HomeMy WebLinkAbout2011-02-08; City Council; 20450; APPROVAL PUBLIC ART CONTRACTCITY OF CARLSBAD - AGENDA BILL 11
AB#
MTG.
DEPT.
20.450
2/8/11
ARTS
APPROVAL OF PUBLIC ART
CONTRACT WITH PLEASANT
LINE CORPORATION TO FABRICATE
AND INSTALL ARTWORK AT THE
JOINT FIRST RESPONDERS TRAINING
FACILITY, PROJECT NO. 3686
DEPT. DIRECTOR
CITY ATTORNEY &
CITY MANAGER
RECOMMENDED ACTION:
Adopt Resolution No. 2011-023 approving a contract with Pleasant Line Corporation to
fabricate and install public artwork at the Joint First Responders Training Facility, Project No.
3686.
ITEM EXPLANATION:
The City of Carlsbad has a demonstrated commitment to fostering art and culture in the
community, understanding that the arts can enliven the built environment and add to the city's
quality of life. One way the city supports the arts and embodies these core values is by
incorporating public artwork into its civic projects. Typically, 1% of the total construction project
cost of an eligible civic project is dedicated to public art.
The Joint First Responders Training Facility (JFRTF), Project No. 3686, is the city's most recent
civic project identified to have a public art component. In FY 07-08, the JFRTF was listed as a
capital improvement project with an estimated construction budget of $18 million; of this total,
$180,000 or 1% of the estimated construction budget was included for public art.
Since February 2008 the Cultural Arts Office, as managers of the city's public art program, has
been working with a variety of internal and external partners and stakeholders according to an
established process to identify an artist and then develop a proposed artwork for the project.
The final step in that part of the process is a condition precedent to the approval of this item.
In the companion Agenda Bill, City Council was asked to accept and approve the concept
design (Exhibit #2) proposed by Michael Stutz, co-owner of Pleasant Line Corporation and the
designated artist. If Council approved the concept designed than the next step in realization of
this public artwork is for City Council, at the recommendation of the Arts Commission at its Feb.
4, 2010 and Feb. 3, 2011 meetings, to hire the artist, Michael Stutz, to fabricate and install the
proposed artwork at the JFRTF site (Exhibit #3).
The location and installation details of the approved artwork have been fully coordinated with
the JFRTF architects. The artwork, which will be installed at the back entrance to the firing
range and next to the future Fire Administration building, will be visible from the Safety Center
Department Contact: Peter Gordon, Arts Manager, 760-434-2921
peter.gordon@carlsbadca.gov
FOR CITY CLERKS USE ONL Y. /
COUNCIL ACTION: APPROVED ^H^
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and an ideal setting for special events, award ceremonies and press briefings. The construction
contract for the facility includes provisions for the installation of accent lighting and foundations
for the artwork.
Staff recommends that City Council accept the recommendations from the Arts Commission to
approve a public art contract in the amount of $153,000 with Pleasant Line Corporation to
fabricate and install the approved artwork at the Joint First Responders Training Facility site.
FISCAL IMPACT:
On April 13, 2010, the City Council awarded the construction contract for the Joint First
Responders Training Facility. An appropriation for the total project cost totaling $16,500,000
included a budget allocation in the amount of $153,000 for the fabrication and installation of the
public art component into the project. Sufficient funds are available to accommodate the
request.
ENVIRONMENTAL IMPACT:
A Mitigated Negative Declaration (MND) and Mitigation Monitoring and Reporting Program were
prepared for the Joint First Responders Training Facility (CUP 08-15). The Notice of Intent to
adopt a MND was published in the newspaper on October 8, 2008, and sent to the County
Clerk's Office for a 20-day public review (October 9, 2008 - October 29, 2008). No comment
letters were received during the 20-day review period. The MND was approved by the Planning
Commission on November 19, 2008 in compliance with the California Environmental Quality Act
Guidelines, Section 15074.
EXHIBITS:
1. Resolution No. 2011-023 Authorizing a Contract to be entered into with Pleasant Line
Corporation for the Fabrication and Installation of Artwork at the Joint First Responders
Training Facility, Project No. 3686.
2. Drawing of concept design by Pleasant Line Corporation.
3. Contract for Fabrication and Installation of Approved Concept Design with Pleasant Line
Corporation, a California S-corporation.
