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HomeMy WebLinkAbout3275RESOLUTION NO. 3275 A RESOLUTION OF THE CITY OF AUBURN, WASHINGTON, AUTHORIZING THE MAYOR AND CITY CLERK OF THE CITY OF AUBURN, TO EXECUTE AN AGREEMENT WITH PHILLIP LEVINE TO DESIGN, FABRICATE AND INSTALL A WORK OF ART FOR THE "J" STREET ENTRY TO LES GOVE PARK. THE CITY COUNCIL OF THE CITY OF AUBURN, WASHINGTON, IN A REGULAR MEETING DULY ASSEMBLED, HEREBY RESOLVES THAT: Section 1. The Mayor and City Clerk of the City of Auburn, Washington, are hereby authorized to execute an Agreement with Phillip Levine to design, fabricate, and install a work of art for the "J" Street entry to Les Gove Park. A copy of said Agreement is attached hereto, denominated as Exhibit "A ", and made a part hereof as though set forth in full herein. Section 2. The Mayor is hereby authorized to implement such administrative procedures as may be necessary to carry out the directives of this legislation. DATED AND SIGNED this day of November, 2000. Resolution No. 3275 October 16, 2000 Page 1 of 2 CITY OF AUBURN cam, a 2..4 CHARLES A. BOOTH MAYOR ATTEST: iLls. am lle Daskam, City Clerk APPROVED AS TO FORM: Michael J. Reynolds, City Attorney Resolution No. 3275 October 16, 2000 Page 2 of 2 Resolution 3275 Exhibit A AN AGREEMENT FOR ARTWORK This Agreement is made and entered into this ORIGINAL day of October, 2000 by and between the CITY OF AUBURN, WASHINGTON, a municipal corporation of the State of Washington herein referred to as CITY and Phillip Levine, 430 South 124th Street, Seattle, Washington 98168 (Telephone: 206 - 244 - 7139), herein referred to as ARTIST. WHEREAS, the CITY desires to contract with ARTIST to design a sculptural piece of artwork, to be installed at the entrance into Les Gove Park at the corner of 12th Street Southeast and J Street Southeast, herein referred to as the WORK; and WHEREAS, the ARTIST was selected by the CITY through a procedure approved by the Auburn Arts Commission: NOW THEREFORE, THE CITY AND THE ARTIST IN CONSIDERATION OF THE CONDITIONS AND COVENANTS HEREIN DO AGREE AS FOLLOWS: ARTICLE I. SCOPE OF SERVICES. 1.1 GENERAL A. The ARTIST shall be responsible for all services and furnish all supplies, material, and equipment as necessary for the design, execution, fabrication, transportation, and installation of the work at the site. B. The WORK is described as follows: A bronze female figurative sculpture standing on a base of concrete steps leading up to a steel Agreement- Phillip Levine October 4, 2000 Page 1 of 15 Resolution 3275 — Exhibit A and bronze open gateway at top of steps. The ARTIST will fabricate all of the elements. 1.2 EXECUTION OF WORK A. The ARTIST shall provide all labor and materials necessary to: 1. Produce and complete a finished work of art; 2. Deliver the artwork; 3. Install the artwork in accordance with the agreed upon schedule. B. It is anticipated that the ARTIST will be required to attend a maximum of three (3) meetings with Parks and Recreation, and other City staff to review signage elements that may be incorporated into the selected site of the artwork. C. The ARTIST will seek out regular updates from the Auburn Arts Commission on scheduling information and deadlines relevant to the art project. D. The ARTIST shall coordinate the schedule for implementation and completion of studio fabrication with the Auburn Arts Commission. E. The WORK shall be completed and installed by March 31, 2001. 1.3 DELIVERY AND INSTALLATION A. The ARTIST shall deliver and install the completed WORK at the site in compliance with the schedule set forth in section 1.2.A. B. Should the work be completed prior to the schedule set forth in Section 1.2.A the ARTIST shall store the work at his/her own expense. A revised installation date shall be agreed upon by the CITY and the ARTIST. Agreement - Phillip Levine October 4, 2000 Page 2 of 15 Resolution 3275 — Exhibit A C. The CITY shall approve installation plans presented by the artist prior to installation. D. Site installation shall be prepared by the ARTIST with CITY approval. E. During installation, the artist shall secure the site and ensure the safety of the public and the work. The CITY shall determine when installation is complete and shall inspect site during installation. 1.4 POST - INSTALLATION A. The ARTIST will provide photo documentation of the work for CITY files. B. The ARTIST shall be available at such time or times as may be agreed between the CITY and the ARTIST to attend any presentation ceremonies relating to the transfer of the work to the CITY. The CITY shall use its best efforts to arrange for publicity for the completed work. C. Upon installation of the work the ARTIST shall provide to the CITY written instructions for appropriate maintenance and preservation of the work. 1.5 FINAL ACCEPTANCE A. The ARTIST shall advise the CITY in writing when all services required have been completed in substantial conformity to the stated Proposal. B. The CITY shall notify the ARTIST in writing of its final acceptance of the work. Resolution 3275 — Exhibit A Agreement - Phillip Levine October 4, 2000 Page 3 of 15 1.6 RISK OF LOSS The risk of loss or damage to the work shall be borne by the ARTIST until final acceptance, and the ARTIST shall take such measures as are necessary to protect the work from loss or damage until final acceptance. 