HomeMy WebLinkAboutPK1994-0176 - Original - Eric Salisbury - Commissioning of Original Works of Art - Painting Portable Art Collection - 02/03/1994 Contract for Commissioning of Original Works of Art
Kent Arts Commission
City of Kent
Artist:Eric Salisbury Owner: City of Kent
Address: 27400 132nd S.E. H2O1 Location: Portable Art Collection
Kent WA 98042
Telephone: 630-6926
Media: Painting
Actual Cost of Artwork: 800.00
Sales Tax: 65.60
Total : 8$ 65.60
SS# 566-06-4569
AGREEMENT FOR ART WORK
AGREEMENT BY AND BETWEEN
THE CITY OF KENT AND ERIC SALISBURY
THIS AGREEMENT, entered into this 3rd day of February, 1994, by and
between the City of Kent (the "City") , and Eric Salisbury (the "Artist")
residing at 27400 132nd S.E. H201, Kent, WA 98042.
WHEREAS, the City is implementing a public art program pursuant to
Ordinance 2552 by allocating certain funds for the establishment of artworks
in certain public places and authorizing the making of payments for the
design, execution, fabrication, transportation and installation of works of
art and the support of an artist-selection process; and
WHEREAS, funds have been allocated for the selection, purchase and
placement of artwork; and
WHEREAS, the Artist was selected by the City through the procedures
duly adopted by the Kent Arts Commission to design, execute, fabricate and
install works of art (the "Work") in the Portable Art Collection
(the "site) ; and
WHEREAS, both parties wish to promote and maintain the integrity and
clarity of the Artist's ideas and statements as represented by the Work;
NOW, THEREFORE, the City and the Artist, for the consideration and
under the conditions hereinafter set forth, agree as follows:
Article 1 . Scope of Services.
1 .1 General .
a. The Artist shall perform all services and work, and
furnish all supplies, material and equipment as necessary for the design,
execution, fabrication, transportation and installation of the Work at the
Site.
b. The Artist shall determine the artistic expression,
scope, design, color, size, material , texture, and location on the site of the
Work, subject to review and acceptance by the City as set forth in this
Agreement.
c. The Artist will estimate the life of the Work and will
guarantee durability of workmanship and materials against normal wear and tear
and exposure to the elements in the N/A for ten (10) years.
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IA Structural Design Review.
a. Within 30 days after the City approves the Proposal , the
Artist shall , prepare and submit to the City detailed working drawings of the
Work and the Site, together with such other graphic material as may reasonably
be requested by the City in order to permit the City to carry out structural
design review and to certify the compliance of the Work with any applicable
statutes and ordinances. The City shall furnish to the Artist all
information, materials and assistance required by the Artist in connection
with said submissions by the Artist promptly on the request by the Artist for
such information.
b. The City may require the Artist to make such revisions
to the Proposal as are necessary for the Work to comply with applicable
statutes, ordinances or regulations of any governmental regulatory agency
having jurisdiction over the project.
c. The City may also request revisions for other practical
(non-aesthetic) reasons.
d. Within 10 days after it receipt of the Artist's
submission pursuant to this Section 1 .3, the City shall notify the Artist of
its approval , or disapproval , of such submission and of all revisions made in
the Proposal as a result thereof. Revisions made pursuant to this agreement
become a part of the Proposal .
1.3 Execution of the Work.
a. After written approval of the submissions and revisions
made pursuant to Section 1 .2, the Artist shall furnish to the City a schedule
for completion of fabrication and installation of the Work, including a
schedule for the submission of progress reports if any. After written
approval of the schedule by the City, the Artist shall fabricate, transport
and install the Work in accordance with such schedule. Such schedule may be
amended by written agreement between the City and the Artist.
b. The City shall have the right to review the Work at
reasonable times during the fabrication thereof. The Artist shall submit to
the City progress reports in accordance with the schedule provided for in
Section 1 .3(a) .
c. The Artist shall complete the fabrication and
installation of the Work in substantial conformity with the Proposal .
d. The Artist shall first present to the City in writing
for further review and approval any significant changes in the scope, design,
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color, size, material or texture of the Work not permitted by or not in
substantial conformity with the Proposal . A significant change is any change
in the scope, design, color, size, material , texture or location on the Site
of the Work which affects installation, scheduling, site preparation or
maintenance for the Work or the concept of the Work as represented in the
Proposal .
