Premises to the public. Since Artist's business is located in the City any and all travel expenses related to Artist's decision to attend the dedication ceremony will be the responsibility of Artist. S. The City is solely responsible for coordinating public information materials and activities related to the dedication of the Artwork. Section 19. Public Information by Artist. Artist shall acknowledge the City's role in purchasing the Artwork in all public presentations and written, printed, or electronic publications of the Artwork following the execution of this Agreement. This obligation of Artist survives the termination of this Agreement. HAPR- DIRlSHAREDIAGENDA rrEMSICouncil MeeBngs120IM O OdDber 20100ot 26)Police Station Art1,lack Gron Artist Qantract rg2.doc Page 5 of 10 Section .2Q. Independent Contractor; Lack of Contractual Authority. A. Artist 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 Artist as the agent or legal representative of the City for any purpose whatsoever, and Artist 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 21. Title; Copyright and License to Reproduce. A. Title to the Artwork will pass to the City upon remittance of the final payment. B. - City obtains the rights 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 or otherwise, any and all of the same as are desired by the City for any purpose deemed appropriate by the City Manager. On each municipal reproduction, Artist will be acknowledged, using designations provided by Artist, to be the creator of the original Artwork depicted, provided that reproductions of any proposals and preliminary studies may not be identified as, or represented to be, the finished Artwork. The rights granted by this subsection survive the termination of this Agreement. Section 22. Identification Label. The City shall prepare, at its own expense, an identification label indicating 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 23. Risk of Loss. Artist shall take all measures reasonably necessary to protect the Artwork from loss or damage until Artist has completed delivery to the City of all materials that constitute and form the Artwork and ownership is transferred to the City. Artist shall obtain property insurance, as set out in Section 17 of this Agreement, for loss or damage of the materials paid for by the City while in Artist's possession and control. Section 24. Indemnification. To the extent allowed by Texas law, Artist ( "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 tcind whatsoever, including dishonest, fraudulent, negligent, or criminal acts of the Indemnitor or the Indemnitor's employees, representatives, or agents, acting alone or in collusion with others, which may arise out of, be caused by, or be in any way connected with, either proximately or remotely, wholly or in part, Indemnitor's design, fabrication, installation, repair, restoration, 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 terms of this indemnification are effective regardless of whether the injury, damage, or loss is caused by the sole, contributory, - or concurrent negligence of the Indemnitees or any of them individually. The Indemnitor covenants and agrees that, if the Indemnitee is made a party to any litigation against the Indemnitor or in any litigation commenced by any party other than Indemnitor relating to this Agreement, Indemnitor shall, upon receipt of reasonable notice H:1PR- DIRI8HAREDIHGENDA rTEMSACoundl Meetings=10i10 October 20101oot 26T01ice Station Artuack Groh Artist contract rg2.doc Page 6 of 10 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. No liability attaches to the City by virtue of entering into this Agreement except as is expressly provided for under this Agreement. This provision survives the expiration or earlier termination of this Agreement. Section 25. ArtisNs Warranties. A. Warranty Against Defects. Artist warrants that the Artwork is designed to last for 20 years and guarantees the Artwork against faulty material and workmanship, including inherent vice. The term "inherent vice" means a quality within the material(s) that compromise(s) the Artwork and, either alone or in combination, results in the tendency of the Artwork to destroy itself and its image. In the event of a claim by the City for faulty material or workmanship, Artist shall, at the City's option, remedy or pay for any loss or damage resulting from faulty material or workmanship that occurs or appears after the date the City issues a Notice of Final Acceptance of the Artwork. The City shall give written notice with reasonable promptness to Artist regarding observed defects in the Artwork that occur or appear. Nothing contained in this Agreement or any action whatsoever by the City constitutes an acceptance of work not done in accordance with the provisions of this Agreement or relieves Artist of liability or responsibility for faulty