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HomeMy WebLinkAboutConor Thompson dba Clyde Artworks LLC; 2022-06-22; PSALCA-22112CAPSALCA-22112CA City Attorney Approved Version 6/12/18 1 ARTWORK COMMISSION AGREEMENT FOR MURAL AT 2787 STATE STREET CITY-OWNED BUILDING CONOR THOMPSON DBA CLYDE ARTWORKS LLC This Agreement entered into on , 2022. BETWEEN CONOR THOMPSON DBA CLYDE ARTWORKS LLC 1045 E. Campus Drive Tempe, Arizona 85282 (hereinafter “ARTIST”) AND CITY OF CARLSBAD, a municipal corporation Cultural Arts Office 1775 Dove Lane Carlsbad, CA 92011 (hereinafter “CITY”) Recitals WHEREAS, the CITY desires to commission the ARTIST to create, design and paint a mural (hereinafter “ARTWORK”) which will be on display at the city-owned historic Bauer Lumber building located at 2787 State Street, Carlsbad, CA, 92008 (hereinafter “SITE”) beginning on the date of installation of the ARTWORK on the SITE through November 30, 2027. 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 create commissioned ARTWORK and finalize the artwork and installation, no later than November 30, 2022, unless the date is modified by a written amendment to this Agreement. 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 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 and 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. DocuSign Envelope ID: 290335C1-0744-44ED-BA5A-F58A020E0908 Jun 22 PSALCA-22112CA City Attorney Approved Version 6/12/18 2 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 or his designee a design proposal, in a tangible form, that will be reviewed and approved by a panel of key stakeholders and staff. The final approved ARTWORK will need to be accepted by the Cultural Arts Manager or his designee in writing. 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 or his designee in writing. 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 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. Any materials for the 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. DocuSign Envelope ID: 290335C1-0744-44ED-BA5A-F58A020E0908 PSALCA-22112CA City Attorney Approved Version 6/12/18 3 3. Term. This Agreement shall be effective on the date the agreement is executed by the last party to sign the Agreement, and it shall be effective for the period as stated above in recitals. 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 agrees to develop a SITE-specific ARTWORK specified on Scope of Work attached as Exhibit “A”, “B” and “C” of this Agreement to CITY, which are attached and incorporated herein by this reference. The ARTWORK will remain in the CITY’s possession during the loan period but may be painted over at any time at the CITY’s sole discretion. CITY will notify ARTIST when any ARTWORK is to be covered from exhibit. CITY and ARTIST may agree in writing to extend the duration of this Agreement. Acceptance of the ARTWORK does not imply that the ARTWORK will be maintained on public display for the duration of the Agreement. 4. Transportation and Packing. ARTIST certifies that the final ARTWORK developed for 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 ARTWORK, which will constitute the condition of the ARTWORK at the time of the acceptance of the ARTWORK. 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 ARTIST. 5. Compensation. The total fee payable to ARTIST for the design, creation, fabrication, production, transportation and installation of ARTWORK as contemplated by this Agreement will not exceed fifty thousand thirty-four dollars ($50,034). The total fee includes all roundtrip transportation and installation costs incurred by ARTIST to the City of Carlsbad. No other compensation will be allowed except for items covered by subsequent written amendments to this Agreement. Fees will be payable as provided in Exhibit A (Scope of Work) of this Agreement. 