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HomeMy WebLinkAboutKinseloo Inc; 2018-04-06;AMENDMENT NO.1 TO AGREEMENT FOR ARTWORK COMMISSION AND LOAN KINSELOO, INC. This Amendment No.1 is entered into and effective as of the lfi})day of 9~ , 2018, amending the agreement dated April 6, 2018 (the "Agreement") by and between the City of Carlsbad, a municipal corporation, ("City"), and Kinseloo, Inc., ("Contractor") (collectively, the "Parties") for Artwork Commission and Loan. RECITALS A. The Parties desire to alter the Agreement's scope of work completion date and to include additional project compensation; and B. The Parties have negotiated and agreed to a supplemental scope of work and fee schedule, which is attached to and incorporated by this reference as Exhibit "A", Scope of Services and Fee. NOW, THEREFORE, in consideration of these recitals and the mutual covenants contained herein, City and Contractor agree as follows: 1. In addition to those services contained in the Agreement, as may have been amended from time to time, Contractor will provide those services described in Exhibit "A". With this Amendment, the total annual Agreement amount shall not exceed Twenty-six thousand, one hundred dollars ($26,100). 2. Contractor will complete all work described in Exhibit "A". 3. All other provisions of the Agreement, as may have been amended from time to time, will remain in full force and effect. (Remainder of Page Intentionally Left Blank) City Attorney Approved Version 9/27/16 1 4. The individuals executing this Amendment and the instruments referenced in it on behalf of Contractor each represent and warrant that they have the legal power, right and actual authority to bind Contractor to the terms and conditions of this Amendment. CONTRACTOR By: (print name/title) By: (sign here) (print name/title) CITY OF CARLSBAD, a municipal corporation of the State of California HEATHER PIZZU Library & Cultural Arts Manager ATTEST: 0wrriw\& K riLrll~ /~ARBARA ENGLESON UV vity Clerk If required by City, proper notarial acknowledgment of execution by Contractor must be attached. If a corporation, Agreement must be signed by one corporate officer from each of the following two groups: Group A Chairman, President, or Vice-President Group B Secretary, Assistant Secretary, CFO or Assistant Treasurer Otherwise, the corporation must attach a resolution certified by the secretary or assistant secretary under corporate seal empowering the officer(s) signing to bind the corporation. APPROVED AS TO FORM: Assistant City Attorney City Attorney Approved Version 9/27/16 2 EXHIBIT "A" SCOPE OF SERVICES AND FEE Upon acceptance, Artwork will be placed on display from August 17, 2018 until June 30, 2023. Contractor will receive project compensation to offset associated costs. Compensation: First payment $7,600. Second payment $18,500. Total Agreement $26,100. Upon execution of the Agreement Upon completion and approval of Artwork exhibit by Cultural Arts Manager City Attorney Approved Version 9/27/16 3 .-----, . MLG I DATE(MM/DDNYYY) ACC,RCJ!i CERTIFICATE OF LIABILITY INSURANCE ~ R001 2/9/2018 nus CERTIFICATEIS ISSUED AS A MATTER OF INFORMATION ONLY AND CONFERS NO RIGHTS UPON THE CERTIFICATE HOLDER. THIS CERTIFICATE DOES NOT AFFIRMATIVELY OR NEGATIVELY AMEND, EXTEND OR ALTER THE COVERAGE AFFORDED BY THE POLICIES BELOW. THIS CERTIFICATE OF INSURANCE DOES NOT CONSTITUTE A CONTRACT BETWEEN THE ISSUING INSURER(S), AUTHORIZED REPRESENTATIVE OR PRODUCER, AND THE CERTIFICATE HOLDER IMPORTANT: If the certificate holder Is an ADDITIONAL INSURED, the pollcy(les) must have ADDITIONAL INSURED provisions or be endorsed. If SUBROGATION IS WAIVED, subject to the terms and conditions of the policy, certain policies may require an endorsement. A statement on this certificate does not confer rights to the certificate holder In lieu of such endorsement(s). ,....,.,.,.,., .. CONTACT ...,,c. NORTHEAST AGENCY INS SERVICES/PHS PHONE rAX (A/C, No, Eld): WC.No~ 216382 P: F: E-MAIL ADDRESS: 301 WOODS PARK DRIVE tlSURER(S) AFFORDING COVERAGE NAIC# CLINTON NY 13323 INSURERA: Sentinel Ins Co LTD 11000 INSURl!O INSURERB: INSURERC: KINSELOO, INC. INSURERD: 516 S SPARKS ST INStlRERE: BURBANK CA 91506 INSURERF: COVERAGES CERTIFICATE NUMBER: REVISION NUMBER: THIS IS TO CERTIFY THAT THE POLICIES OF INSURANCE LISTED BELOW HAVE BEEN ISSUED TO THE INSURED NAMED ABOVE FOR THE POLICY PERIOD INDICATED. NOTWITHSTANDING ANY REQUIREMENT, TERM OR CONDITION OF ANY CONTRACT OR OTHER DOCUMENT WITH RESPECT TO WHICH THIS CERTIFICATE MAY BE ISSUED OR MAY PERTAIN, THE INSURANCE AFFORDED BY THE POLICIES DESCRIBED HEREIN IS SUBJECT TO ALL THE TERMS.EXCLUSIONS AND CONDITIONS OF SUCH POLICIES. LIMITS SHOWN MAY HAVE BEEN REDUCED BY PAID CLAIMS. /NSR nl'E OF INSIJ/Lfll'CE AOOL SUIIR l'Ol.lCT NUMBER l'Ol.lCTEFF l'OLICYMP UMl1S ... ····-·-·-IA···-- COMMERCIAL GENERAL LIABILITY EACH OCCURRENCE $1,000,000 I CLAIMS-MADE ~OCCUR DAMAGE TO RENTED $1,000,000 PREMISES (Ea occurrence) A X General Liab X 01 SBA BZ5720 02/06/2018 02/06/2019 MED EXP (Airy one p1110C1) $10,000 -PERSONAL & MN INJURY $1,000,000 - GEN'L AGGREGATE LIMIT APPLIES PER: GENERAi. AGGREGATE ~2, 000, 000 Fl pa_~yo ~~ 0 LOC PROOUCTS-COM~OPAGG ~2, 000, 000 OTHER: $ AUTOMOBILE LIABILITY COMBINED SINGLE LIMIT 1$ (Ea accident) >-- ANY AUTO BODILY INJURY (Per person) $ >--OWNED ~ SCHEDULED AUTOS ONLY AUTOS BODILY INJURY (Per IICddent) $ >---HIRED NON-OWNED PROPERTY DAMAGE ~ AUTOS ONLY AUTOS