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RESOLUTION NO. 2011-023
A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF
CARLSBAD, CALIFORNIA, AUTHORIZING A CONTRACT
WITH PLEASANT LINE CORPORATION FOR
FABRICATION AND INSTALLATION OF ARTWORK AT
THE JOINT FIRST
PROJECT NO. 3686
3 WITH PLEASANT LINE CORPORATION FOR
4 THE JOINT FIRST RESPONDERS TRAINING FACILITY,
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WHEREAS, the City Council of the City of Carlsbad, California, has shown its
commitment to fostering art and culture in the community by allocating 1% of the total
o construction project cost of an eligible civic project to public art; and
10 WHEREAS, the City Council of the City of Carlsbad, California, previously
awarded the construction contract for the Joint First Responders Training Facility (JFRTF),
Project No. 3686 ("Project"), on April 13, 2010; and
WHEREAS, funding for said Project was appropriated from Proposition C funds
and General Capital Construction funds in the 2009/2010 Capital Improvement Program in
the amount of $16,500,000 to cover all Project costs, which included $153,000 for the
fabrication and installation of public artwork; and
WHEREAS, Pleasant Line Corporation was previously selected as the design
firm for the public artwork at the JFRTF site; and
WHEREAS, Pleasant Line Corporation designated Michael Stutz, co-owner of
Pleasant Line Corporation as the artist to create the concept design of the public artwork
for the JFRTF facility; and
WHEREAS, as a condition precedent to the approval of any proposed contract
for the fabrication and installation of public artwork, the proposed public artwork concept
design for the project must first be approved by City Council; and
WHEREAS, Pleasant Line Corporation, under the supervision and guidance of
the artist Michael Stutz, has agreed to fabricate and install the approved concept design26
artwork at the JFRTF site under the terms and conditions of the proposed contract;
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NOW, THEREFORE, BE IT RESOLVED by the City Council of the City of
2 Carlsbad, California, as follows:
1 . That the above recitations are true and correct.
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2. That the contract for fabrication and installation of the public artwork at the
Joint First Responders Training Facility site with Pleasant Line Corporation in the amount
of $153,000 is hereby approved, and the Mayor is authorized to execute the contract.
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PASSED, APPROVED AND ADOPTED at a Regular Meeting of the City Council
of the City of Carlsbad on the 8th day of February, 2011, by the following vote to wit:
AYES: Council Members Hall, Kulchin, Blackburn, Douglas and Packard
NOES: None.
ABSENT: None.
(SEAL)
INE M. WOOD, City Clerk
JFRTF: Public Art Concept Design
.-
Exhibit #2
Medium: Silicon Bronze and Stainless Steel Strips
Woven and Welded at crossings over a Stainless Steel Armature Height = Approx.7.5'-8'
Weight = Approx. 2000 Ibs Tot
Michael Stutz 2011
HI
AGREEMENT BETWEEN THE CITY OF CARLSBAD
AND PLEASANT LINE CORPORATION FOR
FABRICATION AND INSTALLATION OF PUBLIC ARTWORK
This agreement is entered into on the day of , 2011, by the City of
Carlsbad, a municipal corporation, hereinafter referred to as "CITY" and PLEASANT LINE
CORPORATION, a California S-corporation, hereinafter referred to as the "CONTRACTOR".
RECITALS
WHEREAS, Carlsbad Municipal Code section 2.18.140 authorizes the City to select artists and to
commission the placement of works of art in public places; and
WHEREAS, the CITY wants to commission CONTRACTOR to fabricate and install artwork
("ARTWORK") as further described in Exhibit "A" at the Joint First Responders Training
Facility (JFRTF), located within the area encompassed by Orion Street and Orion Way near the
City's police and fire station known as the Safety Center ("SITE") as further described in Exhibit
"B" and according to the Payment Schedule set forth in Exhibit "C"; and
WHEREAS, the CONTRACTOR has been selected, pursuant to procedures adopted by the
CITY, to fabricate and install the ARTWORK and funds have been allocated for that purpose;
and
WHEREAS, Michael Stutz is a co-owner of PLEASANT LINE CORPORATION;
NOW, THEREFORE, CITY and CONTRACTOR, for the consideration and under the conditions
hereinafter set forth, agree as follows:
1. CONTRACTOR'S OBLIGATIONS
(a) CONTRACTOR designates Michael Stutz to be the artist (hereinafter
"ARTIST") to perform all of the work under this Agreement and as set forth in
Exhibit "A" (hereinafter described as "ARTWORK"). CONTRACTOR shall be
responsible for the performance by ARTIST. In the event that ARTIST is unable
to perform or refuses to perform the work required in Exhibit "A", CITY may
terminate this Agreement.