material or workmanship. This provision survives the expiration of this Agreement. B. Warranty of Title. Artist warrants and guarantees that, upon the City's final remittance of payment to Artist, the City acquires good title to the Artwork and that the Artwork is free from any and all claims, liens, and charges of and by any person or entity including, but not limited to, all employees and suppliers of Artist. This provision survives the expiration of this Agreement. Section 26. Collection Management. A. The City reserves the right to manage its collection of art, including the Artwork, consistent with all applicable laws, the City's Charter, ordinances, and municipal policies. The City, through this Agreement, is commissioning and purchasing a work of public art, and the City shall determine the Artwork's placement at the Project Premises. This reservation of rights survives the expiration of this Agreement. B. The City reserves the right to manage its buildings, facilities, and public sites 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 27. 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. Artist shall inform the City in writing and submit proof of force majeure within three (3) business days of the event or occurrence of force majeure. Artist's failure to inform and submit proof to the City of force majeure constitutes a waiver of this right as a defense. The H:1PR• DIMSHAREDIAGENDA ITEMS1CounGl Meefts1201 Oki 0 October 20101Oct 2MPolloe Station AdUack Gran Artist Contract rgUoc Page 7 of 14 failures or delays to perform extend the period of performance until these exigencies have been removed. Section 28. Survival of Terms. Termination or expiration of this Agreement for any reason does not release either party from any liabilities or obligations set forth in this Agreement that: 1) the parties have expressly agreed survive the termination or expiration including, but not limited to, Sections 14(B), 22(B), 25, 26, and 27; 2) remain to be performed; or 3) by their nature would be intended to be applicable following the termination or expiration. Section 29. Non - Discrimination. Artist shall not discriminate or permit discrimination against any person or group of persons, as to employment or in the performance of services under this Agreement, on the grounds of race, religion, national origin, sex, physical or mental disability, or age, or in any manner prohibited by the laws of the United States or the State of Texas. The Director retains the right to take the action as the United States may direct to enforce this non- discrimination covenant. Section 30. Compliance with Laws. A. Artist must comply with all applicable Federal, State, and local government laws, rules, regulations, and ordinances that may be relevant or applicable to Artist's performance under this Agreement: B. This Agreement is also subject to applicable provisions of the City's Charter. Section 31. 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. Section 32. Interpretation. This Agreement will be governed by and construed in accordance with the laws of the State of Texas- Section 33. 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 prepaid-telegram; (4) by deposit with an overnight express delivery service, for which service has been prepaid; (5) by fax transmission; or (6). e-mail. 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 telegram or overnight express delivery service in the manner described'above will be deemed effective one (1) business day after transmission to the telegraph company or overnight express carrier. Notice by fax or email will be deemed effective upon transmission with proof of delivery to the receiving party. All communications must only be made to the following: H:TR- D1R18HAREDIAGENDA ITEMS00=0II MeefteI2010110 October 201410ai 26kPolice Station AriWaa Gron Artist Gontraci rgZdoc Page 8 of 10 C. IF TO CITY: City of Corpus Christi — Parks and Recreation Attn: Michael Morris, Director 1201 Leopard; 3 rd FI P.O. Box 9277 Corpus Christi, Texas 78469 -9277 (361) 8803464 (361) 880 -3864 Fax MichaelMoftcctexas.com F TO ARTIST: Jack Gron 7036 Lake View Drive Corpus Christi, Texas 78412 (361) 985 -1137 Jack. G ron Otamucc. edu party may change the address to which notice is sent by using a method set out above. Artist shall notify City of an address change within ten (10) days after the address is changed. Section 34. Mechanics and Materiailman's Liens. Artist must not allow the Artwork to be encumbered by any notice of intention to file a mechanic or materialman's lien or by the filing of a mechanic or materialman's lien. In the event that any notice of intention to file a mechanic or materialman's lien is received by Artist or a mechanic or materialman's lien is filed against the Artwork purporting to be for labor or materials, Artist must discharge the same within ten (10) days of the notice or