ONLY (Per accident) --~ UMBRELLA LIAS ~OCCUR EACH OCCURRENCE ~ >-- EXCESSLIAB CLAIMS-MADE AGGREGATE $ cJ IRElENTION s $ r1on••:uvm,1JASA110.v l~nm; I I~ AND •M,LOf .RS' UA•/LrTr Alf'f PROPRIETOR/PARTNER/EXECUTIVE YIN E.L. EACH ACCIDENT $ OFFICER/MEMBER EXCLUDED? D NIA -(M•ndatory In NH} E.L. DISEASE-EA EMPLOYEE $ -If ye1, de1cr1be under E.L. DISEASE • POLICY LIMIT $ DESCRFTION OF OPERATIONS below DESCRll'T/ON OI' Ol'ERA TIONS I LOCA T/ONS I VEHICL.l!S (ACORD 101, Addlllon1I Romartca Bchodule, may bt attached If man, 1pa"" lo required) Those usual to the Insured's Operations. Carlsbad City Library is an Additional Insured per the Business Liability Coverage Form SS0008 attached to this policy. CERTIFICATE HOLDER CANCELLATION SHOULD ANY OF THE ABOVE DESCRIBED POLICIES BE CANCELLED BEFORE THE EXPIRATION DATE THEREOF, NOTICE WILL BE DELIVERED IN ACCORDANCE WITH THE POLICY PROVISIONS. Carlsbad City Library AUTHORIZED REPRESENTATIVE 1775 DOVE LN a~orcnd~ CARLSBAD, CA 92011 @ 1988-2016 ACORD CORPORATION. All rights reserved. ACORD 26 (2016/03) The ACORD name and logo are registered marks of ACORD Select Customer Insurance Center 301 WOODS PARK DRIVE CLINTON NY 13323 Policyholder, please call us at: (866) 467-8730 Agent, please call us at: (844) 448-6843 SCIC.NEWHARTFORD@THEHARTFORD.COM INSURANCE ENDORSEMENT ATTACHED *** PLEASE REVIEW THE CHANGE *** Enclosed is an endorsement for your business insurance policy. Please review it at your convenience. If you have questions or need to make further changes: Policyholder, please call us at: (866) 467-8730 Agent, please call us at: (844) 448-6843 between 7 A.M. and 7 P.M. CST. The premium billing will be mailed to you separately. You can expect to receive it soon. Thank you for allowing us to service your business needs. NORTHEAST AGENCY INS SERVICES/PHS THE HARTFORD SELECT CUSTOMER INSURANCE CENTER The Hartford Hartford Fire Insurance Company and Its Affiliates One Hartford Plaza, Hartford, Connecticut 06155 THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. POLICY CHANGE This endorsement changes the policy effective on the Inception Date of the policy unless another date is indicated below: Polley Number: 01 SBA BZ5720 DW Named Insured and Malling Address; KINSELOO, INC. 516 S SPARKS ST BURBANK CA 91506 Polley Change Effective Date: 02/09/18 Effective hour Is the same as stated In the Declarations Page of the Polley. Polley Change Number: 002 Agent Name: NORTHEAST AGENCY INS SERVICES/PHS Code: 216382 POLICY CHANGES: SENTINEL INSURANCE COMPANY, LIMITED ANY CHANGES IN YOUR PREMIUM WILL BE REFLECTED IN YOUR NEXT BILLING STATEMENT. IF YOU ARE ENROLLED IN REPETITIVE EFT DRAWS FROM YOUR BANK ACCOUNT, CHANGES IN PREMIUM WILL CHANGE FUTURE DRAW AMOUNTS . THIS IS NOT A BILL. NO PREMIUM DUE AS OF POLICY CHANGE EFFECTIVE DATE PRO RATA FACTOR: 0.992 THIS ENDORSEMENT DOES NOT CHANGE THE POLICY EXCEPT AS SHOWN. Form SS 1211 04 05 T Process Date: 03/26/18 Page 001 (CONTINUED ON NEXT PAGE) Policy Effective Date: 02/06/18 Polley Expiration Date: 02/06/19 POLICY CHANGE (Continued) Policy Number: 01 SBA BZ5720 Polley Change Number: 002 BUSINESS LIABILITY OPTIONAL COVERAGES ARE REVISED ADDITIONAL INSURED(S) ARE ADDED THE FOLLOWING ARE ADDITIONAL INSURED FOR BUSINESS LIABILITY COVERAGE IN THIS POLICY. LOCATION 001 BUILDING 001 ADDITIONAL INSURED #1 -OWNERS, LESSEE OR CONTRACTORS IS ADDED FORM SS4170 SS4171 NAME CARLSBAD CITY LIBRARY ADDRESS 1775 DOVE LANE, CARLSBAD, CA 92011 FORM NUMBERS OF ENDORSEMENTS ADDED AT ENDORSEMENT ISSUE: ss 41 70 06 11 ss 41 71 06 11 Form SS 12110405 T Process Date: 03/26/18 Page 002 Polley Effective Date: 02/06/18 Policy Expiration Date: 02/06/19 POLICY NUMBER: 01 SBA BZ5720 CHANGE NUMBER: 002 THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. ADDITIONAL INSURED -OWNERS, LESSEES OR CONTRACTORS -SCHEDULED PERSON OR ORGANIZATION This endorsement modifies insurance provided under the following: BUSINESS LIABILITY COVERAGE FORM SCHEDULE Name Of Additional Insured Person(s) Or Organlzatlon(s): CARLSBAD CITY LIBRARY Locatlon(s) Of Covered Operations: 1775 DOVE LANE, CARLSBAD, CA 92011 Information required to complete this Schedule, if not shown above, will be shown in the Declarations. A. Section C. -Who Is An Insured is amended to include as an additional insured the person(s) or organization(s) shown in the Schedule, but only with respect to liability for "bodily injury", "property damage" or "personal and advertising injury" caused, in whole or in part, by: 1. Your acts or omissions; or 2. The acts or omissions of those acting on your behalf; in the performance of your ongoing operations for the additional insured(s) at the location(s) designated above. Form SS 41 70 06 11 Process Date: 03/26/18 B. With respect to the insurance afforded to these additional insureds, the following additional exclusions apply: This insurance does not apply to "bodily injury" or "property damage" occurring after: 1. All work, including materials, parts or equipment furnished in connection with such work, on the project (other than service, maintenance or repairs) to be performed by or on behalf of the additional insured(s) at the location of the covered operations has been completed; or 2. That portion of "your work" out of which the injury or damage arises has been put to its Intended use by any person or organization other than another contractor or subcontractor engaged in performing operations for a principal as a part of