6. Indemnification. ARTIST agrees to indemnify and hold harmless the CITY and its officers, officials, employees and volunteers from and against all claims, damages, losses and expenses including attorneys fees arising out of the performance of the work described herein caused by any negligence, recklessness, or willful misconduct of the ARTIST, any subcontractor, anyone directly or indirectly employed by any of them or anyone for whose acts any of them may be liable. Indemnification for Infringement. The ARTIST 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 ARTIST or his/her agents constitutes an infringement of any patent, copyright, trademark, trade name or other proprietary right of any party. The parties expressly agree that any payment, attorney’s fee, costs or expense CITY incurs or makes to or on behalf of an injured employee under the CITY’s self-administered workers’ compensation is included as a loss, expense or cost for the purposes of this section, and that this section will survive the expiration or early termination of this Agreement. DocuSign Envelope ID: 290335C1-0744-44ED-BA5A-F58A020E0908 PSALCA-22112CA City Attorney Approved Version 6/12/18 4 7. Installation. ARTIST shall install the ARTWORK. CITY reserves the right to make the final decision on which items will be included in the exhibition. CITY shall take reasonable steps to preserve the exhibited ARTWORK against adverse environmental conditions, deterioration or damage. 8. Damage. ARTWORK will be visually inspected upon completion and any noticeable damage will be documented. Evidence of damage to ARTWORK while in the CITY’s custody will be reported immediately to the ARTIST. 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. 9. Reproduction Rights. Subject to the rights granted herein, ARTIST retains all rights under the Copyright Act of 1976 (17 U.S.C. §101 et. seq.), as amended from time to time. The ARTIST 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 for noncommercial purposes. For the purpose of this Agreement, the following are among those deemed to be permissible reproductions for the above cited purposes: reproductions used in CITY business, advertising, souvenirs, 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 may not re-license the ARTWORK nor make a full-scale exact duplicate of the ARTWORK nor alter ARTWORK by selecting portions without ARTIST’s consent. The CITY shall include the ARTIST’s copyright notice on any reproductions and the ARTIST shall include the following words on any reproduction: "An original work commissioned by the City of Carlsbad, California." 10. Copyrights. The responsibility for registration of the copyright shall be the responsibility of the copyright holder under this Agreement. 11. Warranties. Warranty of Title. The ARTIST represents and warrants that: • The ARTWORK is solely the result of the artistic effort of the ARTIST. • 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. • The ARTWORK or a duplicate of the ARTWORK has not been sold elsewhere. Warranty of Quality and Condition. The ARTIST represents and warrants that: • The execution and fabrication of the ARTWORK will be performed in a workmanlike manner. • 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 deteriorations of the ARTWORK. 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 DocuSign Envelope ID: 290335C1-0744-44ED-BA5A-F58A020E0908 PSALCA-22112CA City Attorney Approved Version 6/12/18 5 one year after the final acceptance of the artwork. 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 reasonable and promptly the breach of any such warranty which is curable by the ARTIST and which cure is consistent with professional conservation standards (including, for example, cure by means of repair or refabrication of the ARTWORK.) 12. Repairs. The CITY will have the right to determine when and if repairs and restorations to the ARTWORK shall be made. 13. Waiver of Rights. The ARTIST and CITY acknowledge that the ARTIST may have certain rights under the Federal Visual Artists Rights Act of 1990 ("VARA" 17 U.S.C. § 106A, et seq.). The ARTIST acknowledges and understands that if fabrication is performed, the subsequent 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. The ARTIST and CITY acknowledge that the 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, the ARTIST waives any rights which the ARTIST or the Contractor'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 the ARTIST and his/her subcontractors or other artists contributing to the ARTWORK shall include a waiver of the ARTIST’s rights under this Agreement. The ARTIST agrees to waive the rights under VARA to prevent the destruction, distortion, mutilation or other modification of the ARTWORK. The ARTIST’s rights under this Agreement shall cease with the ARTIST’s death 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 the element posing the public safety hazard. The ARTIST, 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. The parties expressly agree that this section will survive the expiration or early termination of this Agreement. 