filing. Section 36. Disputes. Any disputes concerning Artist's performance of this Agreement that are not disposed of by agreement between Artist and the Director will be referred to the City Manager or the City Manager's designated representative. If these persons do not agree upon a decision within a reasonable period of time not to exceed forty-five (45) days, the parties may pursue other legal rights and remedies to resolve the disputes. Section 36. Modification or Amendment. No modification or amendment of any of the terms of this Agreement will be effective unless the modification or amendment is in writing and signed by an authorized representative of each of the parties to this Agreement. Section 37. Waiver. A. The failure of either party to complain of any.act or omission on the part of the other party, no matter how long the same may continue, will not be deemed a waiver by said party of any of its rights under this Agreement. - B. No waiver of any covenant or condition or of the breach of any covenant or condition of this Agreement by either party at any time, express or implied, will be taken to constitute a waiver of any subsequent breach of the covenant or condition nor will justify or authorize the nonobservance on any other occasion of the same or any other covenant or condition of this Agreement. C. If any action by Artist requires the consent or approval of the City on one occasion, any consent or approval given on said occasion will not be deemed a consent or approval of the same action or any other action on any other occasion. H,1PR- DIRISHAREMGENDA rrEMSACoundl Meetirg1s12010U0 October 201010et 2Wolice 8t5on AraJaek GrOn Arllet Contract rg2.doo Page 9 of 10 D. Any waiver or indulgence of Artist's default of any provision of this Agreement will not be .considered an estoppel against the City. It is expressly understood that, if at any time Artist is in default in any of its conditions or covenants of this Agreement, the failure on the part of the City to promptly avail itself of said rights and remedies that the City may have will not be considered a waiver on the part of the City, but the City may at any time avail itself of said rights or remedies allowed under this Agreement, in law, or in equity. E. Any waiver or indulgence of the City's default of any provision of the Agreement will not be considered an estoppel against the Artist. It is expressly understood that, if at any time the City is in default in any of its conditions or covenants of this Agreement, the failure on the part of the Artist to promptly avail itself of said rights and remedies that the Artist may have will not be considered a waiver on the part .of the Artist, but the Artist may at any time avail itself of said rights or remedies allowed under this Agreement, in law, or in equity. Section 38. Severability. A. If, for any reason, any section, paragraph, subdivision, clause, provision, phrase, or word of this Agreement or the application hereof to any person or circumstance is, to any extent, held illegal, invalid, or unenforceable under present or future law or by a final judgment of a court of competent jurisdiction, then the remainder of this Agreement, or the application of said term or provision to persons or circumstances otherthan those as to which it is held illegal, invalid, or unenforceable, will not be affected thereby, for it is the definite intent of the parties to this Agreement that every section, paragraph, subdivision, clause, provision, phrase, or word hereof be given full force and effect for its purpose. B. To the extent that any clause or provision is held illegal, invalid, or unenforceable under present or future law effective during the term of this Agreement, in lieu of each illegal, invalid, or unenforceable clause or provision, a clause or provision, as similar in terms to the illegal, invalid, or unenforceable clause or provision as may be possible and be legal, valid, and enforceable, will be added to this Agreement automatically. Section 39. Acknowledgment and Construction of Ambiguities. The parties expressly agree that they have each independently read and understood this Agreement. By Artist's execution of this Agreement, Artist agrees to be bound by the terms, covenants, and conditions contained in this Agreement. By agreement of the parties, any ambiguities in this Agreement may not be construed against the drafter. Section 40. Captions. The captions utilized in this Agreement are for convenience only and do not in any way limit or amplify the terms or provisions of this Agreement - Section 41. Disclosure of Interests. Artist further covenants and agrees, in compliance with the City Code of Ordinances, Section 2 -349, as amended, to complete the Disclosure of Interest form that is attached to this Agreement as Exhibit E and that is incorporated by reference into this Agreement. Section 