HomeMy WebLinkAboutCAG2021-100 - Original - Shearer Design LLC - Downtown Rotating Mural Program - 03/05/2021ApprovalOriginator:Department:
Date Sent:Date Required:
Authorized to Sign:
Director or Designee Mayor
Date of Council Approval:
Grant? Yes No
Type:Review/Signatures/RoutingDate Received by City Attorney:
Comments:
Date Routed to the Mayor’s Office:
Date Routed to the City Clerk’s Office:Agreement InformationVendor Name:Category:
Vendor Number:Sub-Category:
Project Name:
Project Details:
Agreement Amount:
Start Date:
Basis for Selection of Contractor:
Termination Date:
Local Business? Yes No*
Business License Verification: Yes In-Process Exempt (KCC 5.01.045)
If meets requirements per KCC 3.70.100, please complete “Vendor Purchase-Local Exceptions” form on Cityspace.
Notice required prior to disclosure?
Yes No
Contract Number:
Agreement Routing Form
For Approvals, Signatures and Records Management
This form combines & replaces the Request for Mayor’s Signature and Contract Cover Sheet forms.
Visit Documents.KentWA.gov to obtain copies of all agreementsadccW22373_1_20
Budget Account Number:
Budget? Yes No
Dir Asst:
Sup/Mgr:
Dir/Dep:
rev. 20200218
FOR CITY OF KENT OFFICIAL USE ONLY
(Optional)
* Memo to Mayor must be attached
N/A
N/A
4
03/03/2021
Original2079821
Parks, Recreation & Community ServicesRonda Billerbeck
6/1/2021
4
4
ASAP
4/1/2021
3/2/2021
4
Other
19026223.66500.4310
ContractIan Shearer Studio
5000
N/A
4
4
LH
JP
ART PROGRAM AGREEMENT - 1
(Downtown Rotating Mural Program)
ART PROGRAM AGREEMENT
between the City of Kent and
Ian Shearer, Shearer Design LLC
THIS ART PROGRAM AGREEMENT is made between the City of Kent, a Washington
municipal corporation (hereinafter the "City"), and Ian Shearer, Shearer Design LLC
(the “Artist”), organized under the laws of the State of Washington, located and doing
business at 22 John St. #26, Seattle WA 98109, 518 813-2465.
I. DESCRIPTION OF WORK. Artist shall develop for the City’s consideration a
proposal to install, at the City’s sole option, original artwork designed by Artist as part of
the City’s “Downtown Rotating Mural Program” (the “Work”). Work under this
Agreement will be conducted in two phases, with Phase 2 being an option that the City
may elect to exercise in its sole discretion.
Phase 1 of the Work is for Artist to develop a preliminary design concept of
original artwork Artist proposes to install upon the exterior of the east wall of the building
located at 403 W. Meeker Street in the City of Kent, Washington, and identified by King
County Tax Parcel Number 982570-0265 (“the Property”). The design shall be such to fill
an area approximately 14 feet in height by 20 feet in width and allow for the design’s
conversion into a vinyl wrap to be placed upon panels and installed upon the Property.
Phase 2 of the Work is conditioned upon the Artist’s design concept being
accepted by the City and its Arts Commission. If the City elects in its sole discretion to
proceed with Phase 2, the Artist agrees to finalize its preliminary design concept and
deliver the artwork’s final design in a high-resolution digital format suitable for printing
and installation as a vinyl wrap on panels to be affixed to the Property.
Artist further represents that the services furnished under this Agreement
will be performed in accordance with generally accepted professional practices in effect at
the time those services are performed.
II. DELIVERABLES. The Artist agrees to provide the following deliverables by
the below stated date and time:
Phase 1—Deliver the following on or before 4:00 p.m. on April 14, 2021:
• A preliminary design concept for artwork capable of being
converted into a vinyl wrap for installation on panels and mounting on
the exterior east wall of the Property. The preliminary design concept
shall include a visual presentation that shows the design, content, and
color.
• A brief written description of the proposed design, including
medium.