1.7 INDEMNIFICATION The ARTIST agrees to indemnify, defend, and hold the CITY, its agents, representatives, and employees harmless from and against any and all claims, causes of action or demands or any form of liability of any nature arising out of the performance of the work and the obligations contained in this Agreement on the part of the ARTIST, his agents, representatives and employees except where such claims arise solely from the negligent acts of the CITY, its agents, representatives or employees. 1.8 TITLE Title to the WORK shall pass to the CITY upon final acceptance. 1.9 OWNERSHIP of DOCUMENTS, MODELS. Upon final acceptance, all studies, drawings, designs, and models prepared and submitted under this Agreement shall be returned to the ARTIST and shall belong to the ARTIST. 1.10 INSURANCE. The ARTIST agrees to obtain and maintain during the time period that the work is being installed on the CITY'S premises, comprehensive liability insurance in minimum amounts of not less than ONE MILLION DOLLARS ($1,000,000) per occurrence to protect the CITY, its agents, officers and employees from any claims by any person for damage to Agreement - Phillip Levine October 4, 2000 Page 4 of 15 Resolution 3275 — Exhibit A persons or property arising out of or resulting from the performance of this Agreement during the time that the work is being installed on the CITY'S premises. The insurance policy shall name the CITY OF AUBURN as additional insured. The policy shall require a minimum of thirty (30) days prior written notice to the CITY of any cancellation or expiration of the policy or any modification of any provisions of the policy. The ARTIST shall be required to provide a Certificate of Insurance to the CITY prior to commencing performance under the terms of this Agreement. 1.11 INDEPENDENT CONTRACTOR/ASSIGNMENT. The parties agree and understand that the ARTIST is an independent contractor and not the agent or employee of the CITY and that no liability shall attach to the CITY by reason of entering into this Agreement except as otherwise provided herein. The parties agree that this Agreement may not be assigned in whole or in part without the written consent of the CITY. ARTICLE 2. COMPENSATION AND PAYMENT SCHEDULE 2.1 FEE The CITY shall pay the ARTIST a fixed fee of $30,000.00 (Thirty Thousand and no /100s Dollars) which shall constitute full compensation for all services, engineering permits and materials to be performed and furnished by the ARTIST under this Agreement. All fees shall be paid in accordance with standard City business procedures in the following installments: Agreement - Phillip Levine October 4, 2000 Page 5of15 Resolution 3275 — Exhibit A A. Five Thousand and No /100s Dollars ($5,000.) upon final execution of this Agreement in recognizing that the ARTIST has already invested time and expense in the preliminary design coordination with the CITY and has created a working model of the WORK. B. Five Thousand and No /100s Dollars ($5,000.) upon inspection by CITY of the initial construction of the figurative female form. C. Ten Thousand and No /100s Dollars ($10,000.) upon approval by CITY of the clay, plaster, and steel form of the female figure, structure of door frame, and form for concrete base. D. Seven Thousand and No /100s Dollars ($7,000.) upon inspection by CITY of the completion and finish of WORK. E. Three Thousand and No /100s Dollars ($3,000.) upon successful installation and written acceptance of the WORK. At each fabrication/fee milestone outlined above, the ARTIST will submit a brief written report, and supply Polaroid photographs, which describes the progress to date. Services for each phase of work must be invoiced by ARTIST and mailed to: City of Auburn Arts Commission, 25 West Main Street, Auburn, Washington 98001 (Telephone: 253- 804 -5057; fax is 253- 288 - 3132). The ARTIST will submit the final invoice and other documents, as are required by this contract/agreement, within thirty (30) days of completion of the Scope of Work. Unless waived by the CITY in writing, failure by the artist to submit final invoice and required documents will relieve the CITY of any and all liability for payment to the ARTIST for the amount set forth in such invoice or in any subsequent invoice. Agreement- Phillip Levine October 4, 2000 Page 6 of 15 Resolution 3275 — Exhibit A 2.2 TAXES The ARTIST is responsible for payment of all local, state, and federal taxes which may be due from his as a result of performance under this contract. ARTIST understands that taxes are included in the agreed upon fee of $30,000 (Thirty Thousand and No /100s dollars). 