14. Withdrawals. ARTWORK cannot be covered over by the ARTIST at any time during its exhibition. 15. Termination. ARTIST or CITY may terminate this Agreement prior to the start of the Term, as set forth in Section 3 of this Agreement, by giving the other party thirty (30) days written notice. In the event the ARTIST terminates this Agreement, ARTIST will refund, within ten (10) calendar days, all fees paid to ARTIST by the CITY. In the event the CITY terminates this Agreement, ARTIST DocuSign Envelope ID: 290335C1-0744-44ED-BA5A-F58A020E0908 PSALCA-22112CA City Attorney Approved Version 6/12/18 6 may retain fifty percent (50%) of the fees paid by CITY; ARTIST shall refund the balance of the fees to CITY within ten (10) calendar days of the notice of termination. 16. 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. 17. 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, waived or discharged except by an instrument in writing executed by parties to this Agreement. 18. 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. /// /// /// /// /// /// /// /// /// /// /// /// /// /// /// DocuSign Envelope ID: 290335C1-0744-44ED-BA5A-F58A020E0908 PSALCA-22112CA City Attorney Approved Version 6/12/18 7 19. Authority. The individuals executing this Agreement and the instruments referenced in it on behalf of ARTIST each represent and warrant that they have the legal power, right and actual authority to bind ARTIST to the terms and conditions of this Agreement. CONTRACTOR CITY OF CARLSBAD, a municipal corporation of the State of California By: By: (sign here) GEOFF PATNOE Assistant City Manager As Authorized by the City Manager CONOR THOMPSON, Artist (print name/title) ATTEST: By: (sign here) For FAVIOLA MEDINA City Clerk Services Manager (print name/title) 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 Group B Chairman, Secretary, President, or Assistant Secretary, Vice-President 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: For CELIA A. BREWER, City Attorney BY: _____________________________ Assistant/Deputy City Attorney DocuSign Envelope ID: 290335C1-0744-44ED-BA5A-F58A020E0908 PSALCA-22112CA City Attorney Approved Version 6/12/18 8 EXHIBIT “A” SCOPE OF WORK 1. Design Concept – ARTWORK. Capture the community’s interest and be designed to create an exciting visual experience for the visitors to the Village of Carlsbad. • Engage and aesthetically delight individuals of all ages and backgrounds • Provide people a sense of place that’s welcoming to this distinctive area • Complement the commuter experience • Capture the spirit, energy and liveliness of Carlsbad’s community • Encourage an environment for artistic creativity and promote Carlsbad as a local, state and national leader in arts, culture and public art • Increase awareness of Carlsbad's Art in Public Places strategy, along with the city’s temporary public art initiatives, as an integral component for attracting business and tourism to Carlsbad • The defined ARTIST Scope of Work and SITE details for the ARTWORK is detailed in Exhibit “A”, “B”, and ARTIST PORTFOLIO in Exhibit “C”. The final design concept (ARTWORK) may reflect one or all of these identifiers, based on feedback received during the community engagement process. 2. Contact Information. Artist Conor Thompson (“Clyde”) Artist 1045 E. Campus Drive Tempe, Arizona 85282 • Artist, Conor “Clyde” Thompson, 602-531-3170, clyde.artworks@gmail.com City • Cultural Arts Manager, Richard Schultz, 442-339-2086, richard.schultz@carlsbadca.gov • Community Arts Coordinator, Tonya Rodzach, 442-339-2087, tonya.rodzach@carlsbadca.gov • Cultural Arts General Phone Number, 442-339-2090 Email may be the initial preferred method of reaching staff. /// /// /// /// /// /// DocuSign Envelope ID: 290335C1-0744-44ED-BA5A-F58A020E0908 PSALCA-22112CA City Attorney Approved Version 6/12/18 9 3. Artwork Location. The City-owned historic Bauer Lumber building located at 2787 State Street, Carlsbad, CA, 92008, on the west-facing exterior wall in the parking lot, has been identified for areas to have ARTWORK. 