42. Executory Agreement. This Agreement is not considered valid until signed by authorized representatives of each of the parties and approved by the City Council. HAPR- DIMSHAREDIAGENDA FrEMMouncil Meetings12010110 October 201010et 261Police Station ArtUa& Gron Artist ContracLr92.doc Page 10 of 10 Section 43. Entire Agreement. No verbal agreements or conversations between any officer, employee, or agent of the City and Artist or Artist's agent prior to the execution of this Agreement affect or modify any of the terms or obligations contained in this Agreement. Any verbal agreements or conversations prior to execution of this Agreement are considered unofficial information and in no way binding on either party. This Agreement and the attached and incorporated exhibits constitute the entire agreement between the City and Artist for the purpose stated. All other agreements, promises, representations, and understandings, oral or otherwise, with reference to the subject matter of this Agreement, unless contained in this Agreement, are expressly revoked, as the parties intend to provide for a complete understanding within the provisions of this Agreement and its exhibits of the terms, conditions, promises, and covenants relating to Artist's performance under this Agreement. EXEC T I DUPLICATE, each of which will be considered an original, on this the IQ day Of 4 , 2010. ATTEST: CITY OF CORPUS CHRISTI .w ArmancTo Chapa K. Escobar City Secretary Tity Manager APPROVED AS TO LEGAL FORM W • 1 + Lisa Agui r, ssistant City Attorney for City A hey ARTIST y. Ch Title Date: STATE OF TEXAS COUNTY OF NUECES 2010 RA 0,.,.. - A 0- AUTHOttiZIM JY MUM011.. - Q is instru as acknowledged before me on 2010, by Jack Gron. Seal. �i "P TANECA L. SCOTT Notary ' b ate of Texas ,; �. Notery Public St ate , My Commission Expires Notary's Printed Name of rexas COMM. E 06/04/201 HAPR- DIMHAREn1AGENDA 1TEMS1Councif MeetingMM0110 October 201010et2elPolioe Station ArtWack Gron Artist ContraCl_rg2.doc Exhibit A City of Corpus Christi, Texas Arts and Cultural Commission Public Art Program To: Open call to visual artists. I'rom: Staff Liaison to the Arts and Cultural Commission, City of Corpus Christi Project: Public Artwork, Corpus Christi Police Department Budget: The total project cost is $35,642.30 which as been divided into three amounts: $25,078.07 will be used for an exterior work and the proposal maquette; $5,000.00 will be used for an interior work, and $2,000.00 will be used for an additional interior work. Funds to cover all costs associated with design, fabrication, materials, transportation and installation of the artwork (includes all artist expenses). 10'0 of the total project cost has been set aside for publicity purposes including lighting, advertising, and a reception of the completed project. Application Deadline: All artist's packets and/or materials pertaining to the proposal must be mailed by June 24, 2009 (postmark date). A. PROJECT DESCRIPTION The City of Corpus Christi Arts and Cultural Commission issues an open call to artists. One or more artists will be selected to design, create, and install three works of art on the interior and exterior of the Corpus Christi Police Department, located in the downtown area of Corpus Christi. The Art Selection Panel has designated three potential sites for the works of art, with the following guidelines be considered for all three sites: For the interior locations, $5,000 will be the project cost for a work of art to serve as a memorial for fallen Police; $2,000 will be the project cost for photographs honoring the citizens of Corpus Christi. All interior work must be framed and ready to be installed by the artist. For the exterior location, $25 will be the project cost for a work of art near the entrance of the Police Department. All media will be considered including freestanding sculpture, wall mounted sculpture, and painted murals (Kiem Paint must be used for mural works). All exterior artwork must be highly visible from the street with placement of work to be elevated from the street level. . Page 1 of 3 Exhibit A For all locations, all subject matter will be considered, but artwork must be appropriate for the character, dignity and function of the Corpus Christi Police Department. If an exterior project, the art selection panel will only consider work that is durable and can withstand exposure to high winds, heat, sun, salt and rain. Both exterior and interior projects will be expected to last for no less than twenty years. B. ARTIST ELIGIBILITY The artist(s) will be selected under the auspices of the City of Corpus Christi Public Art Ordinance and the Policies and Guidelines that it authorizes. Eligibility requirements for each project as established by the Visual Arts Committee are listed below. 