2.3 ARTIST EXPENSES A. The ARTIST shall be responsible for the payment of all shipping charges, the costs of transporting the work to the site, the costs of all travel by the ARTIST and the ARTIST'S agents and employees necessary for the proper performance of the services required under this Agreement, and all other expenses related to the performance of this Agreement. B. The ARTIST shall submit a budget for this project to the CITY upon acceptance of this contract. ARTICLE 3. TIME OF PERFORMANCE 3.1 DURATION The services to be required of the ARTIST as set forth in Article 1 shall be completed in accordance with the schedule for completion of the work as proposed by the ARTIST and approved by the CITY pursuant to Section 1.2.A provided that such time limits may be extended or otherwise modified by written agreement between the ARTIST and the CITY. Agreement - Phillip Levine October 4, 2000 Page 7 of 15 Resolution 3275 — Exhibit A ARTICLE 4. WARRANTIES 4.1 WARRANTIES OF TITLE The ARTIST represents and warrants that: (a) the work is solely the result of the artistic effort of the ARTIST; (b) except as otherwise disclosed in writing to the CITY, the work is unique and original and does not infringe upon any copyright; (c) the work has not, or a duplicate thereof has not, been accepted for sale elsewhere; and (d) the work is free and clear of any liens from any source whatever. 4.2 WARRANTIES OF QUALITY AND CONDITION The ARTIST represents and warrants, except as otherwise disclosed to the CITY in writing and in connection with submission of the Proposal, that the execution and fabrication of the work will be performed in a workmanlike manner; and the work as fabricated and installed, will be free of defects in material and workmanship; and reasonable maintenance of the work will not require procedures substantially in excess of those described in the maintenance recommendations to be submitted by the ARTIST. The warranties described in this section shall survive for a period of three (3) years after the final acceptance of the work. The CITY shall give notice to the ARTIST of any observed breach with reasonable promptness. The ARTIST shall, at the request of the CITY, and at no cost to the CITY, cure reasonably and promptly the breach of any such warranty which is curable by the ARTIST and which cure is consistent with professional conservation standards. Agreement - Phillip Levine October 4, 2000 Page 8 of 15 Resolution 3275 — Exhibit A ARTICLE 5. REPRODUCTION RIGHTS. 5.1 GENERAL The ARTIST retains all rights under the Copyright Act of 1976 and all other rights in and to the work except ownership and possession and except as such rights are limited by this Section. In view of the intention that the work in its final dimension shall be unique, the ARTIST shall not make any additional exact duplicate, three - dimensional reproductions of the final work nor shall the ARTIST grant permission to others to do so except with the written permission of the CITY. The ARTIST grants to the CITY and its assigns an irrevocable license to make representative photographic reproductions of the work for non - commercial purposes, including but not limited to reproductions used in brochures, media publicity, note cards, and catalogues or other similar publications, provided that these rights are exercised in a manner which depicts the integrity of the work. 5.2 NOTICE All reproductions by the CITY shall contain a credit to the ARTIST in the following form: " (Name)" (Year) Phillip Levine 5.3 CREDIT TO THE CITY The ARTIST shall use his best efforts to give a credit reading substantially, "An original work owned and commissioned by the City of Auburn, Washington" in any public showing under the ARTIST'S control of the reproductions of the work. Agreement- Phillip Levine October 4, 2000 Page 9 of 15 Resolution 3275 — Exhibit A ARTICLE 6. ARTIST'S RIGHTS. 6.1 IDENTIFICATION The CITY will provide a bronze plaque to be delivered to the ARTIST prior to installation. The ARTIST shall provide to the CITY, for review and approval, specified plaque dimensions six (6) weeks prior to the installation. The plaque shall be installed by the artist simultaneously with the work. 6.2 MAINTENANCE The CITY recognizes that maintenance of the work on a regular basis is essential to the integrity of the work. The CITY shall make reasonable efforts to assure that the work is properly maintained and protected, taking into account the instructions of the ARTIST provided in the maintenance agreement and shall make reasonable efforts to protect and maintain the work against the ravages of time, vandalism, and the elements. 6.3 REPAIRS AND RESTORATION The CITY shall have the right to determine when and if repairs and restorations to the work will be made. The ARTIST shall not unreasonably withhold approval for any repair or restoration of the work. If the ARTIST unreasonably fails to approve any repair or restoration, the CITY shall have the right to make such repair or restoration. 