the same project. Page 1 of 1 Policy Expiration Date: 02/06/19 © 2011, The Hartford (Includes copyrighted material of Insurance Services Office, Inc., with its permission) POLICY NUMBER: 01 SBA BZ5720 CHANGE NUMBER: 0 0 2 THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. ADDITIONAL INSURED -OWNERS, LESSEES OR CONTRACTORS -COMPLETED OPERATIONS This endorsement modifies Insurance provided under the following: BUSINESS LIABILITY COVERAGE FORM SCHEDULE Name Of Additional Insured Person(s) Or Organlzatlon(s): CARLSBAD CITY LIBRARY Location And Description Of Completed Operations: 1775 DOVE LANE, CARLSBAD, CA 92011 Information required to complete this Schedule, If not shown above, will be shown In the Declarations. Section C. -Who Is An Insured Is amended to include as an additional Insured the person(s) or organization(s) shown in the Schedule, but only with respect to liability for "bodily injury" or "property damage" caused, in whole or in part, by "your work" at the location designated and described in the schedule of this endorsement performed for that additional insured and included in the "products- completed operations hazard". Form SS 41 71 0611 Process Date: 03/26/18 © 2011, The Hartford Page 1 of 1 Polley Expiration Date: 02/06/19 (Includes copyrighted material of Insurance Services Office, Inc., with its permission) CERTIFICATE OF EXEMPTION WORKERS' COMPENSATION/EMPLOYERS' LIABILITY INSURANCE I, () Jannel ~ ½c~tre..-- [ insert name] [title] of D \ NS L LOO \ ~ ~ I hereby certify that -~f...;.,\_N'---_.;;.-· ....;.E_-_u_· ,_)c __ -.,_--=-\--'-~-c_· ___ _ [ name of company] [ name of company] has no employees and is not required by law to maintain workers' compensation or employers' liability msurance. Should __ \----._/ _1 _1v_· _S~f_L_c._.:,_o __ °l _~_c... ______ employ any person during the term [ name of company] oftheAgreementwiththeCityofCarlsbadfor C\ICD.l...>--J\\",~ Q,c \n<::;. \C'\.\\c1..tl~<\, [ description of project or work that is being contracted] then workers' compensation and employers' liability insurance will be obtained. 'f< ;AJJE lGO I 1uC.. [Title and m'une of company or corporation] 06/15/2006 25 • Electric Insurance Company 75 Sam Fanzo Drive I Beverly, MA 01915 800.227.2757 I Electriclnsurance.com MyAccount Auto Policy Summary Print Date: 03/14/2018 ELIOT J SAKHARTOV 516 S SPARKS ST BURBANK, CA 91506 Policy Effective: Polley Number: Rated State: Current Annual Premium: 10/26/2017 -10/26/2018 6224860A1 CA $1,753.00* •may exclude taxes and fees Important note: This Auto Policy Summary is not a policy Declarations Page and does not include complete information about your coverage. For exact coverage, terms and conditions please refer to your policy. VEHICLE INFORMATION Year Make Model Vehicle Identification Number 2015 SUBARU OUTBACK 2.5 I PREMIUM AWD 4S4BSAFC2F3261451 Coverage Coverage Limit Premium Bodily Injury $100,000 I $300,000 $225.00 Property Damage $50,000 $127.00 Medical Payments $1,000 $33.00 Uninsured/Underinsured Motorist Bodily Injury $15,000 I $30,000 $40.00 Uninsured Motorist Property Damage No Coverage $0.00 Comprehensive $500 deductible $36.00 Collision $500 deductible $221.00 Towing & Labor No Coverage $0.00 Rental Reimbursement $15 a day/ $450 max $7.00 Garaging Address Vehlcle Premium 516 S SPARKS AVE,BURBANK,CA 91506 $689.00 Year Make Model Vehicle Identification Number 2016 BMW 4351 GRAN COUPE WBA4B1C59GG241854 Coverage Coverage Limit Premium Bodily Injury $100,000 I $300,000 $220.00 Property Damage $50,000 $124.00 Medical Payments $1,000 $31.00 Uninsured/Underinsured Motorist Bodily Injury $15,000 I $30,000 $36.00 Uninsured Motorist Property Damage No Coverage $0.00 Comprehensive $500 deductible $90.00 Collision $500 deductible $554.00 Towing & Labor No Coverage $0.00 Rental Reimbursement $15 a day/ $450 max $7.00 Garaging Address Vehicle Premium 516 S SPARKS ST,BURBANK,CA 91506 $1,062.00 VEHICLE LIENHOLDER INFORMATION Vehicle Llenholder Name Address Lease 2015 SUBARU OUTBACK 2.5 I PREMIUM AWD MERCEDES BENZ FINANCIA PO BOX 665 No ROANOKE, TX 76262 2016 BMW 4351 GRAN COUPE BMW FINANCIAL SERVICES PO BOX 390902 Yes MINNEAPOLIS, MN 55439 ENDORSEMENT INFORMATION Endorsement Name Vehicle Year Make Model Vehicle Identification Number Addltlonal Insured G104240912 New car replacement DRIVER INFORMATION Driver Name Year of Gender Driver License Primary Vehicle Birth Number ELIOT J SAKHARTOV 1977 Male B4860549 2016 BMW 4351 GRAN COUPE ADONNA J KHARE 1960 Female B9134167 2015 SUBARU OUTBACK 2.51 PREMIUM AWD DISCOUNT INFORMATION Policy Discounts Multi-Policy Discount Yes Multi-Vehicle Discount Yes Accident-Free/Safe Driver Discount Yes Vehicle Discounts Anlitheft Device Discount 2015 SUBARU OUTBACK 2.5 I PREMIUM AWD, 2016 BMW 4351 GRAN COUPE Passive Restraint 2015 SUBARU OUTBACK 2.5 I PREMIUM AWD, 2016 BMW 4351 GRAN COUPE Anti-Lock Brake Discount 2015 SUBARU OUTBACK 2.5 I PREMIUM AWD, 2016 BMW 4351 GRAN COUPE Some discounts and credits (e.g., Good Student, Driver Training Course) apply for a specific period of time based on factors such as, but not limited to, state requirements, driver attributes, and certificate course renewal. Discounts/credits for completion of a mature driver training course, safe driving course, etc. are renewable if the driver completes a certificate refresher course. -------. ~\..'i.CTR1c __ ,_1._11 --- INSURANCE 75 Sam Fanzo Drive I Beverly, MA 019151 800.227.27571 insure@electricinsurance.com