(b) The ARTIST shall, to the best of his artistic ability, fabricate and install the
ARTWORK in a manner that is consistent with the intent and purpose of this
Agreement.
(c) The ARTIST shall fabricate and install ARTWORK taking into consideration the
nature of the SITE, the surrounding community, the amount of money allocated
for the ARTWORK by the CITY (a not-to-exceed amount of $153,000 that
includes the materials, fabrication, transportation/shipping, installation, and all
ARTIST travel and taxes, regardless of form, payable according to the Payment
Schedule set forth in Exhibit "C") and the desirability for low maintenance of
said ARTWORK.
(d) The ARTIST shall purchase materials, fabricate, arrange and transport the
artwork to the SITE and install the ARTWORK taking into consideration the
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safety of the public, including, but not limited to, the safety of persons traveling
on public rights of way.
(e) The ARTIST shall fabricate and install the ARTWORK in a manner which
conforms to regulations of all public agencies with jurisdiction over the SITE or
the ARTWORK and to all other applicable laws, regulations and standards,
including but not limited to, federal, state, and local.
(f) The ARTIST shall meet regularly with CITY staff to ensure the fabrication and
installation of the ARTWORK complies with all provisions of this Agreement.
(g) The ARTIST shall furnish all supplies, materials and equipment necessary for
fabrication and installation of the ARTWORK.
(h) The Arts Manager will furnish ARTIST with a notice to proceed and within two
weeks of receipt of the notice to proceed, ARTIST shall furnish to the Arts
Manager a tentative schedule for completion of fabrication and installation of the
ARTWORK. After written approval of the schedule by the Arts Manager, the
ARTIST shall purchase materials, fabricate, transport and install the ARTWORK
in accordance with such schedule. Such schedule may be amended for good
cause by written agreement between the Arts Manager and the ARTIST.
The Arts Manager shall have the right to review the ARTWORK at reasonable
times during the fabrication thereof.
(i) The ARTIST shall complete the fabrication and installation of the ARTWORK in
conformity with the approved design (hereinafter "DESIGN"). [The parties
acknowledge that the approved design was the subject matter of a prior contract.]
If it is discovered during the fabrication and/or installation period that revisions
to the DESIGN are necessary for the ARTWORK to comply with any law,
standard or regulation, the ARTIST shall make such revisions as are necessary
and within a reasonable period of time. If the revisions required substantially
change the approved DESIGN, the CITY may approve the revisions or
recommend termination of this Agreement pursuant to the termination clause in
Section 4. Minor changes to DESIGN may be approved by the Arts Manager.
(j) The ARTIST may be required to meet with representatives of public entities with
jurisdiction over the ARTWORK or the SITE to address any concerns voiced by
those representatives.
(k) The ARTIST or CONTRACTOR shall notify the Arts Manager in writing when
fabrication of the ARTWORK is completed and is ready for the delivery and
installation at the SITE. CONTRACTOR or ARTIST shall also notify the Arts
Manager in writing regarding SITE preparation for the ARTWORK. SITE
preparation requirements shall be identified and the schedule shall include a
reasonable period of time for CITY to prepare the SITE for the ARTWORK.
The CONTRACTOR or ARTIST shall deliver and install the completed
ARTWORK at the SITE.
The CITY shall be responsible for all expenses, labor and equipment to prepare
the SITE as described in Exhibit "B" for the timely installation of the
ARTWORK, including landscaping, footings, plumbing, and area and spot
lighting of the ARTWORK.
(1) Upon installation of the ARTWORK, the CONTRACTOR or ARTIST shall
provide to the Arts Manager written instructions for appropriate maintenance and
preservation of the ARTWORK.
(m) The ARTIST shall, at the option of the Arts Manager, meet with the general
public or representatives of the media to discuss the DESIGN of the
ARTWORK.