6.4 ALTERATION OF THE WORK OR OF THE SITE A. The City agrees that it will not intentionally damage, alter, modify or change the work without the prior written approval of the \ \A_ Agreement - Phillip Levine October 4, 2000 Page 10 of 15 Resolution 3275 — Exhibit A ARTIST. The CITY will contact the ARTIST and advise him/her of such changes. B. Nothing in this Section shall preclude any right of the CITY to remove the work from public display. 6.5 PERMANENT RECORD The CITY shall maintain on permanent file a record of this Agreement and of the location and disposition of the work. 6.6 ARTIST ADDRESS The ARTIST shall notify the CITY of changes in his address. The failure to do so within 30 days of said change, if such failure prevents the CITY from locating or notifying the ARTIST where required under the terms of this Agreement, shall be deemed a waiver by the ARTIST of the right subsequently to enforce those provision of this Article 6 that require the express approval of the ARTIST. ARTICLE 7. NON - DISCRIMINATION The ARTIST shall comply with all federal, state, and local laws and ordinances prohibiting discrimination and employment with regard to age, sex, race, color, creed, national origin, or physical, mental handicap. Agreement - Phillip Levine October 4, 2000 Page 11 of 15 Resolution 3275 — Exhibit A ARTICLE 8. NOTICES Any notice required or permitted under this Agreement may be personally served or given in writing and shall be deemed sufficiently given or served if sent by registered or certified mail addressed to the respective parties as follows: Cultural Programs Manager CITY OF AUBURN 25 West Main Street Auburn, Washington 98001 Phillip Levine 430 South 124th Street Seattle, Washington 98168 Either party may by like notice at any time designate a different address to which notices shall be sent. Notice given in accordance with these provisions shall be deemed received when mailed. ARTICLE 9. TERMINATION If either party to this Agreement shall willfully or negligently fail to fulfill in a timely and proper manner or otherwise violate any form of the covenants, agreements or stipulations material to this Agreement, the other party shall thereupon have the right to terminate this Agreement by giving written notice to the defaulting party of its intent to terminate specifying the grounds for termination. In the event of default by the CITY, the CITY shall promptly compensate the ARTIST for all services performed by the ARTIST prior to termination. In the event of default by the ARTIST, all finished and unfinished drawings, sketches, photographs, models, and other work products under this Agreement shall become the CITY's property. Agreement - Phillip Levine October 4, 2000 Page 12 of 15 Resolution 3275 — Exhibit A The CITY shall compensate the ARTIST for all work as performed prior to termination. Notwithstanding, the ARTIST shall not be relieved of liability to the CITY for damages sustained by the CITY by virtue of any breach of this Agreement by the ARTIST and the CITY may reasonably withhold payments to the ARTIST until such time as the exact amount of such damages due the CITY from the ARTIST is determined. ARTICLE 10. GENERAL PROVISIONS A. This Agreement may not be changed or modified nor any provision hereof waived except in writing agreed to by both parties. B. This Agreement shall be construed in accordance with any and all questions with respect hereto shall be determined by the laws of the State of Washington. C. The non - prevailing party agrees to pay all reasonable costs, attorney's fees and expenses that may be incurred by the substantially prevailing party in enforcing the provisions of this Agreement. D. In the performance of the work the ARTIST agrees to comply with all applicable state and local laws, rules and regulations. Agreement - Phillip Levine October 4, 2000 Page 13 of 15 Resolution 3275 — Exhibit A ATTEST: anie e Daskam City Clerk ROVED S TO F RM: Michael J. Reynolds City Attorney Agreement - Phillip Levin October 4, 2000 Page 14 of 15 WA' CITY OF AUBURN ntiacia es,;k CHARLES A. BOOTH MAYOR PHILL LEVIN Tax # 91- 1002905 Resolution 3275 — Exhibit A STATE OF WASHINGTON ) )ss COUNTY OF KING ) C On this �f day of , 2000, before me, the undersigned, a/� Notary Public in and for the State of Washington, personally appeared e , to me known to be the individual who executed the within and foregoing instrument, and acknowledged said instrument to be his/her free and voluntary act and deed, for the uses and purposes therein mentioned. IN WITNESS WHEREOF, I have hereunto set my hand and affixed my official seal the date hereinabove set forth. 1 ) a i'-, fie_ c NOTARY P LIC in and for he State of Washington, residing in MY COMMISSION expires: /rI 2 C (73 Agreement - Phillip Levin October 4, 2000 Page 15 of 15 Resolution 3275 — Exhibit A