1. Artists will be selected on the basis of their qualifications, as demonstrated by past work, appropriateness of the proposal to the particular project, and its probability of successful completion. 2. Specifically excluded are works of art done by: students under the supervision of art instructors or done to satisfy course requirements; the design architect or members of the design architect's firm; City employees and; artists who are members of, or related to members of, the Arts and Cultural Commission C. SELECTION PROCESS The Art Selection Panel will consist of a quorum of two voting professionals and two voting community representatives. They will be assisted by an advisory member representing the project architectural firm, and by an ACC member. The panel's recommendation will be forwarded to the Arts and Cultural Commission for approval and, in turn, recommended to the City Council for final approval. A contract between the artist(s) and the City will be executed upon City Council approval. The Art Selection Panel is not obligated to select any of the work proposed. Selection will be based on the majority vote of the panel members. The ACC member assigned to the project will vote only in the case of a tie. While the Art Selection Panel may agree to ask specific artists to submit proposals, this project is being conducted as a worldwide competition. The selection will be based on artistic and technical excellence, professional experience, and suitability of the artwork to the project and its construction schedule. Initial materials must be submitted by June 24, 2009 (postmark date if mailed or date stamped by 5:00pm if hand delivered). Initial materials submitted by artists need not be specific to these projects, but rather an overview of previous work. On July 1, 2003, the panel will review the initial materials submitted by artists on or before June 24, 2009, Following the initial viewing, the artist(s) whose materials were judged appropriate for this project will advance to the next step of a request for a site - specific proposal. Page 2 of 3 Exhibit A On August 5, 2009, the panel will review the site - specific proposals from the artist(s), and (if possible) select one. During the following week, references will be contacted and the artist will be invited to Corpus Christi. During the visit the artist will meet and interview with the selection panel and become familiar with the site and the City. Date to be determined, The Art Selection Panel will recommend final selection of the artist to the Arts and Cultural Commission. The Commission will, in turn, make its recommendation to City Council. Materials and number of copies to be sent in packet: One (1) disk of 10 digital images. The panel will only view the first 10, • (6) Sheets of accumulated images with work information that corresponds to the digital images on the disk. • Six copies of signed letter of interest • Six copies of current professional r6sumd. Please include contact information of four individuals familiar with your work, including e- mails. • Optional. Six copies of an initial design or one (1) maquette of a sculpture (chosen maquette to remain in the City's collection). • The Arts and Cultural Commission respectfully asks to keep materials received for an art database for future public art projects. Materials may be mailed to or may be hand - delivered to: Arts and Cultural Commission City of Corpus Christi 1581 N. Chaparral Street Corpus Christi, TX 78401 Attn: Program Coordinator If mailed the materials must be postmarked by June 24, 2009. If hand delivered the materials must arrive by 5:00pm on June 24, 2009. For more information, contact Karen Dawson at (361) 826 -3449 or via email at KarenD@c.ctexas.com The Corpus Christi Arts and Cultural Commission cannot be responsible for lost, missing, or damaged materials. Page 3 of 3 Exhibit B Texas A&M' UWversft y- Christi. Ulap of if Arm Jinx 22, 2009 Arlo mO Cu"'Itural C6nimlssibn F�liIlc Art Oroara!n Dear Art'Selection Pdnel, I intacsfMd ia a proposal for the Po lice d6wito vftcovilidlflst!.. 1 over 50 yedys of Omparlmoo in the deilgh, fabridation a -1 ofrublic.sculpiure in.inctil. As my.-resume d MY work. ti"'n'cr 'P"')i" W IM14 ari : iii PoJOE itil Zo and Z This ive OOnSttVOt the w ork allows Ifilglations. I have hkoludod.