1.4 Delivery and Installation.
a. The Artist shall notify the City in writing when
fabrication of the Work is completed and he is ready for its delivery and
installation at the Site.
b. The Artist shall deliver and install the completed Work
at the Site in compliance with procedures approved by the City pursuant to
Section 1.3 in accordance with the approved schedule.
1.5 Post-Installation.
a. Within 30 days after th installation of the Work, the
Artist shall furnish the City with the owing photographs of the Work as
installed:
(a) two sets three 35 mm. color slides of the completed Work,
one take rom each of three different viewpoints; and
(b wo sets of three different 8" x 10" glossy black and white
prints of the Work and negatives.
b. The Artist shall be available at such time or times as
may be agreed between the City and the Artist to attend any inauguration or
presentation ceremonies relating to the transfer of the Work to the City. The
City shall use its best efforts to arrange for publicity for the completed
Work in such art publications and otherwise as may be determined between the
City and the Artist as soon as practicable following installation.
c. Upon insta 'on of the Work, the Artist shall provide
to the City written ins ions for appropriate maintenance and preservation
►�II� e Work.
1 .6 Final Acceptance.
a. The Artist shall advise the City in writing when all
services required prior to those described in Section 1 .5(b) have been
completed in substantial conformity with the Proposal .
b. The City shall notify the Artist of its final acceptance
of the Work.
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c. Final acceptance shall be effective as of the earlier to
occur of (1) the date of the City's notification of final acceptance or (2)
the 30th day after the Artist has sent the written notice to the City required
under Section 1 .6(a) unless the City, upon receipt of such notice and prior to
the expiration of the 30-day period, gives the Artist written notice
specifying and describing the services which have not been completed.
1 .7 Risk of Loss. The risk of loss or damage to the Work shall
be borne by the Artist until final acceptance by the City, and the Artist
shall take such measures as are necessary to protect the Work 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 Work is in the actual custody, control or
supervision of the City or its agents for the purposes of transporting,
storing, installing or performing any other ancillary services to the Work.
Provided, that the risk of loss and damage of the Work due to structural or
design defect shall be borne by the Artist at all times prior to and after
acceptance during the warranty period.
1 .8 Indemnity by City. Upon final acceptance of the Work, the
City shall , to the extent of its negligence, indemnify and hold harmless the
Artist against any and all claims or liabilities then existing or arising
thereafter in connection with the Work, the Site, the Project or this
Agreement, except claims by the City against the Artist and claims which may
occur as a result of the Artist's breach of the warranties provided in
Article 4. Artist shall indemnify and hold harmless the City of Kent, its
elected officials, officers, Kent Arts Commission, and employees from all
claims, litigation and injuries arising out of actions of the Artist, Artist's
employees and agents to the extent of negligent acts, errors, and omissions.
1 .9 Title. Title to the Work shall pass to the City upon final
acceptance.
1.10 _Ownership of Documents, Models. Upon final acceptance, all
studies, drawings, designs, maquettes and models prepared and submitted under
this Agreement shall be returned to the Artist and shall belong to the Artist.
The City may select and the Artist shall convey to the City one of the
original drawings submitted pursuant to Section 1.2 as part of the Proposal ,
the City representing that such drawing(s) will be used by it solely for
exhibition and held by it in permanent safekeeping. At the request of the
City, the Artist agrees to loan the City studies, drawings, maquettes for use
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in exhibits of display for reasonable periods to be mutually agreed upon by
the Artist and City, the Artist agrees not to unreasonably withhold Artist
consent.