Co~,';'~N~ ELIOT J SAKHARTOV 516 S SPARKS ST BURBANK CA, 91506 AUTOMOBILE INSURANCE BINDER This binder ceases to cover 30 days from the effective date at the hour specified in Electric Insurance Company's ® (Company's) standard policies affording similar coverage or at any time previous on notice from the Company or the issuance of its policy or policies. Insurance is bound with respect to such and so many of the following coverages as are indicated by a specific limit of liability applicable thereto. The limit of the Company's liability against such coverage shall be stated herein, and the insurance shall be subject to the tenns and conditions of the Company's standard policies (and any endorsements) in use during the period of this binder and applicable to the designated coverages. Polley Number: 6224860A 1 Effective Dates: 10/26/17 -10/26/18 Binder Effective Date: 03/14/18 12:01 AM. Binder Expiration Date: 04/13/18 12:01 A.M. COVERAGE-LIMITS IN DOLLARS LIABILITY LIMITS IN (000) DOLLARS Bodily Injury Property Medical Comprehensive Collision Towing Rental Limit Damage Payments (Including fire & Reimbursement Liability and theft) Labor Per Per Occurrence Per Person Actual Cash Value Actual Cash Value Per Person/Accident Disablement $100,000 I $50,000 $1,000 $500 $500 No Coverage $15 a day I $300,000 deductible deductible $450max DESCRIPTION OF AUTOMOBILE(S) VEHICLE YEAR I MAKE/MODEL I VEHICLE IDENTIFICATION NUMBER 2015 I SUBARU OUTBACK 2.5 I PREMIUM AWD I Name and Address of Loss Payee: MERCEDES BENZ FINANCIA PO BOX685 Authorized Representative: Anita Pacheco Customer Service Manager Electric Insurance Company 102-0171 ROANOKE, TX 76262 4S4BSAFC2F3261451 Date: 03/14/18 75 Sam Fanzo Drive, Beverly MA 01915 Tel: 800.227.2757 Fax: 978.236.5700 ARTWORK COMMISSION AND LOAN AGREEMENT This Agreement entered into on ~~ r,\ (~ , 2018. BETWEEN Kinseloo, Inc. AND 516 South Sparks Street Burbank, CA 91506 (hereinafter "ARTIST" or "LENDER") City of Carlsbad, a municipal corporation Cultural Arts Office 1775 Dove Lane Carlsbad, CA 92011 (hereinafter "CITY") Recitals WHEREAS, CITY desires to commission the ARTIST to create, design and fabricate an Arts Mural work of art (hereinafter "ARTWORK") which, upon acceptance will be placed on display from May 1, 2018 through June 30, 2023 at the City of Carlsbad Library, Cultural Arts Office, 1775 Dove Lane, Carlsbad, CA 92011 (hereinafter "SITE"). WHEREAS, the ARTIST has been selected to design and create ARTWORK as agreed upon and the necessary funds have been allocated for that purpose, and WHEREAS, the ARTIST agrees to deliver commissioned ARTWORK and install no later than May 1, 2018 and to de-install and pick-up, at ARTIST's sole expense, no later than June 30, 2023. NOW, THEREFORE, CITY and ARTIST, for the consideration and under the conditions hereinafter set forth, agree as follows: 1. The above recitals are incorporated herein. 2. Artist's Obligations. The ARTIST shall, to the best of his/her/its artistic ability, design, create, and fabricate or produce the ARTWORK in a manner that is consistent with the intent and purpose of this Agreement. The ARTIST shall design, create, and produce the ARTWORK, taking into consideration the nature of the display site, the surrounding public areas, the CITY's desire to have low maintenance costs to preserve the ARTWORK while on display. The ARTIST shall design and create the ARTWORK in a manner which conforms with the regulations of all public and private agencies with jurisdiction over the display site and the ARTWORK and with all other applicable federal, state, and local laws, regulations and standards. The ARTIST shall meet regularly with CITY staff to ensure the design and future installation and display of the ARTWORK complies with all provisions of this Agreement. The ARTIST shall submit to the Cultural Arts Manager a design proposal, in a tangible form, that will be reviewed and approved by the Cultural Arts Manager. The ARTIST shall furnish all supplies, materials and equipment necessary for preparation of the design, creation, and fabrication or production of the ARTWORK. The ARTIST shall be insured during the creation phase of the ARTWORK, with the CITY named as an additional insured. Prior to commencing any work or receiving payment for any services performed under this Agreement, the ARTIST must provide a certificate of insurance indicating $1 million general liability coverage, naming CITY as additional insured. The insurance shall cover all phases of the project and shall be effective from the first day work is commenced under this Agreement until ARTWORK has been installed and accepted by the Cultural Arts Manager. The insurance must be obtained from a carrier that is admitted and authorized to do business in California and that has a current Best's Key rating of not less that "A-. V." The insurance coverage must be single-limit occurrence coverage and may not be cancelled without thirty (30) days written notice to the CIITY sent by certified mail. The ARTIST shall be required to provide proof of general liability and automobile liability coverage as required by the Risk Manager. Upon the ARTWORK being installed at the designated SITE and accepted by the CITY, the CITY will insure the ARTWORK against any loss or damage while it is in the CITY'S possession for the fair market value as specified by the ARTIST and agreed to by the City in Exhibit A of this Agreement. ARTWORK