4. *Proposed Schedule. Date Activity Phase One: Summer/Fall, 2022 • Continue discussions with the three identified key stakeholders of the Village Mural Project. • Conduct SITE (virtual) visit and begin to develop design concepts. • Provide a progress update and share design concepts in writing via email to the City’s Cultural Arts Manager or his designee. • Upon completion of the ARTWORK, acceptance of the ARTWORK will be conducted in writing via email by the Cultural Arts Manager or his designee. • Finalize ARTWORK to be used for the for mural. • Send final digital versions of the ARTWORK via email to the City’s Cultural Arts Manager or his designee. Phase Two: Fall/Winter, 2022 • Coordinate with the City’s Cultural Arts Manager or his designee to identify timeframe for the installation of the ARTWORK. • Email identified dates to the City’s Cultural Arts Manager or his designee. • Finalize ARTWORK installation on the designated SITE. • Take multiple photographs of the ARTWORK in progress, including some up-close details and final installation. • Notify City’s Cultural Arts Manager or his designee in writing via email once completed and share digital photos, at that time. • By November 30, 2022, CITY to review final completion of ARTWORK. *Timelines to be mutually agreed upon all parties involved. Any changes to the schedule must be completed in writing via email to the Cultural Arts Manager or his designee. 5. Artwork Preparation and Goals of the Artist. Observe CITY staff recommendations with regard to preparation of wall and door surfaces to receive paint application. ARTIST shall provide the necessary on-site equipment and supplies for creation of the ARTWORK. ARTWORK is to be completed in a manner which is appropriate inside of a CITY-owned space, and in compliance with the terms and conditions agreed upon by CITY staff and the ARTIST. 6. Work Area Protection. Before painting, use the necessary sheeting materials to protect work in progress as well as any other surfaces liable to damage during the mural process (i.e., exterior wall(s) and awnings not receiving ARTWORK). 7. Materials and Surface Preparation. Use appropriated funds to purchase and use only premium quality materials necessary, including, but not exclusively paint. This ARTWORK will be located on an exterior façade and partial sidewalks and crosswalks that are high-traffic area and paint needs to be able to withstand touching and heavy usage. DocuSign Envelope ID: 290335C1-0744-44ED-BA5A-F58A020E0908 PSALCA-22112CA City Attorney Approved Version 6/12/18 10 8. Site Tear Down and Clean Up. The ARTIST is responsible for maintaining the SITE as agreed by both Parties and aligned with public safety standards, especially at times when the City-owned historic Bauer Lumber building located at 2787 State Street, Carlsbad, CA, 92008, houses long-term tenant is open to the public and during period ARTIST is not on-site. Once ARTWORK is complete, the ARTIST shall remove all materials from the premises. 9. Artwork Maintenance. The ARTWORK should be painted with durable, low-maintenance exterior-grade paint or materials that require minimal maintenance. ARTIST to provide any maintenance requirements in writing via email to the City’s Cultural Arts Manager or his designee. As part of the CITY’s ongoing efforts to maintain their public art projects, the ARTIST may provide restoration and conservation work annually over the next two years after this Agreement has been executed. 