-an 4nitial oqAccpt for the wolf of the voliee-VallOn This coni0oillioh ifi-high'Wid woqlj b,; IMO desip'JiUOA upon like peace office►'s badge or slilelif Wilizing the - eagle and star foriris.a8 ilk confral qnibols.. The O a detailed scalOd r�aqu`�tii p el ohjils oft the 6ppOttdifty I Proposal for your - r6vicw. Thank you fbr YOW O.Onsidwation. Exhibit C IM 4 Z A Commissioned Art Work by Jack Gron Police Station - John Sartain St entrance Aluminum and bronze, 14' x 12 ' Exhibit D I. ARTIST'S INSURANCE REQUIRMENTS A. Artist must not commence work on the Artwork until all. insurance required herein has been obtained and such insurance has been approved by the City. Artist must not allow any subcontractor to commence work until all similar insurance required of the subcontractor has been so obtained. B. Artist must furnish to the City's Risk Manager, two (2) copies of Certificates of Insurance, showing the following minimum coverage by insurance company(s) acceptable to the City's Risk Manager. The City must be named as an additional insured for the General liability policy and a blanket waiver of subrogation is required on all applicable policies. TYPE OF INSURANCE MINIMUM INSURANCE COVERAGE 30 -Day written notice of cancellation, non- Bodily Injury and Property Damage renewal, material change or termination is required on all certificates Per occurrence / aggregate COMMERCIAL GENERAL LIABILITY including: $11,000,000 COMBINED SINGLE LIMIT 1. Commercial Broad Form 2. Premise — Operations 3. Products - Completed Operations 4. Broad Form Property Damage 5. Contractual Liability 6. Independent Contractors 7. Fire Damage PROPERTY INSURANCE At a minimum, in amounts sufficient to Fire and Extended coverage to include theft cover the loss of materials paid for by the and vandalism exposures City while in the Artists' possession and control, in addition to the Artist's property TRANSPORTATION 1 INSTALLATION INSURANCE In amounts sufficient to .cover the 1. During transportation of the artwork from replacement cost of the artwork the Artist's studio to Corpus Christi, TX 2. During the installation of the artwork at the Site Required for installation of Artwork on site WORKERS' COMPENSATION MUST COMPLY WITH THE TEXAS WORKERS' COMPENSATION ACT AND PARAGRAPH 11 OF THIS EXHIBIT EMPLOYERS' LIABILITY $500,000 Page 1 of 3 Exhibit D II_ ADDITIONAL REQUIREMENTS A. As stated in Section I -B, Table, Contractor must obtain the applicable - workers' compensation coverage for its employees through a licensed insurance company in accordance with Texas law. The contract for coverage must be written on a policy and with endorsements approved by the Texas Department of Insurance. The coverage provided must be in an amount sufficient to assure that all workers' compensation obligations incurred by Contractor will be promptly met. B. Contractor's financial integrity is of interest to the City; therefore, subject to it's right to maintain reasonable deductibles in such amounts as are approved by the City, Contractor shall obtain and maintain in full force and effect for the duration of this Contract, and any extension hereof, at its' sole expense, insurance coverage written on an occurrence basis, by companies authorized and admitted to do business in the State of Texas and with an A.M. Best's rating of no less than A- VII. C. The City shall be entitled, upon request and without expense, to receive copies of the policies, declarations page and all endorsements thereto as they apply to the limits required by the City, and may require the deletion, revision, or modification of particular policy terms, conditions, limitations or exclusions (except where policy provisions are established by law or regulation binding upon either of the parties hereto or the underwriter of any such policies). Contractor shall be required to comply with any such requests and shall submit a copy of the replacement certificate of insurance to City at the address provided below within 10 days of the requested change. Contractor shall pay any costs incurred resulting from said changes. All notices under this Article shall be given to City at the following address: City of Corpus Christi Attn: Risk Management P.O. Box 9277 Corpus Christi, TX 78469 -9277 (361) 826 -4555- Fax # D. Contractor agrees that with respect to the above required insurance, all insurance policies are to contain or be endorsed to contain the following required provisions: • Name the City and its officers, officials, employees, volunteers, and elected representatives as additional insured by endorsement, as respects operations and activities of, or on behalf of, the named insured performed under contract with the City, on the General Liability. and Business Auto Liability coverage. Provide for an endorsement that the "other insurance" clause shall not apply to the City of Corpus Christi where the City is an additional insured shown on the policy; • Workers' compensation and employers' liability policies will provide a waiver of subrogation in favor of the City; and • Provide thirty (30) calendar days advance written notice directly to City of any suspension, cancellation, non - renewal or material change in coverage, and not less than ten (10) calendar. days advance written notice for nonpayment of premium. E. Within five (5) calendar days of a suspension, cancellation, or non - renewal of coverage, Contractor shall provide a replacement Certificate of Insurance and Page 2 of 3 Exhibit D applicable endorsements to City. City shall have the option to suspend Contractor's