Article 2. Compensation and Payment Schedule.
2.1 Subject to the liquidated damage provision of Section 1.4
above, the Artist shall be paid by the City for completed work and/or services
related to this Agreement only as provided hereinafter. Such payment shall be
in full compensation for all work performed and/or services rendered, and for
all supervision, labor, supplies, materials, travel expenses, equipment or use
thereof, and for all other incidentals necessary to complete the Work. Total
payment shall not exceed the sum fee of eight hundred sixty five dollars and
60 cents ($865.60) . In the event that it is determined that the Washington
State sales tax applies to services rendered by the Artist, the City agrees to
pay such amounts owing to the State Revenue Department through payment to the
Artist who shall be responsible for collecting and reporting such tax monies
to the State. The total payment is subject to adjustment as set forth in
Section VIII. Payments will be made upon a percentage of completion as set
forth below:
Payment 50% (432.80) Upon completion and acceptance of design and
execution of contract.
Payment 50% (432.80) Within thirty (30) days of completion of the art
painting on site if all other contracted services have been
provided, no claims by laborers or materialmen have been
filed, all taxes have been paid and the project finally
accepted by the City. Artist will also receive 100
Canterbury Faire posters.
2.2 Artist's Expenses. The Artist shall be responsible for the
payment of all mailing or shipping charges on submissions to the City, the
costs of transporting the Work to the Site and the costs of all travel by the
Artist and the Artist's agents and employees necessary for the proper
performance of the services required under this Agreement.
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Article 3. Time of Performance.
3.1 Duration. The services to be required of the Artist as set
forth in Article 1 shall be completed in accordance with the schedule for
completion of the Work as proposed by the Artist and approved by the City
pursuant to Section 1.2, provided that such time limits may be extended or
otherwise modified by written agreement between the Artist and the City.
3.2 Early Completion of Artist Services. The Artist shall bear
the transportation and storage costs resulting from the completion of Artist
services hereunder prior to the time provided in the schedule for
installation.
3.3 Time Extensions. The City shall grant a reasonable
extension of time to the Artist in the event there is a delay on the part of
the City in performing its obligations under this Agreement or in completing
the underlying capital project, or if conditions beyond the Artist's control
or Acts of God render performance of the Artist's services impossible or
unexpectedly burdensome. Failure to fulfill contract obligations due to
conditions beyond either party's reasonable control will not be considered a
breach of contract; provided that such obligations shall be suspended only for
the duration of such conditions.
Article 4. Warranties.
4.1 Warranties of Title. In addition to the warranty set forth
in paragraph 1.1.c. , the Artist also warrants that: (a) the Work is solely
the result of the artistic effort of the Artist; (b) except as otherwise
disclosed in writing to the City, the Work is unique and original and does not
infringe upon any copyright; (c) that the Work or a duplicate thereof, has not
been accepted for sale elsewhere; and (d) the Work is free and clear of any
liens from any source whatsoever.
4.2 Warranties of Quality and Condition. In addition to the
warranty set forth in paragraph 1. 1.c. , Artist represents and warrants, except
as otherwise disclosed to the City in writing in connection with submission of
the Proposal pursuant to Section l .l.b and 1 .2.c, that: (a) the execution and
fabrication of the Work will be performed in a workmanlike manner; (b) the
Work, as fabricated and installed, will be free of defects in material and
workmanship, including any defects consisting of "inherent vice" or qualities
which cause or accelerate deterioration of the Work; and (c) reasonable
maintenance of the Work will not require procedures substantially in excess of
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those described in the maintenance recommendations to be submitted by the
Artist to the City hereunder.
The warranties described in this Section 4.2 shall survive for a period
of 10 months as outlined in Section l .1.c, after the final acceptance of the
Work. 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 reasonably 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 Work) .
Article 5. Insurance.
