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HomeMy WebLinkAboutLeon, Vicki; 2022-11-21; PSALCA-23033CAPSALCA-23033CA City Attorney Approved Version 6/12/18 1 AGREEMENT FOR LOAN OF ARTWORK & ARTIST SERVICES AT THE CARLSBAD SCULPTURE GARDEN VICKI LEON THIS AGREEMENT is made and entered into as of the ______________ day of ___________________, 2022, by and between the CITY OF CARLSBAD, a municipal corporation, ("City"), and Vicki Leon, a Sole Proprietorship, ("Contractor”/”Lender”/”Artist”) (collectively, the “Parties”.) RECITALS City requires the professional services of an artist to loan artwork to the City for public display in the City of Carlsbad Sculpture Garden, 2955 Elmwood Street, Carlsbad, CA, 92008. Contractor has the ability to loan the Artwork and is available for various speaking engagements and/or instructional and outreach events, has submitted a proposal to City and has affirmed its willingness and ability to share their artwork and their artwork knowledge. NOW, THEREFORE, in consideration of these recitals and the mutual covenants contained herein, City and Contractor agree as follows: 1. SCOPE OF WORK City retains Contractor to perform, and Contractor agrees to render, those services (the “Services”) that are defined in Exhibit “A” and loan of Artwork as specified in “Exhibit B”, attached and incorporated by this reference in accordance with the terms and conditions set forth in this Agreement. 2. TERM This Agreement will be effective for a period of no more than twenty-four (24) months from the date first above written. 3. COMPENSATION The total fee payable for the Services to be performed will be five thousand dollars ($5,000). No other compensation for the Services will be allowed except for items covered by subsequent amendments to this Agreement. 4.STATUS OF CONTRACTOR Contractor will perform the Services as an independent contractor and in pursuit of Contractor’s independent calling, and not as an employee of City. Contractor will be under the control of City only as to the results to be accomplished. 5. INDEMNIFICATION Contractor 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 Contractor, any subcontractor, anyone directly or indirectly employed by any of them or anyone for whose acts any of them may be liable. 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: C2A52068-E41F-4C03-B6A3-54B911E8DE4D November 21st PSALCA-23033CA City Attorney Approved Version 6/12/18 2 6. INSURANCE Contractor will obtain and maintain policies of commercial general liability insurance, automobile liability insurance, a combined policy of workers' compensation, employers liability insurance, and professional liability insurance from an insurance company authorized to transact the business of insurance in the State of California which has a current Best's Key Rating of not less than "A-:VII"; OR with a surplus line insurer on the State of California’s List of Approved Surplus Line Insurers (LASLI) with a rating in the latest Best’s Key Rating Guide of at least “A:X”; OR an alien non- admitted insurer listed by the National Association of Insurance Commissioners (NAIC) latest quarterly listings report, in an amount of not less than one million dollars ($1,000,000) each, unless otherwise authorized and approved by the Risk Manager or the City Manager. Contractor will obtain occurrence coverage, excluding Professional Liability, which will be written as claims- made coverage. The insurance will be in force during the life of this Agreement and will not be canceled without thirty (30) days prior written notice to the City by certified mail. City will be named as an additional insured on General Liability which shall provide primary coverage to the City. The full limits available to the named insured shall also be available and applicable to the City as an additional insured. Contractor will furnish certificates of insurance to the Contract Department, with endorsements to City prior to City’s execution of this Agreement. 7.NOTICES The name of the persons who are authorized to give written notice or to receive written notice on behalf of City and on behalf of Contractor under this Agreement. For City For Contractor Name Richard Schultz Name Vicki Leon Title Cultural Arts Manager Title Contractor/Artist/Lender Department Library & Cultural Arts Address 4125 Poplar Street San Diego, CA 92150 Address City of Carlsbad 1775 Dove Lane Phone No. 619-993-7271 Carlsbad, CA 92011 Email vickileonartist@yahoo.com Phone No. 442-339-2086 Each party will notify the other immediately of any changes of address that would require any notice or delivery to be directed to another address. 