(n) The risk of loss or damage to the ARTWORK shall be borne by CONTRACTOR
until final acceptance by CITY, and the CONTRACTOR or ARTIST shall take
such measures as are necessary to protect the ARTWORK from loss or damage
until final acceptance; except that the risk of loss or damage shall be borne by the
CITY prior to final acceptance during such periods of time as the partially or
wholly completed ARTWORK is in the sole custody, control or supervision of
the CITY or its agents for the sole purposes of storing or performing any other
ancillary services, which were agreed to in writing for the ARTWORK.
CONTRACTOR is responsible for the ARTWORK while it is at the SITE
awaiting or being installed and before final acceptance by CITY.
(o) The CONTRACTOR shall be insured in the following manner, with the CITY
named as an additional insured;
Prior to commencing any work or receiving payment for any services performed
under this Agreement, CONTRACTOR 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 one year after
final acceptance of the ARTWORK by CITY. 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 CITY sent by certified mail.
The CONTRACTOR shall be required to provide proof of automobile liability
coverage as required by the CITY's Risk Manager.
(p) All costs associated with this Agreement, including cost of insurance, shall be the
responsibility of CONTRACTOR.
(q) CONTRACTOR shall provide to CITY lien releases for all materials,
transportation, and the like before final payment to CONTRACTOR shall be
made.
2. CITY'S OBLIGATIONS
(a) The CITY shall make available to the ARTIST, background information on the
SITE, if requested in writing by the CONTRACTOR or ARTIST.
(b) Subject to Sections l(b) and l(q) above, the CITY shall make payments to the
CONTRACTOR according to the Payment Schedule in Exhibit "C". The total
not-to-exceed amount for this Agreement is $153,000 which includes all costs
related to this Agreement, including without limitation materials, insurance, and
sales tax if required, and all travel and ARTWORK transportation, storage,
installing, and all other expenses of the CONTRACTOR and ARTIST.
(c) A plaque identifying the ARTIST, the title of the ARTWORK, if any, and the
year of the ARTWORK's completion will be displayed in the immediate vicinity
of the installed ARTWORK at the expense of the CITY.
3. TERM AND EXTENSIONS
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 two years or until installation and acceptance of the
ARTWORK, whichever is sooner. Notwithstanding, on good cause this Agreement may be
extended for one additional year with the consent of both Parties and by a written amendment to
this Agreement.
4. TERMINATION and FORCE MAJEURE
A. In the event of the CONTRACTOR or ARTST'S failure to deliver or perform the
services required under this Agreement, CITY may terminate this Agreement for nonperformance
by notifying CONTRACTOR by certified U.S. Mail or next day overnight mail of the
termination. If CITY decides to modify the ARTWORK, abandon or indefinitely postpone the
work or services contemplated by this Agreement, CITY may terminate this Agreement upon
written notice to CONTRACTOR. Upon notification of termination, CONTRACTOR has five (5)
business days to deliver all work in progress to CITY and, at the CITY'S option the work in
progress will become the CITY'S sole property. CITY will make a determination of fact based
upon the work product delivered to CITY and of the percentage of work that CONTRACTOR has
performed which is usable and of worth to CITY in having the Agreement completed. Based
upon that finding CITY will determine the final payment of the Agreement.
B. Force Majeure. Any delay in the performance of any the duties or obligations of
either Party under this Agreement caused by an event outside the affected Parties' reasonable
control shall not be considered a breach of this Agreement, and the time required for performance
shall be extended for a period equal to the period of such delay. CONTRACTOR shall not be
entitled to damages or additional payment due to such delays. Such events shall include, without
limitation: war, government regulation instituted or revised after the date of this Agreement, labor
disputes (including without limitation strikes, lockouts, job actions or boycotts), fires, floods,
earth quakes, adverse weather necessitating succession of work or similar actions of the elements,
civil unrest, or such other unforeseeable causes beyond the reasonable control and without the
fault or negligence of the Party so affected. The Party so affected shall give prompt notice to the
other Party of such cause and shall take whatever reasonable steps are necessary to relieve the
affects of such cause as rapidly as possible. In the event that the Forced Majeure delay extends
longer than the CITY or CONTRACTOR desires and such delay makes it difficult for either
Party to perform, either Party may contact the other Party to meet and confer as to whether the
Agreement should be terminated due to the extended delay or continue to be held in abeyance
during the period of delay. If the Agreement is terminated, CITY will make the final
determination as to the portions of the tasks completed and the compensation to be paid.