transported by ARTIST to the City is insured from the time of arrival at the Cultural Arts Office or designated City facility, until the time it is picked up by the ARTIST. CITY will insure the ARTWORK against any loss or damage while it is in the CITY'S possession for the fair market value as specified by the ARTIST and agreed to by the City. For purposes of insurance coverage, the CITY requires the ARTIST to value ARTWORK(S) accurately according to ARTWORK by the ARTIST of similar size, style, medium, and if possible, based upon previous sales. The CITY may require ARTIST to provide reasonable evidence of the ARTWORK'S stated market value. In the event of loss or damage to the ARTWORK, ARTIST'S failure to provide supporting evidence of the ARTWORK'S stated market value will result in the CITY'S sole determination of the ARTWORK'S market value. The signing of this Agreement by the CITY does not constitute an endorsement of the ARTIST'S stated value. In the event of loss of or damage to the ARTWORK, ARTIST'S recovery from the CITY and/or insurer is limited to the maximum coverage amount specified in the Agreement. ARTIST agrees to hold the CITY and its officers, agents, employees and volunteers harmless from any and all claims in excess of maximum coverage amount indicated in this Agreement. In the event of partial loss or damage, the CITY'S liability shall be limited to the cost of repair or restoration or any resulting loss in fair market value. CITY shall not be liable for any indirect, special, incidental, punitive or consequential damages; even if the CITY has been advised of the possibility of such damages. 2 2. Term. This Agreement shall be effective on the date it is executed by the last party to sign the Agreement, and it shall be effective for five years and two months, which includes up to two months for the design phase and acceptance of the design of the ARTWORK, and five consecutive years for displaying of completed ARTWORK. Notwithstanding, this Agreement may be extended for an additional period of up to one additional year with the consent of both Parties and by a written amendment to this Agreement. ARTIST/LENDER agrees to loan the ARTWORK specified on checklist attached as Exhibit "A" of this Agreement to CITY. The ARTWORK will remain in the CITY'S possession during the loan period but may be withdrawn from exhibition at any time at the CITY'S sole discretion. CITY will notify ARTIST/LENDER when any ARTWORK is withdrawn from exhibit. CITY and ARTIST/LENDER may agree in writing to extend the duration of this Agreement. Acceptance of the ARTWORK does not imply that the ARTWORK will be placed or maintained on public display for the duration of the Agreement. 3. Transportation and Packing ARTIST/LENDER certifies that the ARTWORK to be loaned to the CITY under the terms and conditions of this Agreement is in good condition. CITY shall inspect the ARTWORK and complete and sign the opening condition report for each piece of ARTWORK, which will constitute the condition of the property at the time of the receipt of the ARTWORK loan. Any discrepancies, losses or evidence of damage to the ARTWORK noted at the time of inspection, or at any time while in the CITY'S custody will be reported immediately to the LENDER. At the end of the exhibition, ARTIST/LENDER, at his/her/its sole expense and cost, will be responsible for picking up the work within 10 calendar days of end of exhibition unless other written arrangements are made between CITY and ARTIST/LENDER. 4. Compensation The total fee payable to ARTIST/LENDER for the design, creation, fabrication, productions, transportation, installation and de-installation, and loan of the ARTWORK as contemplated by this Agreement will not exceed twenty-five thousand, one hundred dollars ($25,100). The total fee includes all roundtrip transportation and shipping cost incurred by ARTIST/LENDER to the City of Carlsbad c/o Cultural Arts Offices at 1775 Dove Lane, Carlsbad, CA 92011 and later back to the LENDER when the exhibition is completed. No other compensation will be allowed except for items covered by subsequent written amendments to this Agreement. Fees will be payable as follows: First payment $7,600 Upon execution of the Agreement Second payment $17,500 Upon completion and approval of ARTWORK exhibit by Cultural Arts Manager 3 5. Installation ARTIST/LENDER shall install the ARTWORK with assistance by the Exhibitor's staff. CITY reserves the right to make the final decision on which items will be included in the exhibition, and the arrangement of the exhibit. CITY shall take reasonable steps to preserve the exhibited ARTWORK against adverse environmental conditions, deterioration, damage or theft. 6. Damage ARTWORK will be visually inspected upon receipt and any noticeable damage will be documented on the shipping receipt. Evidence of damage to ARTWORK while in the CITY'S custody will be reported immediately to the ARTIST/LENDER. CITY may elect to display damaged ARTWORK if in CITY'S sole determination the displaying of the damaged ARTWORK will not exacerbate the preexisting damage. 