Phase 2—If the City exercises its option to engage Phase 2 of the Work, the
Artist will deliver the following on or before 4:00 p.m. on May 6, 2021:
ART PROGRAM AGREEMENT - 2
(Downtown Rotating Mural Program)
• The artwork’s final design in a high-resolution digital format suitable
for printing to a size approximately 14 feet by 20 feet, without
distortion, and installation as a vinyl wrap on panels to be affixed to
the Property. All printing and installation costs are costs of the City,
not the Artist.
• The artwork’s final design shall incorporate any revisions requested by
the City and its Arts Commission.
III. COMPENSATION. The maximum amount to be paid under this Agreement
for the Work described in Section I above is $5,000, and shall not be exceeded without
the prior written authorization of the City in the form of a negotiated and executed
amendment to this Agreement. Payments to Artist for the Work contracted for in this
Agreement shall be as follows:
Phase 1 — $1,250.00, if the Phase 1 deliverable is timely received and
conforms as this Agreement requires. Upon timely submittal of this
deliverable, the Artist may submit an invoice to the City in the amount of
$1,250.00.
Phase 2 - $3,750.00, if the Phase 2 deliverable is timely received and
conforms as this Agreement requires. Upon timely submittal of this
deliverable, the Artist may submit an invoice to the City in the amount of
$3,750.00.
The Artist shall submit payment invoices to the City for Work performed in
accordance with the above payment schedule, which shall fully compensate Artist for all
Work described in this Agreement. The City shall provide payment within 30 calendar days
of its receipt of a proper invoice from Artist. If the City objects to all or any portion of an
invoice, it shall notify the Artist and reserves the option to only pay that portion of the
invoice not in dispute. In that event, the parties will immediately make every effort to
settle the disputed potion.
If the Artist delivers either deliverable after the date and time set by this
Agreement, no payment will be due by the City, unless the City, at its sole option, agrees
to accept the late submittal.
IV. INDEPENDENT CONTRACTOR. The parties intend that an Independent
Artist-Employer Relationship will be created by this Agreement, and that the Artist has the
ability to control and direct the performance and details of its work, the City being
interested primarily only in the results obtained under this Agreement and compliance
with its terms and conditions.
V. WORK PERFORMED AT CONTRACTOR'S RISK. Artist shall be responsible
for the safety of any of its employees, agents, and subcontractors in the performance of
the Work and shall utilize all protection necessary for that purpose.
VI. PROPRIETARY RIGHTS AND RIGHTS OF REPRODUCTION. If any
patentable or copyrightable material or article should result from the Artist’s work, all
rights accruing from that work will be the Artist’s sole property. The Artist reserves all
ART PROGRAM AGREEMENT - 3
(Downtown Rotating Mural Program)
available rights under common law or the Federal Copyright Act to control the making and
dissemination of copies or reproductions of the artwork, except as this Agreement limits
those rights.
The Artist authorizes the City to photograph, digitally, and graphically
reproduce by any and all means and media, the artwork without prior consent of the Artist
for non-commercial purposes and in advertising, brochures, and similar material produced
in conjunction the project and the City’s public art collection.
To the extent practicable, all reproductions made by the City will contain a
credit to the Artist and a copyright notice intended to comply with the U.S. Copyright
Laws.
VII. OWNERSHIP OF THE WORK; REMOVAL AND DESTRUCTION.
Notwithstanding Section VI above, the Artist acknowledges and understands the Work, if
accepted and installed, is temporary. The planned duration of public display is
approximately two years, ending on or around April 30, 2023. During that time, should
the artwork deteriorate or otherwise become damaged, whether due to natural causes or
the intentional acts of third parties, this Agreement allows the City to reprint and reinstall
the artwork, at the City’s sole discretion and cost, without further consideration being paid
to Artist. On or around April 30, 2023, or when the City, in its sole discretion, determines
that the integrity of the artwork cannot be maintained or the repair or maintenance of the
artwork is impractical, the City may: (1) remove the work from public display or (2)
destroy the work. Accordingly, the Artist, by signing this Agreement, waives any claim to
copyright or trademark that would require the City to maintain or preserve the artwork at
the specified location.