8.CONFLICT OF INTEREST 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 investments or interests in all categories. Yes No 9.COMPLIANCE WITH LAWS Contractor will comply with all applicable local, state and federal laws and regulations prohibiting discrimination and harassment and will obtain and maintain a City of Carlsbad Business License for the term of this Agreement. DocuSign Envelope ID: C2A52068-E41F-4C03-B6A3-54B911E8DE4D PSALCA-23033CA City Attorney Approved Version 6/12/18 3 10. TERMINATION City may terminate this Agreement at any time after a discussion, and written notice to the Contractor. Contractor may terminate this Agreement any time before the artwork is placed for exhibition, after a discussion, and written notice to the City. City will pay Contractor's costs for services delivered up to the time of termination, if the services have been delivered in accordance with the Agreement. 11.CLAIMS AND LAWSUITS By signing this Agreement, Contractor agrees it may be subject to civil penalties for the filing of false claims as set forth in the California False Claims Act, Government Code sections 12650, et seq., and Carlsbad Municipal Code Sections 3.32.025, et seq. Contractor further acknowledges that debarment by another jurisdiction is grounds for the City of Carlsbad to terminate this Agreement. 12.JURISDICTIONS AND VENUE Contractor agrees and stipulates that the proper venue and jurisdiction for resolution of any disputes between the parties arising out of this Agreement is the State Superior Court, San Diego County, California. 13. ASSIGNMENT Contractor may assign neither this Agreement nor any part of it, nor any monies due or to become due under it, without the prior written consent of City. 14.AMENDMENTS This Agreement may be amended by mutual consent of City and Contractor. Any amendment will be in writing, signed by both parties, with a statement of estimated changes in charges or time schedule. \\\ \\\ \\\ \\\ \\\ \\\ \\\ \\\ \\\ \\\ \\\ \\\ DocuSign Envelope ID: C2A52068-E41F-4C03-B6A3-54B911E8DE4D PSALCA-23033CA City Attorney Approved Version 6/12/18 4 15. 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. CONTRACTOR CITY OF CARLSBAD, a municipal corporation of the State of California By:By: (sign here) SUZANNE SMITHSON Library & Cultural Arts Director As Authorized by City Manager VICKI LEON, 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 CINDIE K. MCMAHON, City Attorney By: Deputy / Assistant City Attorney DocuSign Envelope ID: C2A52068-E41F-4C03-B6A3-54B911E8DE4D PSALCA-23033CA City Attorney Approved Version 6/12/18 5 EXHIBIT “A” SCOPE OF SERVICES Lender will loan artwork to the City to be exhibited in the outdoor City of Carlsbad Sculpture Garden, 2955 Elmwood Street, Carlsbad, CA, 92008 and provide additional services as described below. 1.CITY’S CONTACT INFORMATION Cultural Arts Manager, Richard Schultz, 442-339-2086, richard.schultz@carlsbadca.gov Community Arts Coordinator, Tonya Rodzach, 442-245-0502, tonya.rodzach@carlsbadca.gov Cultural Arts General Phone, 442-339-2090 *Email may be the initial preferred method of reaching staff. 2. EXHIBIT LOCATION City of Carlsbad Sculpture Garden, 2955 Elmwood Street, Carlsbad, CA, 92008 3. ARTWORK LOAN PERIODS Artwork loan period: Jan. 23, 2023 to Sept. 12, 2024 Sculpture Garden exhibit period: Feb. 7, 2023 to Aug. 30, 2024 Lender agrees to loan the Artwork specified on the checklist attached as Exhibit "B." The Artwork will remain in the City’s possession during the loan period but may be withdrawn from the exhibition at the City’s sole discretion. City will notify Lender when any Artwork is withdrawn from the exhibit. City and 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 Agreement's exhibit duration. Lender agrees to loan the Artwork specified on the checklist attached as Exhibit "B" of this Agreement to City. 4. TRANSPORTATION AND PACKING Lender will transport and deliver Artwork for installation at the City's Sculpture Garden and provide details as to any special requirements for display or installation. City will select and arrange for the artwork installer for the project. Lender certifies that the work to be loaned to the City under the terms and conditions of this Agreement is in good condition and meets the loan image submitted to the City. The City shall inspect the Artwork and complete and sign the opening condition report for each piece of Artwork, which will constitute the property's condition 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. Lender will deliver Artwork to the City’s Sculpture Garden by loan start date, as described above. At the end of the exhibition, Lender will be responsible for picking up Artwork within a predetermined date that is agreed upon by both parties and within ten (10) business days after the close of the exhibition, no later than the date described above, unless other written DocuSign Envelope ID: C2A52068-E41F-4C03-B6A3-54B911E8DE4D City Attorney Approved Version 6/12/18 6 arrangements are made between City and Lender. All drop-off and pickup deliveries shall be coordinated with the City's Cultural Arts Manager or Designee. 