10. Other. The ARTIST bears the sole burden for ensuring that all legally required licenses and permits are obtained and renewed as specified by the regulating agency. This information is provided as a guide only. The ARTIST must verify and comply with all Federal, State and Local requirements, whether listed here or not. All fees will be paid as specified above. ARTIST’s invoice will be clearly identified per assigned task and designated funding category and will be submitted at the completion of each task. Invoices shall be sufficiently detailed to include related activities for approval by the CITY. 11. Artist Programming. ARTIST will be available to participate in in-person programming such as tours and discussion of ARTWORK, audio and/or on-camera interviews and any media opportunity. All programming will be coordinated in advance with the City's Cultural Arts Manager or his designee and shall constitute “work made for hire” under the United States Copyright Act of 1976 [17 U.S.C. §§ 101, et seq.] and any other applicable law. CITY reserves the right to audio and/or video record and to reproduce and distribute any lecture, reading or speaking engagement, and musical concert or musical performance performed under this Agreement as virtual programming. CITY may retain the recording in its files, may replay the recordings for its employees and the public, including the right to post, replay or broadcast the recordings on the CITY’s YouTube channel, the CITY’s cable channel, the CITY’s and CITY’s Library Facebook Live account and other similar CITY internet-based platforms, and may make the recording available for non-circulation use at its library facilities. CITY shall not sell the recording. CITY shall provide a copy of the recording to the ARTIST, upon the ARTIST’s request. 12. Artist Press Kit. Upon execution of Agreement, the ARTIST agrees to provide a high-resolution image of self (headshot preferred) and written biography (up to 300 words) as well as four (4) to five (5) high- resolution images of ARTWORKs being shown in the CITY. Images shall be delivered to the CITY's Cultural Arts Manager or his designee in electronic form via email immediately upon the Agreement's execution. DocuSign Envelope ID: 290335C1-0744-44ED-BA5A-F58A020E0908 PSALCA-22112CA City Attorney Approved Version 6/12/18 11 13. Health & Safety. During a health-related pandemic, all activities occurring at CITY facilities, all parties must adhere to the guidance from the state, county, and local authorities on health and safety protocols. CITY staff will inform ARTIST what the current guidelines are prior to their arrival and entering any CITY facility. Safety protocols may include, but are not limited to, hand washing, temperature testing, requiring face covering, maintaining physical distancing of six (6) feet. The safety protocols may be modified at any time due to changing rules, regulations or circumstances. 14. Fees & Invoicing. Date Activity First payment • A payment of $10,034 will be paid upon the execution of the Agreement Second payment • A payment of $20,000 will be paid upon completion and approval of ARTWORK design concept in writing via email by the Cultural Arts Manager or his designee. Third Payment • A payment of $20,000 will be paid upon installation of the ARTWORK on the City-owned historic Bauer Lumber Building located at 2787 State Street, Carlsbad, CA, 92008, along with the delivery of the maintenance plan in writing via email to the Cultural Arts Manager or his designee. All invoices shall be submitted to City’s Cultural Arts Manager or his designee and shall be sufficiently detailed to include related activities and costs. Final invoice approval will be completed by City’s Library & Cultural Arts Director or her designee. /// /// /// /// /// /// /// /// /// /// /// /// DocuSign Envelope ID: 290335C1-0744-44ED-BA5A-F58A020E0908 PSALCA-22112CA City Attorney Approved Version 6/12/18 12 EXHIBIT “B” ARTWORK LOCATION City-owned historic Bauer Lumber building 2787 State Street, Carlsbad, CA, 92008 DocuSign Envelope ID: 290335C1-0744-44ED-BA5A-F58A020E0908 PSALCA-22112CA City Attorney Approved Version 6/12/18 13 City-owned historic Bauer Lumber building located at 2787 State Street, Carlsbad, CA, 92008 Exterior Wall and Dimensions Dimensions Approximately 97 feet wide and 16 feet high DocuSign Envelope ID: 290335C1-0744-44ED-BA5A-F58A020E0908 PSALCA-22112CA City Attorney Approved Version 6/12/18 14 EXHIBIT “C” ARTIST’S INITIAL DESIGN CONCEPT DocuSign Envelope ID: 290335C1-0744-44ED-BA5A-F58A020E0908 Approximately 97 feet wide and 16 feet high Library & Cultural Arts Department 1775 Dove Lane  Carlsbad, CA 92011  442-339-2090 www.carlsbadca.gov Memorandum June 7, 2022 To: Roxanne Muhlmeister, Assistant Finance Director / Purchasing Officer From: Richard Schultz, Cultural Arts Manager Via: Suzanne Smithson, Library & Cultural Arts Director Re: Request