5.1 Risk of Loss and Insurance. The risk of damage to or loss
of the Work during development and through installation shall be solely that
of the Artist. This risk shall transfer to the City only upon transfer of
ownership of the Work, which shall occur after installation is complete and
the Work is finally approved and accepted by the City. s a
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damag ed.
Article 6. Reproduction Rights.
6. 1 The Artist retains all rights he may be entitled to pursuant
to the Copyright Act of 1976, 17 U.S.C. §§ 101 et seq. , and all other rights
in and to the Work except ownership and possession, except as such rights are
limited by this Section 6.1. In view of the intention that the Work in its
final dimension shall be unique, the Artist shall not make any additional
exact duplicate, w e-dimensional reproductions of the final Work or permit
others to do so except by written permission of the City. The Artist grants
to the City and its assigns an irrevocable license to make two-dimensional
productions of the Work for any reason whatsoever.
6.2 All reproductions by the City shall contain a credit to the
Artist and a copyright notice substantially in the following form:
(c) Artist's name, date of publication.
6.3 The Artist shall use their best efforts to give a credit
reading substantially, "an original work owned and commissioned by the City of
Kent," in any public showing under the Artist's control of reproductions of
the Work.
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6.4 The Artist may at their own expense cause to be registered,
with the United States Register of Copyrights, a copyright of the Work in the
Artist's name.
Article 7. Artist's Rights.
7.1 Identification. The Ar 'st shall , at their sole expense,
prepare and install at the Site, RIW§uant to the written instructions and
subsequent approval of the C' a plaque identifying the Artist, the title of
the Work and the year completion, accession number, the words "Kent City
Art Program" and applicable, the names of all sponsors associated with
funding of t Work.
7.2 Maintenance. The City recognizes that maintenance of the
Work on a regular basis is essential to the integrity of the Work. The City
shall reasonably assure that the Work is properly maintained and protected
taking into account the instructions and recommendations of the Artist and
shall reasonably protect and maintain the Work against the ravages of time,
vandalism and the elements.
7.3 Repairs and Restoration.
a. The City shall have the right to determine, after
consultation with a professional conservator, when and if repairs and
restorations to the Work will be made. During the Artist's lifetime, the
Artist shall be consulted regarding the aesthetics of all repairs and
restorations. To the extent practical , the Artist, during the Artist's
lifetime, shall be given the opportunity to make or personally supervise
significant repairs and restorations.
b. All repairs and restorations shall be made in accordance
with recognized principles of conservation.
7.4 Alteration of the Work or of the Site.
a. The City agrees that it will not intentionally damage,
alter, modify or change the Work without the prior written approval of the
Artist.
b. The City shall notify the rtist of any proposed
alteration of the Site that would aff a intended character and appearance
of the Work and shall consu 1 h the Artist in the planning and execution of
� I any such alteration shall make a reasonable effort to maintain the
integrity of th ork.
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c. Nothing in this Section 7.4 shall preclude any right of
the City (1) to remove the Work from public display or (2) to sell or destroy
the Work for any reason. If the City at any time decides to sell or destroy
the Work, it shall by written notice to the Artist's last known address to the
City, offer the Artist a reasonable opportunity to purchase or recover the
Work pursuant to Washington State law for the disposition of property and
applicable local ordinances, policies, or rules relating to the disposition of
City personal property. The City agrees that, if the Work is sold by the
City, during the life of the Artist, the City shall pay the Artist a sum of
fifteen (15) percent of the appreciated value of the Work.
7.5 Permanent Record. The City agrees to maintain on permanent
file a record of this Agreement and of the location and disposition of the
Work.
7.6 Artist's Address. The Artist shall notify the City of
changes in address. The failure to do so, if such failure prevents the City
from locating the Artist, shall be deemed a waiver by the Artist of the right
subsequently to enforce those provisions of this Article 7. Notwithstanding
this provision, the City shall make every reasonable effort to locate the
Artist when matters arise relating to the Artist's rights.