5. LENDER 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 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. Press Kit Upon execution of Agreement, the Lender 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 Artwork. Images shall be delivered to the City's Cultural Arts Manager or Designee in electronic form immediately upon the Agreement's execution. Warranty of Title Lender warrants that Lender is either the owner of the Artwork or the authorized agent of the lawful owner or artist 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. 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. 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, including reasonable attorney fees and costs. Artwork Withdrawals Lender agrees once Artwork is placed for exhibition, it cannot be withdrawn from an exhibition by the Lender for any reason. Model Release For valuable consideration, receipt of which is hereby acknowledged, I hereby assign all rights to my portrait, picture, videotape and sound recording (collectively “Images”) of me or in which I may be included intact or in part, composite or distorted in character or form, without restriction, to the City of Carlsbad, a municipal corporation, and I hereby authorize the reproduction, copyright, exhibition, broadcast, cablecast, Internet posting, and/or distribution through any and all media now or hereafter known of said Images without limitation for purpose of this use. I waive the right to any fees, royalties or control, now or in the future, and I grant full permission for the use of my Image including, without limitations, name, likeness, performance, voice and biography, for the purpose of publicizing, advertising or promoting any City of Carlsbad matter or program. I hereby relinquish any right that I may have to examine or approve the completed product or products or the advertising copy or printed matter that may be used in conjunction therewith or the use to which it may be applied. ___________(Artist’s Initials) DocuSign Envelope ID: C2A52068-E41F-4C03-B6A3-54B911E8DE4D PSALCA-23033CA PSALCA-23033CA City Attorney Approved Version 6/12/18 7 6.CITY Artwork Installation City shall install and exhibit the Artwork. 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. Artwork Inspection 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 Lender. Artwork can be installed into a concrete pad or other identified surface with two to four points of connection. 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, Lender retains any or all copyright, licensing, and/or ownership rights to the Artwork available to him/her under state or federal law. In accordance with Section 5 of the Scope of Work, Lender grants City the right to photograph, telecast, video production, social media coverage or make similar visual reproductions of the Artwork covered by this Agreement for publicity and advertising purposes and other educational purposes and in catalogues or posters that it distributes. City agrees to acknowledge the artist on all related print matter, exhibition announcements, publicity releases, invitations, posters, signs, or other promotional or educational materials relating to the Artwork. 8. HEALTH & SAFETY During the COVID-19 health-related pandemic or other related circumstance, 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 Lender 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. 9. CONTRACTOR FEE / INVOICING Fee. The total fee payable for the Services to be performed will be five thousand dollars ($5,000) in two payment installments. Payment Schedule - 1st Payment $4,000 Upon Artwork delivery and completion of installation 2nd Payment $1,000 Upon de-installation and pick-up of Artwork Invoicing & Payment. Contractor will be responsible for submitting invoices for Payment to the City of Carlsbad's Cultural Arts Manager or Designee, as designated on the schedule above. All invoices shall be detailed to include related activities. Final invoices approval will be completed by the Library & Cultural Arts Director or Designee. DocuSign Envelope ID: C2A52068-E41F-4C03-B6A3-54B911E8DE4D Carlsbad Sculpture Garden Loan Detail Artist Name Vicki Leon Address 4125 Poplar St. San Diego, CA 92105 Phone number 619-993-7271 Email vickileonartist@yahoo.com Title of Artwork Dream Catcher Totem Media Plasma cut and textured stainless steel, dichroic eco-resin, solar power lighting, wooden base Description The Dreamcatcher Totem is comprised of lantern-like shapes embellished with silhouetted lines moving in a spiral course. The textured steel and iridescent interior are designed for maximum interplay with changing color, light and shadow. The overall design has a dreamcatcher quality as it stands sparkling in the sun by day, dream-like and solar lit from inside by night. Inspired by Brancusi's Endless Column, the totem is modular and stack-able, engineered to reach soaring heights to inspire and catalyze our dreams. Year Made 2020 Credit Line, lent by Vicki Leon Insurance Value $17,500 Size, Dimensions 10’ high 2’ wide Overall Weight 200 lbs. Handling Requirements (including, but not limited to pick points if hoisting is required to mount to attachment point) To install, the solar cell must be detached and then reattached after the sculpture is in place. There is a threaded rod at the top of the central, inner-structure pole that accommodates a hook. The battery should be detached and removed while moving and then reattached after the sculpture is in place Installation Details: Desired anchorage and attachment specs (i.e. wedge anchors, pins or epoxy) The optimal installation situation is a pole (3-4 1/2 feet high) secured to the ground, preferably a cement pad. The diameter of the pole is to be determined. The sculpture will be hoisted above the pole and the central structure pole will be lowered around it. EXHIBIT “B” CITY OF CARLSBAD SCULPTURE GARDEN ARTWORK LOAN PSALCA-23033CA City Attorney Approved Version 6/12/18 8 DocuSign Envelope ID: C2A52068-E41F-4C03-B6A3-54B911E8DE4D Vicki Leon Selected Work of Art PSALCA-23033CA City Attorney Approved Version 6/12/18 9 DocuSign Envelope ID: C2A52068-E41F-4C03-B6A3-54B911E8DE4D WAIVER REQUEST FORM FACTORS IN SUPPORT OF REQUEST TO MODIFY INSURANCE REQUIREMENT(S) Generally, a modification to the coverage requirement will be accepting a lower limit of coverage or waiving the requirement(s). Requested by: Tonya Rodzach, Community Coordinator, Library & Cultural Arts Dept. November 3, 2022 (Name and Department) (Date) Proposed modification(s) to the General Liability requirement(s) for ARTIST (Type of insurance) (Name of contract) Reduce coverage to the amount of: $ . Waive coverage Other: FACTOR(S) IN SUPPORT OF MODIFICATION(S) (check those that apply) Significance of Contractor: Contractor has previous experience with the City that is important to the efficiency of completing the scope of work and the quality of the work-product. [explain] Significance of Contractor: Contractor has unique skills and there are few if any alternatives. [explain: include number of candidates RFP sent to and number responded if applicable] Contract Amount/Term of Contract: $ . Work will be completed over a period of . Professional Liability coverage is not available to this contractor or would increase the cost of the contract by $ [explain]. Other (e.g. explain why exposures are minimal, how exposures are covered in another policy, exposure control mechanisms, and any other information pertinent to your request): All onsite interviews on this Agreement are speaking engagement and/or instructional outreach events taking place at the Carlsbad Sculpture Garden, located at 2955 Elmwood Street, Carlsbad, 92008. Each event would have no audience and adherence to Health and Safety requirements provided by the city. Approved by Risk Manager for this contract only: (Signature) (Date) H:\WORD\Insurance\Admin Order #68.doc 06/15/2006 27 DocuSign Envelope ID: C2A52068-E41F-4C03-B6A3-54B911E8DE4D 11/16/2022 DocuSign Envelope ID: C2A52068-E41F-4C03-B6A3-54B911E8DE4D Policy Number: 482 4045-B20-55 Prepared July 14, 2022 Page number 2 of 5 as the same day we receive your payment, and you will not receive your check back from your financial institution. VEHICLE INFORMATION Review your policyinformation carefully.If anythingisincorrect, or if there are anychanges toyour vehicleinformation, please let usknow right away. Vehicle Description Vehicle IdentificationNumber (VIN)Who principally drives this vehicle?How is this vehicle normally used? 2019 HONDA FIT 3HGGK5H40KM733423 VICKI LEON, a married individual, who willhave 48 years of driving experience as ofAugust 20, 2022. To Work, School or Pleasure. Other Household Vehicle(s) Your premiummay be influencedbyother State Farm policiesthat currentlyinsure the followingvehicle(s) inyour household: 2016 VOLKSWAGEN JETTA 1990 LEISURE OD ODYSSEY 2001 FLEETWOOD TIOGA ARRO The premium on the expiring policy term was based on 4,000 miles per year. The premium on the renewal policy term was based on 8,600 miles per year. The premium for this renewal was determined using an annual mileage this vehicle is expected to be driven that was developed from information we obtained or was provided by you. The national average is more than 12,000 miles driven annually according to the U.S. Department of Transportation. Please contact us if you expect your annual mileage to change over the next year. Premium Adjustment Each year, we review our medical payments and personal injury protection coverages claim experience to determine the vehicle safety discount that is applied to each make and model. In addition, we review the comprehensive, collision, bodily injury and property damage claim experience annually to determine which makes and models have earned decreases or increases from State Farm’s standard rates. If any changes result from our reviews, adjustments are reflected in the rates shown on this renewal notice. DRIVER INFORMATION Assigned Driver(s) The