Bidding Exemption for Temporary Public Art located within Carlsbad Village Artwork Commission Agreement Per Administrative Order No. 12, any professional services and equipment procurements over $40,000 require a formal bidding process. This letter requests authorization for an exemption procurement of works of art per Purchasing Code 3.28.110 (J) and allows staff to negotiate with an artist for an artwork commission agreement not to exceed $50,034. (Ord. CS-002 § 2, 2008) Funding for this temporary public art project is available in FY 2021-22 Public Art General Funds. Temporary Art Program Background The city’s temporary public art program encompasses all the same goals as the city’s Art in Public Places program while supporting a variety of visual arts experiences with the possibility of performing arts elements. These pop-up art experiences may range from a single occasion to a short term of several days or a longer duration over multiple years. The overall goal is to increase awareness of local and regional artists and heighten the visibility of artists and the arts in Carlsbad. The city’s public art program is created in the community’s interest and designed to create exciting aesthetic experiences that engage Carlsbad’s community and give people a sense of place that’s welcoming to this distinctive area. An ongoing priority is to develop thoughtful relationships between public space and art while preserving Carlsbad’s distinct heritage and cultural identity. Ultimately, this project deepens the city’s commitment to public art and the arts and broadens its value to the quality of life. Inspiration and support for the development of new temporary public art installation is prompted by the City Council acceptance of the Imagine the Possibilities document in 2016 and designating funds each year towards this effort. In 2016, the city initiated an annual fund supporting these temporary public art experiences allowing funding to be able to support a large-scale mural project in a distinct neighborhood. Carlsbad Village Mural Project The City of Carlsbad Public Works Department recently made building enhancements to the city- owned historic Bauer Lumber Building located at 2787 State Street, Carlsbad, leased to a long-term tenant. The newly renovated west wall of the building has been identified as an ideal site for a temporary public art mural that has high visibility from the North County Transit District’s Carlsbad Village Coaster Station parking lot. DocuSign Envelope ID: 8E80CB5D-297D-4A19-9F0D-F1D92FB280F0DocuSign Envelope ID: 290335C1-0744-44ED-BA5A-F58A020E0908 {'cicyof Carlsbad June 7, 2022 Exemption Procurement for Artwork - Mural Project for 2787 State Street Page 2 Arts & Cultural History Arts and culture have long been an essential component of Carlsbad life. Founded in 1986, the city’s Cultural Arts Office provides cultural services throughout the community and works with a host of partners to expand arts programming and deepen arts appreciation. Two of its most popular programs have been TGIF Concerts in the Parks, a free musical series offered each summer, and the William D. Cannon Art Gallery, presenting works by local, regional and international artists. Today, the city recognizes the value of a strong arts and culture community as an integral part of daily life, as well as the strong growth of the arts and creative economies within the region. In June 2018, City Council approved the Arts & Culture Master Plan that supports the City of Carlsbad’s commitment to these following core values: • High-quality programs • Dedicated resources • History of partnership The guiding principles outlined in the Arts & Culture Master Plan elevates the role of the Cultural Arts Office to expand from a provider of arts programming and funding into a broader set of new roles that allow the city to realize this vision of the arts and culture in everyday life while stimulating an expanding creative sector economy. This effort continues to build on its ability to bring residents together with the city as a leader in bringing innovative ideas to the community, partnering with local groups to create capacity within the creative sector and connecting across city departments and among city partners. Art in Public Places