7. Reproduction Rights, Publicity and Photography Except as limited by this Agreement, ARTIST/LENDER retains any or all copyright, licensing and/or ownership rights to the ARTWORK available to him/her/it under state or federal law. ARTIST/LENDER grants CITY the right to photograph, telecast, or make similar visual reproductions of the ARTWORK covered by this Agreement for publicity and advertising purposes and other educational purposes (collectively "Promotional") and in catalogues or posters that it distributes promoting the ARTWORK. ARTIST/LENDER waives all rights to pre- approve CITY'S Promotional materials. CITY agrees to acknowledge the ARTIST/LENDER on all related printed matter. Exhibition announcements, publicity releases, invitations, posters, signs or other promotional or educational materials (collectively "Publicity") relating to the ARTWORK. ARTIST/LENDER waives all rights to pre-approve CITY'S Publicity materials. 8. Warranty of Title ARTIST/LENDER warrants that ARTIST/LENDER is the owner of the ARTWORK and has the authority to enter into this Agreement and to grant the rights to CITY as set forth in this Agreement. ARTIST/LENDER also warrants that the ARTWORK(s) is not now or will be subjected to claims of ownership, lien, encumbrance, copyright infringement, or trademark infringement under any state or federal law. ARTIST/LENDER shall indemnify the CITY, its officers and employees for all damages related to a claim asserting a violation or claim of violation of this Warranty of Title or infringement, including reasonable attorney fees and costs. 9. Withdrawals ARTWORK cannot be withdrawn from an exhibition by the ARTIST/LENDER at any time during its exhibition. 4 10. Termination ARTIST/LENDER or CITY may terminate this Agreement prior to the start of the Term, as set forth on page 1 of this Agreement, by giving the other party thirty (30) days written notice. In the event the ARTIST/LENDER terminates this Agreement, LENDER will refund, within ten (10) calendar days, all fees paid to ARTIST/LENDER by the CITY. In the event the CITY terminates this Agreement, ARTIST/LENDER may retain fifty percent (50%) of the fees paid by CITY; ARTIST/LENDER shall refund the balance of the fees to CITY within ten (10) calendar days of the notice of termination. 11. Assignment and Binding Agreement This Agreement shall not be assigned without the written consent of the CITY, which consent shall not be unreasonably withheld. This Agreement shall be binding upon the heirs, successors, and assigns of ARTIST/LENDER. 12. Entire Agreement This Agreement, together with any other document referred to in it embody the entire agreement and understanding between the parties relating to its subject matter. Neither this Agreement nor any of its provisions may be amended, modified, waives, or discharged except by an instrument in writing executed by parties to this Agreement. 13. California Law The validity of this Agreement and any of its terms shall be governed by the laws of the State of California. If any part of this Agreement is found illegal, void or unenforceable for any reason, such holding shall not affect the validity and enforceability of any other part. The forum and venue of any dispute arising from this Agreement shall be the Superior Court of California, County of San Diego, North County Judicial District. ,....,_ Acknowledged and Accepted: -,1 ARTIST/LENDER Adonna Khare 'O~~ ~ .8 ici-. § f~ By:_....._ __ :~~~~:::::: ____ _ < ~-:) t/ JJ~ APPROVED AS TO FORM: :~LIA AtiRX[:mey Assistant City Attorney 5 CITY OF CARLSBAD, a municipal Corporation of the State of California By: £~WA~€;?~ Library & Cultural Arts Director Attest: CALIFORNIA ALL-PURPOSE ACKNOWLEDGMENT CIVIL CODE§ 1189 • A notary public or other officer completing this certificate verifies only the identity of the individual who signed the document to which this certificate is attached, and not the truthfulness, accuracy, or validity of that document. State of California / County of ~---a---"-j--"<.J l..___,_,s...;.+,,_,.,.+-''--.r------ On ~---~-+->-----before me, ----''--'-L..:/f.'-'LL..:..l-~=-=--'-"-"'---"~'--"'--~~---#-------"~::!!.L+--_...!....__Jia.::.__:_ J J h Here Insert Name and Title personally appeared --~~~~~---~K~~a~v_e~--------------- Name(sJ of Signer(s) who proved to me on the basis of satisfactory evidence to be the person(s) whose name(s) is/are subscribed to the within instrument and acknowledged to me that he/she/they executed the same in his/her/their authorized capacity(ies), and that by his/her/their signature(s) on the instrument the person(s), or the entity upon behalf of which the person(s) acted, executed the instrument. Place Notary Seal Above I certify under PENAL TY OF PERJURY under the laws of the State of California that the foregoing paragraph is true and correct. WITNESS my hand and official seal. ----------------OPTIONAL---------------- Though this section is optional, completing this information can deter alteration of the document or fraudulent reattachment of this form to an unintended document. Description of Attached Document Title or Type of Document: _____________ Document Date: _______ _ Number of Pages: ___ Signer(s) Other Than Named Above: ____________ _ Capacity(ies) Claimed by Signer(s) Signer's Name: ____________ _ Signer's Name: _____________ _ D Corporate Officer -Title(s): ______ _ [ I Corporate Officer -Title(s): _____ _ U Partner -r l Limited [J General r-:-1 Partner -r l Limited ; , General C Individual I Attorney in Fact r--1 Individual i , Attorney in Fact D Trustee I : Guardian or Conservator [I Trustee r I Guardian or Conservator D Other: ______________ _ 1-; Other: _____________ _ Signer Is Representing: _________ _ Signer Is Representing: _________ _ ~• ©2014 National Notary