7.7 Survivinq Covenants. The covenants and obligations set
forth in this Article 7 shall be binding upon the parties, their heirs,
legatees, executors, administrators, assigns, transferees and all their
successors in interest, and the City's covenants do attach and run with the
Work and shall be binding to and until twenty (20) years after the death of
the Artist. However, the obligations imposed upon the City by Sections 7.3(a)
and 7.6 shall terminate on the death of the Artist. The City agrees that any
subsequent purchaser of the Work will be given Notice of the covenants herein
in writing so to be bound thereby.
Article B. Artist as Independent Contractor. The Artist shall perform all
work under this Agreement as an independent contractor and not as an agent or
an employee of the City. The Artist shall not be supervised by any employee
of the City nor shall the Artist exercise supervision over any employee or
official of the City.
Article 9. Assignment Transfer Subcontracting.
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9. 1 Neither the City nor the Artist shall assign or transfer an
interest in this Agreement without the prior written consent of the other,
provided, however, that claims for money due or to become due from the City
under this Agreement may be assigned to a financial institution without
approval .
9.2 The Artist may subcontract portions of the Work at the
Artist's expense provided that said subcontracting shall not affect the
design, appearance or visual quality of the Work and that such Work is carried
out under the personal supervision of the Artist and first approved by the
City of Kent.
Article 10. Termination. If either party to this Agreement shall willfully
or negligently fail to fulfill in a timely and proper manner, or otherwise
violate any of the covenants, agreements or stipulations material to this
Agreement, the other party shall thereupon have the right to terminate this
Agreement by giving written notice to the defaulting party of its intent to
terminate specifying the grounds for termination. The defaulting party shall
have thirty (30) days after receipt of the notice to cure the default to the
satisfaction of the other party. If it is not cured, then this Agreement
shall terminate. In the event of default by the Artist, all finished and
unfinished drawings, sketches, photographs, and other work products prepared
and submitted or prepared for submission by the Artist under this Agreement
shall , at the City's option, become its property , provided that no right to
fabricate or execute the Work shall pass to the City, and the City shall
reasonably compensate the Artist pursuant to Article 2 for all services
performed by the Artist prior to termination. Notwithstanding the above, the
Artist shall not be relieved of liability to the City for damages sustained by
the City by virtue of any breach of the Agreement by the Artist, and the City
may reasonably withhold payments to the Artist until such time as the exact
amount of damages due the City from the Artist is determined.
Article 11 . Contract Administrator. The Contract Administrator for this
Agreement shall be the City Administrative Officer, or his designee. Wherever
this Agreement requires any notice to be given to or by the City, or any
determination or action to be made by the City, the City Administrative
Officer or designee shall represent and act for the City.
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Article 12. Non-Discrimination. In carrying out the performance of the
services designated, the Artist shall not discriminate as to race, creed,
religion, sex, age, national origin or the presence of any physical , mental or
sensory handicap, and the Artist shall comply with the equality of employment
opportunity provisions of applicable Federal , State, and local law as
presently existing or hereafter amended.
Article 13. Compliance. The Artist shall be required to comply with Federal ,
State and City statutes, ordinances and regulations applicable to the
performance of the Artist's services under this Agreement.
Article 14. Entire Agreement. This writing embodies the entire agreement and
understanding between the parties hereto, and there are no other agreements
and understandings, oral or written, with reference to the subject matter
hereof that are not merged herein and superseded hereby.
Article 15. Modification. No alteration, change or modification of the terms
of the Agreement shall be valid unless made in writing and signed by both
parties hereto and approved by appropriate action of the City.
Article 16. Waiver. No waiver of performance by either party shall be
construed, or operate as a waiver of any subsequent default of any terms,
covenants and conditions of this Agreement. The payment or acceptance of fees
for any period after a default shall not be deemed a waiver of any right or
acceptance of defective performance.
Article 17. Governing Law. This Agreement, regardless of where executed,
shall be governed by and construed in accordance with the laws of the State of
Washington.