Program Overview In 2016, the City of Carlsbad completed a public art visioning process with the goals to: • Define broad citywide goals and priorities for public art • Establish timelines for implementation of public art • Educate the public of the value of public art in the community The city’s public art program has a prominent and significant history. The city’s Art in Public Places Program integrates art and the vision of artists into the development of public settings by collaborating with local, regional, and nationally known artists to include the values and history of our community into their work. The program goals are: • To increase the understanding and appreciation of art in public places of Carlsbad residents and visitors. • To acquire and commission quality and diverse works of art for community enrichment that is site-specific and environmentally responsive. • To encourage the participation of diverse socioeconomic and ethnic groups in the art in public places program and process. • To support and involve artists in developing, collaborating and implementing Carlsbad's public spaces and community development projects. • To encourage collaboration between artists and architects, landscape architects and civil engineers for public projects. DocuSign Envelope ID: 8E80CB5D-297D-4A19-9F0D-F1D92FB280F0DocuSign Envelope ID: 290335C1-0744-44ED-BA5A-F58A020E0908 June 7, 2022 Exemption Procurement for Artwork - Mural Project for 2787 State Street Page 3 • To encourage an environment for artistic creativity in Carlsbad and promote Carlsbad as a local, state and national leader in arts, culture and public art. • To increase awareness of Carlsbad's art in public places activities as an integral component for attracting business and tourism to Carlsbad. Like the city’s Capital Improvement Program, public art is also created in the community’s best interest and designed to create exciting new aesthetic experiences that will engage Carlsbad’s growing community, as well as refresh its infrastructure. Artist Selection/Next Steps Staff met with key stakeholders, artist selection committee, to identify an artist for the city’s property at 2787 State Street. Artist, Conor “Clyde” Thompson, was unanimously selected by the artist selection committee for this project. Once the request for exemption has been approved, staff will work with the selected artist to fully execute an artwork commission agreement. The artist will begin their community engagement process to formulate their design concept. Once the design concept has been approved by the city’s Cultural Arts Manager and his designee, the installation process will commence. Final artwork to be completed by Fall/Winter 2022. The agreement with Clyde Artworks is anticipated to be in an amount not to exceed $50,034. I appreciate your consideration. Please let me know if I can answer any further questions. Respectfully, Richard Schultz Cultural Arts Manager Approval for Exemption _______________________________________________________ ________________ Roxanne Muhlmeister, Assistant Finance Director / Purchasing Officer Date Links: 2016, Imagine the Possibilities 2016, Art in Public Places 2018, Arts & Culture Master Plan CC: Shea Sainz, Senior Contract Administrator Debbie Jo McCool, Management Analyst Fiona Everett, Senior Management Analyst DocuSign Envelope ID: 8E80CB5D-297D-4A19-9F0D-F1D92FB280F0 6/7/2022 DocuSign Envelope ID: 290335C1-0744-44ED-BA5A-F58A020E0908 SHOULD ANY OF THE ABOVE DESCRIBED POLICIES BE CANCELLED BEFORETHE EXPIRATION DATE THEREOF, NOTICE WILL BE DELIVERED IN ACCORDANCE WITH THE POLICY PROVISIONS. INSURER(S) AFFORDING COVERAGE INSURER F : INSURER E : INSURER D : INSURER C : INSURER B : INSURER A : NAIC # NAME:CONTACT (A/C, No):FAX E-MAILADDRESS: PRODUCER (A/C, No, Ext):PHONE INSURED REVISION NUMBER:CERTIFICATE NUMBER:COVERAGES 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). THIS CERTIFICATE IS 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. OTHER: (Per accident) (Ea accident) $ $ N / A SUBR WVD ADDL INSD 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 THISCERTIFICATE 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. $ $ $ $PROPERTY DAMAGE BODILY INJURY (Per accident) BODILY INJURY (Per person) COMBINED SINGLE LIMIT AUTOS ONLY AUTOSAUTOS ONLY NON-OWNED SCHEDULEDOWNED ANY AUTO AUTOMOBILE LIABILITY Y / N WORKERS COMPENSATIONAND EMPLOYERS' LIABILITY OFFICER/MEMBER EXCLUDED?