C. This Agreement may be terminated pursuant to Section 1 (i) above.
5. OWNERSHIP OF MATERIAL SUBMITTED
All materials submitted related to the approved ARTWORK, the approved DESIGN, or
both the approved ARTWORK and DESIGN are the sole property of the CITY.
6. OWNERSHIP OF THE ARTWORK
Title to the completed ARTWORK immediately vests in the CITY upon acceptance of
the ARTWORK by the City, including all rights of ownership, possession and control. After
completion and prior to acceptance of the ARTWORK, CITY shall have the right, at its option, to
claim ownership, possession and control of that portion of the ARTWORK which is installed at
the SITE.
7. REPRODUCTION RIGHTS
Subject to the rights granted herein, CONTRACTOR retains all rights under the
Copyright Act of 1976 (17 U.S.C. §101 et. seq.), as amended from time to time. The
CONTRACTOR hereby grants the CITY, royalty free and irrevocable license to make, or cause
to be made, photographs and other two-dimensional reproductions of the ARTWORK or the
ARTWORK DESIGN for educational, public relations, tourism and arts promotional purposes.
For the purpose of this Agreement, the following are among those deemed to be permissible
reproductions for the above cited purposes: brochures and pamphlets pertaining to the CITY;
reproductions in exhibition catalogues, books, slides, photographs, postcards, posters, calendars,
art magazines, art books and art and news sections of newspapers; in general books and
magazines not primarily devoted to art; slides and film strips; video; computer websites; and
television; as well as in media that shall exist in the future. The CITY shall include the
CONTRACTOR'S copyright notice on any reproductions and the CONTRACTOR shall include
the following words on any reproduction: "An original work commissioned by the City of
Carlsbad, California."
8. REGISTRATION OF COPYRIGHT
The responsibility for registration of the copyright shall be the responsibility of the
copyright holder under this Agreement.
9. WARRANTIES
1. Warranty of Title
CONTRACTOR represents and warrants that:
(a) The ARTWORK is solely the result of the artistic effort of the ARTIST.
(b) The ARTWORK is unique and original and does not infringe upon any
copyright, trademark, service mark or other intellectual property right of
any third party.
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(c) The ARTWORK or a duplicate of the ARTWORK has not been sold
elsewhere.
2. Warranty of Quality and Condition
CONTRACTOR represents and warrants that:
(a) The fabrication of the ARTWORK will be performed in a workman-
like manner.
(b) The ARTWORK, as fabricated and installed, will be free of defects in
materials and workmanship, including any defects consisting of
"inherent vice" or qualities which cause or accelerate deterioration of the
ARTWORK.
3. Reasonable maintenance of the ARTWORK will not require procedures in excess
of those described in the maintenance recommendations to be submitted by the
ARTIST to the CITY along with the DESIGN.
The warranty of quality and condition shall survive for a period of one year after
the final acceptance of the ARTWORK. The CITY shall give notice to the
CONTRACTOR of any observed breach with reasonable promptness. The
CONTRACTOR 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
CONTRACTOR and which cure is consistent with professional conservation
standards (including, for example, cure by means of repair or re-fabrication of the
ARTWORK).
10. REPAIRS
The CITY will have the right to determine whether repairs and/or restorations to the
ARTWORK are required to be made, and if so, when the repairs and/or restorations shall be
made.
11. WAIVER OF CONTRACTOR AND ARTIST'S RIGHTS
CONTRACTOR on its own behalf and on behalf of ARTIST and CITY acknowledge
that CONTRACTOR and ARTIST may have certain rights under the Federal Visual Artists
Rights Act of 1990 ("VARA" 17 U.S.C. § 106A, et seq.). CONTRACTOR and ARTIST
acknowledge and understand that the installation of the ARTWORK at the SITE may subject the
ARTWORK to destruction, distortion, mutilation, or other modification due to its removal by the
CITY or its officials, officers, employees, agents, or representatives.
CONTRACTOR on its own behalf and on behalf of ARTIST and CITY acknowledges
that CONTRACTOR and ARTIST may have certain rights under California Civil Code Section
987 which are not pre-empted by VARA. In consideration of the terms and conditions in this
Agreement, CONTRACTOR on its own behalf and on behalf of ARTIST waives any rights
which the CONTRACTOR, ARTIST or the ARTIST'S heirs, beneficiaries, devisees, or personal
representatives may have under California Civil Code Section 987 to prevent the removal,
destruction, distortion, mutilation, or other modification of the ARTWORK.