followingdriver(s) are assigned tothevehicle(s) onthis policy. Name Driving Experience as of August 20, 2022 MaritalStatus VICKI LEON 48 years Married DocuSign Envelope ID: C2A52068-E41F-4C03-B6A3-54B911E8DE4D DocuSign Envelope ID: C2A52068-E41F-4C03-B6A3-54B911E8DE4D Policy Number: 482 4045-B20-55 Prepared July 14, 2022 Page number 4 of 5 DISCOUNTS continued California Good Driver P Loyalty P Total Discounts $1,593.09 Other AvailableDiscount(s) You maybeeligiblefor additionaldiscounts See the enclosed insert for more information. Mature Driver SURCHARGES AND DISCOUNTS Driving Safety Record Rating Plan Your driving safety record, along with other rating factors, determines what you pay for Liability, Medical Payments, Comprehensive, Collision, and Uninsured Motor Vehicle Coverages. Policyholders with no accidents and convictions pay less than those with accidents and convictions. The Driving Safety Record Rate Level that is assigned to your policy moves up, down, or stays the same every policy renewal, depending upon your driving record. For every 12 months since the renewal following the occurrence of a chargeable accident or the conviction of a minor violation, the initial assigned Driver Record Level for that chargeable accident or conviction shall be lowered by 1 level. For each 12 month period since the conviction of a major violation, the initial assigned Driver Record Level for that conviction shall be lowered by 2 levels. The Rate Level is increased if there are subsequent chargeable accidents or convictions. Definition of Chargeable Accidents Chargeable accidents for new business are those which resulted in bodily injury or death or in payment(s) by an insurer due to damage to any property in the amount of more than $1000. For accidents occurring prior to December 11, 2011, an accident shall be chargeable provided it resulted in death or in payment(s) by an insurer due to damage to any property in the amount of more than $750. For applicants without prior insurance at the time of the accident, an accident shall be chargeable provided it resulted in damage to any property in the amount of more than $1000 (more than $750 if the accident occurred prior to December 11, 2011). Chargeable accidents for renewal business are those which resulted in bodily injury or death or State Farm claim payments totaling more than $1000 (more than $750 for accidents occurring prior to December 11, 2011) under property damage liability coverage and collision coverage combined. For more information about the rating plan, please contact your State Farm agent. Driving Safety Record Rate Level 1 ADDITIONAL INFORMATION If any information on this renewal notice is incomplete or inaccurate, or if you want to confirm the information we have in our records, please contact your agent. For additional information regarding discounts or coverages, see your State Farm agent or visit statefarm.comfi. Important Notice Regarding Your Premium State Farm works hard to offer you the best combination of price, service, and protection. The amount you pay for automobile insurance is determined by many factors including: ·The coverage you have ·Where you live ·The kind of car you drive ·How the car is used ·Who drives the car Any premium adjustment is reflected on this Auto Renewal. If you have any questions, please contact your agent. (continued on next page) DocuSign Envelope ID: C2A52068-E41F-4C03-B6A3-54B911E8DE4D Policy Number: 482 4045-B20-55 Prepared July 14, 2022 Page number 5 of 5 Buying a new car? Remember to contact your agent! When you buy an additional car or one that replaces a car already on your policy, you need to report the change to your agent promptly.Even though the dealership you purchased the car from may offer to notify your agent or insurance company, you, as the named insured, are responsible for reporting all changes to your auto policy. By contacting your agent, you can help: ·avoid any complications or lack of coverage in the event of an accident or loss, ·avoid insurance verification problems with a lienholder, the police, or the department of motor vehicles, and ·ensure that you receive any new discounts you may be entitled to. Your current State Farm policy automatically provides certain coverages for a new or replacement car for up to a specified, limited number of days after you take possession of the car. Please refer to your policy for the number of days that applies in your state. If you have any questions about coverage for a newly acquired car, please contact your State Farm agent. Disclaimer: This message is provided for informational purposes only and does not grant any insurance coverage. The terms and conditions of coverage are set forth in your State Farm Car Policy booklet, the most recently issued Declarations Page, and any applicable endorsements. DocuSign Envelope ID: C2A52068-E41F-4C03-B6A3-54B911E8DE4D DocuSign Envelope ID: C2A52068-E41F-4C03-B6A3-54B911E8DE4D