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AGREEMENT FOR ARTISTIC SERVICE
THIS AGREEMENT is made and entered into this 1t— day of ✓G , 2015,
by and between the City of Auburn, Washington, a municipal corporation of the State of
Washington, herein referred to as the "CITY," and the Auburn Downtown Association,
herein referred to as the "ADA."
WHEREAS, the CITY desires to contract with the ADA to manage public art
installations in storefront windows of vacant buildings in the downtown area of Auburn,
Washington, and
WHEREAS, the ADA has agreed to perform the work in conformity with the terms
and conditions of this Agreement
NOW THEREFORE, the CITY and the ADA in consideration of the conditions and
covenants herein do agree as follows:
TERM OF AGREEMENT
The Term of this Agreement shall be from January 1, 2015, through December 31,
2015, unless earlier terminated pursuant to the provisions hereof. The ADA shall
complete the services identified in Paragraph 2, Scope of Work, below, during the
term of this Agreement, unless said term has been extended or otherwise modified
by written agreement signed and executed by both parties hereto.
2. SCOPE OF WORK
The ADA shall perform the services of the Scope of Work at the times and locations
specified in the document appended hereto, marked as Attachment A and
incorporated herein by this reference. The Scope of Work shall be performed in the
downtown area of Auburn, Washington, as depicted in the map appended hereto,
marked as Attachment B and incorporated herein by this reference.
3. COMPENSATION
The Total payment due the ADA for the services to be provided pursuant to this
Agreement shall be up to $4,800. In consideration of the ADA's agreement to
perform the services described in the Scope of Work hereof, the CITY shall pay the
ADA a per - completed project fee of $1200.00. The ADA agrees to be responsible
for payment of any and all taxes which may be due as a result of performance or
payments under this Agreement.
4. PAYMENTSCHEDULE
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The CITY shall pay the ADA Compensation as outlined in Paragraph 3,
Compensation. The payments to the ADA shall be in accordance with the
procedures and regulations of the Finance Department of the CITY.
A. Per project fee of $1200.00 will paid upon receipt of invoice on a per -
project/installation basis. The payment to ADA shall be in compliance with the
regulations of the CITY Finance Department. ADA agrees to be responsible for
payment of any and all taxes, which may be due as a result of performance
under this contract.
PERSONNEL AND SUB - CONTRACTING
The ADA may provide such employees or independent contractors as the ADA
deems appropriate, and as the CITY deems acceptable for the performance of the
Scope of Work, hereof.
PROMOTIONAL RESPONSIBILITIES
Promotional materials shall be mutually agreed upon between the CITY and the
ADA and outlined in Attachment A.
INDEMNIFICATION
The ADA 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 and obligations contained in this
Agreement on the part of the ADA, its agents, representatives and employees
except where such claims arise solely from the negligent acts of the CITY, its
agents, representatives or employees.
TERMINATION OF AGREEMENT
Either party may terminate this Agreement for any reason on sixty (60) days' written
notice of intent to terminate by providing to the other party prior written notice of
termination specifying in such notice the effective date thereof. In the event of
termination by the ADA because of the CITY's default, the CITY shall not be relieved
of liability to the ADA for any damages sustained by the ADA by reason of such
default or arising from the performance of improper performance under this
Agreement. In the event of termination by the CITY because of the ADA's default,
the ADA shall not be relieved of liability to the CITY for any damages sustained by
the CITY by reason of such default or arising from the performance of improper
performance under this Agreement.
NO WAIVER
ADA- COA Contract 2015
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No waiver of full performance by either party shall be construed, or operate, as a
waiver of any subsequent default of any of the terms, covenants and conditions of
this agreement. The payment or acceptance of compensation for any period after
default shall not be deemed a waiver of any right or acceptance of defective
performance.
10. AMENDMENT
The parties hereto expressly reserve the right to amend this Agreement from time to
time as they deem necessary and appropriate, provided, that no modification hereof
shall be valid unless agreed to in writing and signed by the authorized
representatives of the parties hereto.