Any contracts or written agreements between CONTRACTOR and ARTIST and
his/her/its subcontractors or other artists contributing to this ARTWORK shall include a waiver
of the CONTRACTOR and ARTIST's rights under this Agreement.
CONTRACTOR on its own behalf and on behalf of ARTIST agrees to waive the right to
prevent the destruction, distortion, mutilation, or other modification of the ARTWORK.
CONTRACTOR and ARTIST'S rights under this Agreement shall cease with the
ARTIST'S deaths and do not extend to the ARTIST'S heirs, successors or assigns.
In addition, in the event that any element of the Artwork constitutes a public safety
hazard, the City has the right to remove only the element posing the public safety hazard.
CONTRACTOR on its own behalf and on behalf of ARTIST, its, his or her agents, heirs,
successors and assigns further agree not to attempt to defeat this waiver by cooperating,
encouraging or assisting any organization which seeks to bring an action under these Acts.
12. SALE OR DONATION OF THE ARTWORK BY THE CITY
The CITY shall have the right to donate or sell the ARTWORK at any time after
acceptance of the ARTWORK. Before exercising this right, the CITY, by written notice to the
CONTRACTOR at CONTRACTOR'S last known address, agrees to give the CONTRACTOR
the opportunity to purchase the ARTWORK for the greater of the market value as determined by
a qualified appraiser or the amount of any offer that the CITY has received for the purchase of the
ARTWORK, plus all costs associated with the removal of the ARTWORK from the SITE, clean-
up of the SITE and delivery to the CONTRACTOR. CONTRACTOR shall have thirty (30) days
from the date of the CITY'S notice to exercise the option to purchase the ARTWORK. If
CONTRACTOR exercises this option and then rescinds the option to purchase, CONTRACTOR
shall be liable for all losses the CITY sustained as a result of the rescission to purchase the
ARTWORK.
13. STATUS OF THE CONTRACTOR
CONTRACTOR shall perform the services provided for herein in CONTRACTOR'S
own way as an independent contractor and in pursuit of CONTRACTOR'S independent calling,
and not as an employee of the CITY. CONTRACTOR and ARTIST shall be under control of the
CITY only as to the result to be accomplished, but shall consult with the CITY as provided for in
this Agreement.
14. WITHHOLDINGS
The CITY shall not make any federal or state tax withholdings on behalf of the
CONTRACTOR. The CITY shall not be required to pay workers' compensation insurance on
behalf of the CONTRACTOR. CONTRACTOR agrees to indemnify the CITY for any tax,
retirement contribution, social security, overtime payment, or workers' compensation payment
which the CITY may be required to make on behalf of the CONTRACTOR or any employee of
the CONTRACTOR for work done under this Agreement.
15. IMMIGRATION ACT
CONTRACTOR shall be aware of the requirements of the Immigration Reform and
Control Act of 1986 and shall comply with those requirements, including but not limited to,
verifying the eligibility for employment of all agents, employees, subcontractors and consultants
that are included in this Agreement.
16. NONDISCRIMINATION CLAUSE
CONTRACTOR shall comply with the state and federal laws regarding
nondiscrimination.
17. COVENANTS AGAINST CONTINGENT FEES
CONTRACTOR warrants that it has not employed or retained any company or person,
other than a bona fide employee working for CONTRACTOR, to solicit or secure this
Agreement, and that CONTRACTOR has not paid or agreed to pay any company or person, other
than a bona fide employee, any fee, commission, percentage, brokerage fee, gift, or any other
consideration contingent upon, or resulting from, the award or making of this Agreement. For
breach or violation of this warranty, the CITY shall have the right to annul this Agreement
without liability, or, in its discretion, to deduct from the Agreement price or consideration, or
otherwise recover, the full amount of such fee, commission, percentage, brokerage fee, gift, or
contingent fee.
18. HOLD HARMLESS AGREEMENT
The CITY, its officers, and employees shall not be liable for any claims, liabilities,
penalties, fines, for any damage to goods, properties, or effects of any person whatsoever, nor for
personal injuries or death caused by, or resulting from, any intentional or negligent acts, errors or
omissions of CONTRACTOR or CONTRACTOR'S agents, employees, or representatives.