Association • www.NationalNotary.org • 1-800-US NOTARY (1-800-876-6827) Item #5907 {'city of Carlsbad Cultural Arts City Of Carlsbad Library & Cultural Arts 1775 Dove Lane Carlsbad, CA 92011 (760) 602-2022 EXHIBIT A City of Carlsbad Loan Agreement Artwork Adonna Khare Mural Address 516 South Sparks Street Exhibit May 1, 2018 -June 30, City/State/Zip Burbank,CA 91506 Dates 2023 Loan Period May 1, 2018 -June 30, Telephone 626 354-2043 Dates 2023 Lender Adonna Khare E-mail adonna@adonnak.com Artist Adonna Khare Insurance Value $ $38,000 Title Cultural Arts Mural Size 112 inches x 127 inches Media Graphite on panels Year Made 2018 Description Animals, art, technology, Credit Line (Lent By) artist various cultural subjects ----, MLG ACC>Ro' CERTIFICATE OF LIABILITY INSURANCE DA TE (MM/DDNYYY) ~ ROOl 2/9/2018 TI-IIS CERTIFICATEIS ISSUED AS A MATTER OF INFORMATION ONLY AND CONFERS NO RIGHTS UPON THE CERTIFICATE HOLDER. THIS CERTIFICATE DOES NOT AFFIRMATIVELY OR NEGATIVELY AMEND, EXTEND OR ALTER THE COVERAGE AFFORDED BY THE POLICIES BELOW. TI-IIS CERTIFICATE OF INSURANCE DOES NOT CONSTITUTE A CONTRACT BETWEEN THE ISSUING INSURER(S), AUTHORIZED REPRESENTATIVE OR PRODUCER, AND TI-IE CERTIFICATE HOLDER. IMPORTANT: If the certificate holder is an ADDITIONAL INSURED, the policy(ies) must have ADDITIONAL INSURED provisions or be endorsed. If SUBROGATION IS WAIVED, subject to the terms and conditions of the policy, certain policies may require an endorsement. A statement on this certificate does not confer rights to the certificate holder in lieu of such endorsement{s). PRODUCER CONTACT NAME: NORTHEAST AGENCY INS SERVICES/PBS PHONE rx (A/C, No, Ext): (A/C, No): 216382 P: F: E-MAIL ADDRESS: 301 WOODS PARK DRIVE INSURER(S) AFFORDING COVERAGE NAIC# CLINTON NY 13323 INSURER A: Sentinel Ins Co LTD 11000 INSURED INSURER 8: INSURERC: KINSELOO, INC. INSURER D: 516 s SPARKS ST INSURERE: BURBANK CA 91506 INSURERF: COVERAGES CERTIFICATE NUMBER: REVISION NUMBER: THIS IS TO CERTIFY THAT THE POLICIES OF INSURANCE LISTED BELOW HAVE BEEN ISSUED TO THE INSURED NAMED ABOVE FOR THE POLICY PERIOD INDICATED. NOTWITHSTANDING ANY REQUIREMENT, TERM OR CONDITION OF ANY CONTRACT OR OTHER DOCUMENT WITH RESPECT TO WHICH THIS CERTIFICATE MAY BE ISSUED OR MAY PERTAIN, THE INSURANCE AFFORDED BY THE POLICIES DESCRIBED HEREIN IS SUBJECT TO ALL THE TERMS.EXCLUSIONS AND CONDITIONS OF SUCH POLICIES. LIMITS SHOWN MAY HAVE BEEN REDUCED BY PAID CLAIMS. INSR TtPE OF li'ISIIRANCE ADDL SCIBR POLICY NUMBER l'OUCYEl'f' l'OUCYEXP LJMl1S .. ,, •~<P w,m /MM,DDIYYYl I ., COMMERCIAL GENERAL LIABILITY EACH OCCURRENCE sl,000,000 I CLAIMS-MADE ~ OCCUR DAMAGE TO RENTED sl,000,000 PREMISES (Ea occurrence) A X General Liab X 01 SBA BZ5720 02/06/2018 02/06/2019 MED EXP (Any one person) sl0,000 >-- PERSONAL & ADV INJURY sl,000,000 -GEN"L AGGREGATE LIMIT APPLIES PER: GENERAL AGGREGATE $2,000,000 Fl POLICY D '.:g: 0 LOG PRODUCTS · COMP/OP AGG $2,000,000 OTHER: $ AUTOMOBILE LIABILITY COMBINED SINGLE LIMIT (Ea accident) $ -ANY AUTO BODILY INJURY (Per person) $ >--OWNED ~ SCHEDULED AUTOS ONLY AUTOS BODILY INJURY (Pet accident) $ --HIRED NON-OWNED PROPERTY DAMAGE AUTOS ONLY AUTOS ONLY (Per accident) $ --$ UMBRELLA LIAB H OCCUR EACH OCCURRENCE $ >-- EXCESSLIAB CLAIMS-MADE AGGREGATE $ OED! I RETENTION$ $ JJO/fKERS COMl'E/ttSA 110N lPER l IOTH-Ai'ID EMPLO>ERS' LIABILITY STATUTE ER ANY PROPRIETOR/PARTNER/EXECUTIVE Y/N EL. EACH ACCIDENT $ OFFICER/MEMBER EXCLUDED? D NIA ~ (Mandatory In NH) EL. DISEASE-EA EMPLOYEE $ J---If yes, describe under E.L. DISEASE -POLICY LIMIT $ DESCRIPTION OF OPERATIONS below DESCRJPTION OF OPERATIONS I LOCATIONS I VEHICLES (ACORD 101, Addlllonal Remarks Schedule, may be attached If more space Is required) Those usual to the Insured's Operations. Carlsbad City Library is an Additional Insured per the Business Liability Coverage Form SS0008 attached to this policy. CERTIFICATE HOLDER CANCELLATION SHOULD ANY OF THE ABOVE DESCRIBED POLICIES BE CANCELLED BEFORE THE EXPIRATION DATE THEREOF, NOTICE WILL BE DELIVERED IN ACCORDANCE WITH THE POLICY PROVISIONS. Carlsbad City Library AUTHORIZED REPRESENTA TfVE 1775 DOVE LN a«da/:,£ Cao~ CARLSBAD, CA 92011 © 1988-2015 ACORD CORPORATION. All rights reserved. ACORD 25 (2016/03) The ACORD name and logo are registered marks of ACORD Select Customer Insurance Center 301 WOODS PARK DRIVE CLINTON NY 13323 Policyholder, please call us at: ( 8 6 6) 4 6 7 -8 7 3 o Agent, please call us at: (844) 448-6843 SCIC.NEWHARTFORD@THEHARTFORD.COM INSURANCE ENDORSEMENT ATTACHED *** PLEASE REVIEW THE CHANGE *** Enclosed is an endorsement for your business insurance policy. Please review it at your convenience. If you have questions or need to make further changes: Policyholder, please call us at: ( 8 6 6) 4 6 7 -8 7 3 o Agent, please call us at: (844) 448-6843 between 7 A.M. and 7 P.M. CST. The premium billing will be mailed to you separately. You can expect to receive it soon. Thank you for allowing us to service your business needs. NORTHEAST AGENCY INS SERVICES/PHS THE HARTFORD SELECT CUSTOMER INSURANCE CENTER The Hartford Hartford Fire Insurance Company and its Affiliates One Hartford Plaza, Hartford, Connecticut 06155 l THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. POLICY CHANGE This endorsement changes the policy effective on the Inception Date of the policy unless another date is indicated below: Policy Number: 01 SBA BZ5720 DW Named Insured and Mailing Address; KINSELOO, INC. Policy