(Mandatory in NH) DESCRIPTION OF OPERATIONS belowIf yes, describe under ANY PROPRIETOR/PARTNER/EXECUTIVE $ $ $ E.L. DISEASE - POLICY LIMIT E.L. DISEASE - EA EMPLOYEE E.L. EACH ACCIDENT EROTH-STATUTEPER LIMITS(MM/DD/YYYY)POLICY EXP(MM/DD/YYYY)POLICY EFFPOLICY NUMBERTYPE OF INSURANCELTRINSR DESCRIPTION OF OPERATIONS / LOCATIONS / VEHICLES (ACORD 101, Additional Remarks Schedule, may be attached if more space is required) EXCESS LIAB UMBRELLA LIAB $EACH OCCURRENCE $AGGREGATE $ OCCUR CLAIMS-MADE DED RETENTION $ $PRODUCTS - COMP/OP AGG $GENERAL AGGREGATE $PERSONAL & ADV INJURY $MED EXP (Any one person) $EACH OCCURRENCE DAMAGE TO RENTED $PREMISES (Ea occurrence) COMMERCIAL GENERAL LIABILITY CLAIMS-MADE OCCUR GEN'L AGGREGATE LIMIT APPLIES PER: POLICY PRO-JECT LOC CERTIFICATE OF LIABILITY INSURANCE DATE (MM/DD/YYYY) CANCELLATION AUTHORIZED REPRESENTATIVE ACORD 25 (2016/03) © 1988-2015 ACORD CORPORATION. All rights reserved. CERTIFICATE HOLDER The ACORD name and logo are registered marks of ACORD HIREDAUTOS ONLY 06/13/2022 Hiscox Inc. 5 Concourse Parkway Suite 2150Atlanta GA, 30328 (888) 202-3007 contact@hiscox.com Hiscox Insurance Company Inc 10200 Clyde artworks LLC 1045 E. campus Dr.tempe, AZ 85282 X X A X Y UDC-4556827-CGL-21 09/25/2021 09/25/2022 2,000,000 100,000 5,000 2,000,000 2,000,000 2,000,000 The City of Carlsbad, The City of Carlsbad Redevelopment Agency, Housing Authority, its officials, employees and volunteers are listed as Additional Insureds subject to policy term s and conditions. The City of Carlsbad, The City of Carlsbad Redevelopment Agency Housing Authority, its officials, employees and volunteers 1635 Faraday Ave., Carlsbad,CA 92008 DocuSign Envelope ID: 290335C1-0744-44ED-BA5A-F58A020E0908 ACORD® I ~ I ~ □ □ ~ ~ Fl □ □ ~ ~ - ~ - ~ - ~ H I I I I I □ I Hiscox Insurance Company Inc. Policy Number: Named Insured: Endorsement Number: Endorsement Effective: THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. CG 20 26 07 04 © ISO Properties, Inc., 2004 Page 1 of 1 ADDITIONAL INSURED – DESIGNATED PERSON OR ORGANIZATION This endorsement modifies insurance provided under the following: COMMERCIAL GENERAL LIABILITY COVERAGE PART SCHEDULE Name Of Additional Insured Person(s) Or Organization(s) Information required to complete this Schedule, if not shown above, will be shown in the Declarations. Section II – Who Is An Insured is amended to in- clude as an additional insured the person(s) or organi- zation(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 your acts or omissions or the acts or omis- sions of those acting on your behalf: A. In the performance of your ongoing operations; or B. In connection with your premises owned by or rented to you. UDC-4556827-CGL-21 Clyde artworks LLC 19 June 16, 2022 The City of Carlsbad, The City of Carlsbad Redevelopment Agency Housing Authority, its officials, em 1635 Faraday Avenue Carlsbad,CA 92008 DocuSign Envelope ID: 290335C1-0744-44ED-BA5A-F58A020E0908 ~'~ HISCOX DocuSign Envelope ID: 290335C1-0744-44ED-BA5A-F58A020E0908 A State Farm - DocuSign Envelope ID: 290335C1-0744-44ED-BA5A-F58A020E0908 AStateFarm· DocuSign Envelope ID: 290335C1-0744-44ED-BA5A-F58A020E0908 A State Farm DocuSign Envelope ID: 290335C1-0744-44ED-BA5A-F58A020E0908 AStateFarm· DocuSign Envelope ID: 290335C1-0744-44ED-BA5A-F58A020E0908 AStateFarm· CERTIFICATE OF EXEMPTION WORKERS’ COMPENSATION/EMPLOYERS’ LIABILITY INSURANCE I, , am the [insert name] [title] of . I hereby certify that [name of company] [name of company] has no employees and is not required by law to maintain workers’ compensation or employers’ liability insurance. Should employ any person [name of company] during the term of the Agreement with the City of Carlsbad for , [description of project or work that is being contracted] then workers’ compensation and employers’ liability insurance will be obtained. [Name] [Title and name of company or corporation] Mural installation at the Bauer Lumber building Clyde Artworks llc Owner, Clyde Artworks LLC Clyde Artworks llc Conor Thompson Clyde Artworks llc Artist/ Owner Conor Thompson DocuSign Envelope ID: 290335C1-0744-44ED-BA5A-F58A020E0908