CONTRACTOR agrees to defend, indemnify, and save free and harmless the CITY and its
officers and employees against any of the foregoing liabilities or claims of any kinds, and any
cost and expense including attorney's fees incurred by the CITY on account of any of the
foregoing liabilities, including liabilities or claims by reason of alleged defects in the DESIGN.
18.1 Indemnification for Infringement. CONTRACTOR also agrees to protect, defend,
indemnify and hold the City harmless from any action, claim, suit or liability based
on a claim that work performed under this Agreement by the CONTRACTOR or
his/her agents constitutes an infringement of any patent, copyright, trademark, trade
name or other proprietary right of any party.
19. ASSIGNMENT OF CONTRACT
CONTRACTOR shall not assign this contract or any part therefore or any monies due
thereunder without the prior written consent of the CITY.
20. SUBCONTRACTING
If CONTRACTOR subcontracts any of the work to be performed under this Agreement,
CONTRACTOR shall be fully responsible to the CITY for the acts and omissions of
CONTRACTOR'S subcontractor and of the persons either directly or indirectly employed by the
subcontractor, as CONTRACTOR is for the acts and omissions of persons directly employed by
CONTRACTOR. Nothing contained in this Agreement shall create any contractual relationship
between any subcontractor of CONTRACTOR and the CITY. The CONTRACTOR shall bind
every subcontractor and every subcontractor of a subcontractor by the terms of this Agreement
applicable to CONTRACTOR and ARTIST'S work unless specifically noted to the contrary in
the subcontract in question and approved in writing by the CITY.
21. PROHIBITED INTEREST
No official of the CITY who is authorized in such capacity on behalf of the CITY to
negotiate, make, accept, or approve, or take part in negotiating, making, accepting, or approving
of this Agreement, shall become directly or indirectly interested personally in this contract or in
any part thereof. No officer or employee of the CITY who is authorized in such capacity and on
behalf of the CITY to exercise any executive, supervisory, or similar functions in connection with
the performance of this contract shall become directly or indirectly interested personally in this
contract or any part thereof.
22. VERBAL AGREEMENT OR CONVERSATION
No verbal agreement or conversation with any officer, agent, or employee of the CITY,
either before, during or after the execution of this contract, shall affect or modify any of the terms
or obligations herein contained nor entitle the CONTRACTOR to any additional payment
whatsoever under the terms of this contract.
23. EXHIBITS
All exhibits referenced in this Agreement are attached hereto and incorporated herein by
this reference.
24. CONFLICT OF INTEREST
If requested by CITY, CONTRACTOR shall file a Conflict of Interest Statement with the
City Clerk in accordance with the requirements of the City of Carlsbad Conflict of Interest Code.
The CONTRACTOR shall report investment of interests in real property.
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25.AUTHORITY
The individuals executing this Agreement 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 Agreement.
Acknowledged and Accepted:
CONTRACTOR:
PLEASANT LINE CORPORATION
CITY OF CARLSBAD, a municipal
corporation of the State of California
By:
Mayor
ATTEST:
(e-mail address)
LORRAINE M. WOOD, City Clerk
(sign name)
(e-mail address)
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.
JFRTF: Public Art Concept Design ?>|
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Exhibit "A"
Medium: Silicon Bronze and Stainless Steel Strips
Woven and Welded at crossings over a Stainless Steel Armature
Height = Approx:7.5'~8'
Weight = Approx. 2000 Ibs Tot
Michael Stutz 2011
*
cxp
EXHIBIT "C"
PAYMENT SCHEDULE
Task 1- Fabrication: Not-to-Exceed $130,000
Procure materials, fabricate ARTWORK, store and protect ARTWORK in coordination with staff and
contractors.
1. $60,000 will be paid upon the procurement of all materials satisfactory to the City's Arts
Manager,
2. $30,000 upon 25% completion of the ARTWORK'S fabrication, in a manner acceptable
to the City's Arts Manager,
3. $30,000 upon 75% completion of the ARTWORK's fabrication, in a manner acceptable
to the City's Arts Manager,
4. $10,000 upon 100% completion of the ARTWORK's fabrication, in a manner acceptable
to the City's Arts Manager.
Task 2- Installation: Not-to-Exceed $23,000
Delivery and Installation of ARTWORK
5. $23,000 will be paid upon completion of installation of the ARTWORK, and the written
acceptance of the ARTWORK by the CITY