performance should there be a lapse in coverage at any time during this contract. Failure to provide and to maintain the required insurance shall constitute a material breach of this agreement. F. In addition to any other remedies the City may have upon Contractor's failure to provide and maintain any insurance or policy endorsements to the extent and within the time herein required, the City shall have the right to order Contractor to stop work hereunder, and /or withhold any payment(s) which - become clue to Contractor hereunder until Contractor demonstrates compliance with the requirements hereof. G. Nothing herein contained shall be construed as limiting in any way the extent to which Contractor may be held responsible for payments of damages to persons or property resulting from Contractor's or its subcontractors' performance of the work covered under this agreement. H. It is agreed that Contractor's insurance shall be deemed primary and non- contributory with respect to any insurance or self insurance carried by the City of Corpus Christi for liability arising out of operations under this contract. I. It is understood and agreed that the insurance required is in addition to and separate from any other obligation contained in this contract. Page 3 of 3 Exhibit E Su"LZR NUMSER PO I1RCIiA&�� DIV ISION I u& hr af! CITY OF CORPUS CHRISTI DISCLOSURE OF INTEREST All pmwns or firms seeking to do business with the City must provide the followini Informattion Every question must be answered. if the question. is not applicable, answer with "NA:'. See reverse s de for definitions. COMPANY NAME: P.O. BOX: I - V ST1tEET D , ► r,� � - -C I TY• ' zrn : FIRM IS: 1. :.Carporatlon( ) 2, Pailncrship { j 3. Sole Owner 4. Aseociatlon ( ) S. Qtltier ( j DISCLOSURE QvTgTXONS If additional space is txecessV, plmo use the reverse side of this ppaagge� or attach separate sheet. 1. State the names of each amplayce°' of the City of Corpus Cbr ati having an "interest" in the above named "firm " Name Job T' d-City Department (if known) A Zk� 2. State the names of each Council Member of the City of Corpus Christi having a "substantial interest" in the above named "firm." Dame Title 3. td ft it ffes - oT ea "board tmm er o City of Corpus chri ha ving a sus in xes n t e above named "firm," . Board, Commission, or Committee 4. State names of each F�lo es or officer of utter related to the sub}cot o %is contract and Comuitant City of Corpus Christi who worked on any e above natt*d "flrm CERTIFICATE I certify that all information provided is true and correct as of the date of this statement that I have not knowingly wltbheld disclosure of anyy Information requ©strd; and that supplemental statemants will be p rom p tl y submittedd twtho City of Corpus Chrlstl, Texas as changes ocour. Certifying Person: 'Title; �LV W Signature of Corti£yiag P Date: Page I of 2 Exhibit E DEMINITIQNS a. "Bmt member" A. member of any board, 'commission, or committee appointed by the City Council of the City of Corpus Christi, Texas. b. "Employee." Any porson employed by the City of Corpus Christi, `Texas either on a full or part - time basis, but not as an independent contmator. c "Firm." Any entity operated for coonomio gain, whether professional, industrial or commercial, and whether established to produce at dog with h product or service, including but not limited to, etrtitie9 opeated in the form of sole proprietorship, as self - employed person, partnership, corporation, joint stook oompany, joint venture, receivership or trust, and entities which for purposes of taxation are treated as non - profit organintions. d. "Inferesk" Any direct or indirect pecuniary or material benefit in a - contract or transaction other than: (1) An intemst which is shared by and available to all other persons slmilarly situatod; or (2) A m mote or incidental interest which would not increase or decrease materially due to the action of the-city or is less than two hundred dollars ($200.00) in value; or (3) An interest of a suboorabractor which has no direst contmotual , rohdonsbip with the city, is receiving fair and reasonable compensation, mul is not opamting as a subterfuge to circumvent the code of ethics; or (4)-An interest in real property acquired by the city which could otherwise be accomplished only through eminent domain provided that the property must be aoquired for a public purpose andjust compensation mgsJ bo paid under the Texas Constitution altar obtaining an itulopendent appr4isal. e. "Substantial Intm4f' Any interest which has a value. of five thousand dollars ($5,00400) or more or represents ten (10) percent or more of it person's gross income during the most reticent . calendar year. £ "Consultant," Any poison or firm, such as enginom and arahitcots, haired by tho City of Corpus Christi for the purpose of professional consultation and recommendation. Page 2 of 2