Article 18. Heirs and Assigns. This Agreement shall be binding upon and
shall inure to the benefit of the City and the Artist and their respective
heirs, personal representations, successors and permitted assigns.
Article 19. Dispute Resolution. All disputes or controversies that may arise
between the parties with respect to the performance, obligations or rights of
the parties under this Agreement, including disputes as to the physical
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acceptability of the work or any alleged breach thereof, which cannot be
otherwise settled shall be subject to the jurisdiction of civil actions
brought before King County courts in the State of Washington and be determined
under the laws of the State of Washington.
Article 20. Notices. All notices, requests, demands and other communications
which are required or permitted to be given under this Agreement shall be in
writing and shall be deemed to have been duly given upon the delivery or
receipt thereof, as the case may be, if delivered personally or sent by
registered or certified mail , return receipt requested, postage prepaid, as
follows:
a. if the City, to: City of Kent
City Administrative Officer
220 4th Avenue South
Kent, WA 98032
b. if to the Artist, at the address first
above written with a copy to:
IN WITNESS WHEREOF the parties hereto have executed this Agreement on
the day and year first written above.
AGENCY. City of Kent ARTIST:
BY: BY: ! Cc'� 'x�
TITLE: Acting Parks Director TITLE:
DATE / DATE:
WITNESS:
BRENDA JACOBER
CITY CLERK
Approved as to form:
ROGER A. LUBOVICH, CITY ATTORNEY
13
Y T PARKS AND RECREATION DEPARTMr
CITY OF KENT ARTS COMMISSION
Proposal Site CANTERBURY FAIR Date —
Artist ERIC D. SALISBURY SR. Phone 630-69 6
Address 27400 132 A��P sF N—�n� uPnt wA Zip 98042
Social Security # 566064569
1. Proposal Summary: Please be very specific
Title of Work A CANTERBURY AFFAIR
Materials PAINTING TOOLS
Fabrication Method MIX MEDIA%PAINT ON PAPER OR CANVAS
Dimensions A rZOX 22x-�0/24x16 Weight
Estimated Project Duration
2. Description of Proposed Artwork:
PAINTING TO Pt<0iv10TE THE CAN`1'ERBURY FAIR
THE ARTWORK WILL REFLECT THE COLOR, IMAGERY AND SPIRIT OF THE FAIRE
IN A POSITIVE LIGHT .
THE ART WILL NOT BE LIMITED TO BLACK AND WHITE HUES .
3. Special Considerations:
Where will work be executed/fabricated? THE n'1'IST STUDIO
What site preparation will be necessary? —
Do you plan to provide special lighting?
Are there special considerations related to:
Maintenance
Weathering
Public contact (touching, climbing)
Vandalism
What do you contemplate as a base?
How will the work be attached to the base or how will the artwork be
mounted? FRAMED
Size Depth
Are there any special structural/technical considerations?
Have you visited the site?
Is this work part of an edition? IATELY
When could you commence work on thisp project?
31 , 1 IMMED°4
What is the expected completion date.' MARCF
ESTIMATED BUDGET
Materials (please list)
Artist's labor
Wages for assistants
Fabrication Expense
Studio Overhead
Transportation to site
Site preparation
Installation
Special lighting (if applicable)
Insurance (if applicable)
Sign (required)
Other
State Sales Tax (8.2%) $ 65.60
Total Budget - ,_$$6,5.60
ESTIMATED SCHEDULE FOR COMPLETION
Month Work Stage
Jan 1/9 4 minimum cif rough r7rawi ngs for rPvi aw
Mar31 /94 completed art submitted
Is it possible to visit your studio during production of the piece?
If so, please indicate (*) the best times during production for a visit.
I hereby certify that, if accepted, this artwork will meet or exceed the
standards represented by this proposal , and the level of professionalism and
craftsmanship demonstrated in my current body of work. -
GCC�'�
A ' s gn ure
Date
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