11. NOTICES
Other than service of process made in connection with litigation, any notice required
or permitted under this Agreement, or related to 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:
CITY Maija McKnight, Arts Coordinator
City of Auburn Parks, Arts & Recreation
910 Ninth Street S. E.
Auburn, WA 98002
253-931-30431 mmcknight @auburnwa.gov
ADA Laura Westergard, Executive Director
The Auburn Downtown Association
402 E Main ST, Suite 150, Auburn, 98002.
253 - 939 -3982 1 laura @auburndt.org
Either party may 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.
12. GENERAL PROVISIONS
The following provisions may apply:
A. No waiver by either party of any breach or default hereunder shall be deemed a
waiver of any preceding or any subsequent breach or default.
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B. This Agreement may not be changed or modified nor any provision hereof
waived except in writing agreed to by both parties.
C. This Agreement shall be construed in accordance with and all questions with
respect hereto shall be determined by the laws of the State of Washington.
D. ADA agrees to pay all reasonable costs, attorney's fees and expenses that may
be incurred by the CITY in enforcing the provisions of this Agreement.
E. In the performance of the work herein, ADA agrees to comply with all applicable
State and local laws, rules and regulations.
AUBURN DOWNTOWN ASSOCIATION
Laura estergard, Executiv irector
P)
DATE
CITY OF AUBURN
Daryl Faber, Director of Parks, Arts and Recreation
DATE
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ADA- COA Contract 2015
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Attachment'A' /
Timeframe: 12 Months, from January 2015 — December 2015
Projected number of storefronts: 1 (one) physical locations with rotating displays every three months.
Scope of Work:
Obligations of the Auburn Downtown Association are as follows
I. Serve as project manager of the program.
II. Lease and activate storefronts in downtown Auburn.
III. Downtown Auburn as defined in Attachment B. Locations to be visible via vehicular or pedestrian
traffic.
IV Solicit and work with vendors for all sign printing and production and other services required for
execution of program
V. Serve as the primary lessor with property owners and sub - licensor and contracting authority with
artists, arts groups and creative enterprise occupants of the program.
VI. Provide technical assistance to artists and arts groups involved with program in navigating code,
licensing, permitting, contracting and administration.
VII. Make information regarding storefront activation program available to property owners, artists,
potential funders and donors, and all other interested parties.
VIII. Distribute informal email updates on a quarterly schedule program activity to stakeholder group
which includes City representatives, participating downtown building owners and artists.
IX. Draft a press release for each storefront installation with artist information, City will finalize and
distribute.
X. Encourage artists and arts groups to work with property owners and neighborhood organizations
to discuss and identify opportunities for additional cooperative work or mutually beneficial
projects or activities beyond the temporary activities of the program.
XI. Serve as ambassadors for the arts and encourage cooperation with all city departments and
neighborhood organizations
XII. Review this agreement with no less than annually and modify as necessary.
Obligations of the City of Auburn are as follows
1. Publicize and host the review panel for the creation of an artist roster through Request for
Proposals. Jury panel to include members of the ADA Design Committee as well as artists
and Arts Commissioners
II. Rebrand the new program with logo and associated marketing publications
III. Create and provide all marketing for the program's presence in Auburn
IV. Create and serve as primary manager of a website, blog, and other social media to share
information about the program, including the website "storefrontsauburn.com"
Payment Schedule:
Phase I: ADA shall submit an invoice following completion of the Scope of Work and shall thereafter
receive $1200.00 per installation as provided in this Agreement. Maximum amount payable will be $4,800
ADA Contact
Laura Westergard, Director
The Auburn Downtown Association
402 E Main ST, Suite 150
Auburn, WA 98002
Phone: 253- 939 -3982
Fax: laura @auburndt.org
ADA- COA Contract 2015
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City Contact
Maija McKnight, Arts Coordinator
910 Ninth Street SE
Auburn, WA 98002
Phone: 253-804-5043
Fax: 253 -931 -4005
Email. mmcknight(cDauburnwa.gov
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Loca1iun(s): Downtown Association Boundary
Auburn Downtown
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