Change Effective Date: Policy Change Number: 002 516 S SPARKS ST BURBANK CA 91506 02/09/18 Effective hour is the same as stated in the Declarations Page of the Policy. Agent Name: NORTHEAST AGENCY INS SERVICES/PHS Code: 216382 POLICY CHANGES: SENTINEL INSURANCE COMPANY, LIMITED ANY CHANGES IN YOUR PREMIUM WILL BE REFLECTED IN YOUR NEXT BILLING STATEMENT. IF YOU ARE ENROLLED IN REPETITIVE EFT DRAWS FROM YOUR BANK ACCOUNT, CHANGES IN PREMIUM WILL CHANGE FUTURE DRAW AMOUNTS. THIS IS NOT A BILL. NO PREMIUM DUE AS OF POLICY CHANGE EFFECTIVE DATE PRO RATA FACTOR: 0.992 THIS ENDORSEMENT DOES NOT CHANGE THE POLICY EXCEPT AS SHOWN. Form SS 1211 04 05 T Process Date: 03/26/18 Page 001 (CONTINUED ON NEXT PAGE) Policy Effective Date: 02/06/18 Policy Expiration Date: 02/06/19 POLICY CHANGE (Continued) Policy Number: 01 SBA BZ5720 Policy Change Number: 002 BUSINESS LIABILITY OPTIONAL COVERAGES ARE REVISED ADDITIONAL INSURED(S) ARE ADDED THE FOLLOWING ARE ADDITIONAL INSURED FOR BUSINESS LIABILITY COVERAGE IN THIS POLICY. LOCATION 001 BUILDING 001 ADDITIONAL INSURED #1 -OWNERS, LESSEE OR CONTRACTORS IS ADDED FORM NAME ADDRESS SS4170 SS4171 CARLSBAD CITY LIBRARY 1775 DOVE LANE, CARLSBAD, CA 92011 FORM NUMBERS OF ENDORSEMENTS ADDED AT ENDORSEMENT ISSUE: ss 41 70 06 11 ss 41 71 06 11 Form SS 12110405 T Page 002 Process Date: o 3 I 2 6 I 18 Policy Effective Date: o 2 Io 6 I 18 Policy Expiration Date: 02/06/19 POLICY NUMBER: 01 SBA BZ5720 CHANGE NUMBER: 002 THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. ADDITIONAL INSURED -OWNERS, LESSEES OR CONTRACTORS -SCHEDULED PERSON OR ORGANIZATION This endorsement modifies insurance provided under the following: BUSINESS LIABILITY COVERAGE FORM SCHEDULE Name Of Additional Insured Person(s) Or Organization(s): CARLSBAD CITY LIBRARY Location(s) Of Covered Operations: 1775 DOVE LANE, CARLSBAD, CA 92011 Information required to complete this Schedule, if not shown above, will be shown in the Declarations. A. Section C. -Who Is An Insured is amended to include as an additional insured the person(s) or organization(s) shown in the Schedule, but only with respect to liability for "bodily injury", "property damage" or "personal and advertising injury" caused, in whole or in part, by: 1. Your acts or omissions; or 2. The acts or omissions of those acting on your behalf; in the performance of your ongoing operations for the additional insured(s) at the location(s) designated above. Form SS 41700611 Process Date: 03/26/18 B. With respect to the insurance afforded to these additional insureds, the following additional exclusions apply: This insurance does not apply to "bodily injury" or "property damage" occurring after: 1. All work, including materials, parts or equipment furnished in connection with such work, on the project (other than service, maintenance or repairs) to be performed by or on behalf of the additional insured(s) at the location of the covered operations has been completed; or 2. That portion of "your work" out of which the injury or damage arises has been put to its intended use by any person or organization other than another contractor or subcontractor engaged in performing operations for a principal as a part of the same project. Page 1 of 1 Policy Expiration Date: 02/06/19 © 2011, The Hartford (Includes copyrighted material of Insurance Services Office, Inc., with its permission) POLICY NUMBER: 01 SBA BZ5720 CHANGE NUMBER: 002 THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. ADDITIONAL INSURED -OWNERS, LESSEES OR CONTRACTORS -COMPLETED OPERATIONS This endorsement modifies insurance provided under the following: BUSINESS LIABILITY COVERAGE FORM SCHEDULE Name Of Additional Insured Person(s) Or Organization(s): CARLSBAD CITY LIBRARY Location And Description Of Completed Operations: 1775 DOVE LANE, CARLSBAD, CA 92011 Information required to complete this Schedule, if not shown above, will be shown in the Declarations. Section C. -Who Is An Insured is amended to include as an additional insured the person(s) or organization(s) shown in the Schedule, but only with respect to liability for "bodily injury" or "property damage" caused, in whole or in part, by "your work" at the location designated and described in the schedule of this endorsement performed for that additional insured and included in the "products- completed operations hazard". Form 55 41 71 0611 Process Date: 03/26/18 © 2011, The Hartford Page 1 of 1 Policy Expiration Date: 02/06/19 (Includes copyrighted material of Insurance Services Office, Inc., with its permission) CERTIFICATE OF EXEMPTION WORKERS' COMPENSATION/EMPLOYERS' LIABILITY INSURANCE r, _-4-()____:::;.J_o_n_h_Ct_~~V\_c~,z_rc_e..._-___ , am the £ ('C '.~, dQ.,, t [ insert name] [title] of \:S \ ~St~ LOC' \ ~ ~ I hereby certify that_ .... :\S...;.\_N_-~_-:::._F_LC_· _-)_c ___ ·; _..;_\ ~-=----_c... ___ _ [ name of company] [ name of company] has no employees and is not required by law to maintain workers' compensation or employers' liability msurance. Should--~'-/ _1 _N_S...:.E ..... -L"'""u_-_<..,;,_--'-\ _:0_C ______ employ any person during the term [ name of company] of the Agreement with the City of Carlsbad for c~\ If c-.. u.....) \ '0-_\j O c \ (\ S.. \°' \. '-{"\... t1 C 0i , [ description of project or work that is being contracted] then workers' compensation and employers' liability insurance will be obtained. f) 1 0_5 E loo / t0 C [Title and nfune of company or corporation] 06/15/2006 25