VIII. INDEMNIFICATION. Artist shall defend, indemnify and hold the City, its
officers, officials, employees, agents and volunteers harmless from any and all claims,
injuries, damages, losses or suits, including all legal costs and attorney fees, arising out of
or in connection with the Artist's performance of this Agreement, except for that portion of
the injuries and damages caused by the City's negligence, including assertions that the
use or transfer of any software, book, document, report, film, tape or sound reproduction
delivered in accordance with this Agreement constitutes an infringement of any copyright,
patent trademark, trade name, or otherwise results in unfair trade practices. The City's
inspection or acceptance of any of Artist's work when completed shall not be grounds to
avoid any of these covenants of indemnification.
The provisions of this section shall survive the expiration or termination of this
Agreement.
IX. DISCRIMINATION. In the performance of work under this Agreement or
any subcontract, the Artist shall not, by reason of race, religion, color, sex, age, sexual
orientation, national origin, or the presence of any sensory, mental, or physical disability,
discriminate against any person.
X. MISCELLANEOUS PROVISIONS.
ART PROGRAM AGREEMENT - 4
(Downtown Rotating Mural Program)
A. Recyclable Materials. Pursuant to Chapter 3.80 of the Kent City Code, the
City requires its Artists to use recycled and recyclable products whenever practicable. A
price preference may be available for any designated recycled product.
B. Non-Waiver of Breach. The failure of the City to insist upon strict
performance of any of the covenants and agreements contained in this Agreement, or to
exercise any option conferred by this Agreement in one or more instances shall not be
construed to be a waiver or relinquishment of those covenants, agreements or options,
and the same shall be and remain in full force and effect.
C. Resolution of Disputes and Governing Law. This Agreement shall be
governed by and construed in accordance with the laws of the State of Washington. If the
parties are unable to settle any dispute, difference or claim arising from the parties’
performance of this Agreement, the exclusive means of resolving that dispute, difference
or claim, shall only be by filing suit exclusively under the venue, rules and jurisdiction of
the King County Superior Court, King County, Washington, unless the parties agree in
writing to an alternative dispute resolution process. In any claim or lawsuit for damages
arising from the parties' performance of this Agreement, each party shall pay all its legal
costs and attorney's fees incurred in defending or bringing such claim or lawsuit, in
addition to any other recovery or award provided by law; provided, however, nothing in
this paragraph shall be construed to limit the City's right to indemnification as provided
for by this Agreement.
D. Written Notice. All communications regarding this Agreement shall be sent
to the parties at the addresses listed on the signature page of the Agreement, unless
notified to the contrary. Any written notice hereunder shall become effective three (3)
business days after the date of mailing by registered or certified mail, and shall be
deemed sufficiently given if sent to the addressee at the address stated in this Agreement
or such other address as may be hereafter specified in writing.
E. Assignment. Any assignment of this Agreement by either party without the
written consent of the non-assigning party shall be void. If the non-assigning party gives
its consent to any assignment, the terms of this Agreement shall continue in full force and
effect and no further assignment shall be made without additional written consent.
F. Modification. No waiver, alteration, or modification of any of the provisions
of this Agreement shall be binding unless in writing and signed by a duly authorized
representative of the City and Artist.
G. Entire Agreement. The written provisions and terms of this Agreement,
together with any Exhibits attached hereto, shall supersede all prior verbal statements of
any officer or other representative of the City, and such statements shall not be effective
or be construed as entering into or forming a part of or altering in any manner this
Agreement. All of the above documents are hereby made a part of this Agreement.
However, should any language in any of the Exhibits to this Agreement conflict with any
language contained in this Agreement, the terms of this Agreement shall prevail.
H. Compliance with Laws. The Artist agrees to comply with all federal, state,
and municipal laws, rules, and regulations that are now effective or in the future become
ART PROGRAM AGREEMENT - 5
(Downtown Rotating Mural Program)
applicable to Artist's business, equipment, and personnel engaged in operations covered
by this Agreement or arising out of the performance of this Agreement.
I. Counterparts. This Agreement may be executed in any number of
counterparts, each of which shall constitute an original, and all of which will together
constitute this one Agreement.
IN WITNESS, the parties below execute this Agreement, which shall
become effective on the last date entered below.
ARTIST:
By:
Print Name:
Its
DATE:
CITY OF KENT:
By:
Print Name:
Its:
DATE:
NOTICES TO BE SENT TO:
ARTIST:
Ian Shearer
Ian Shearer LLC
22 John St. #26
Seattle WA 98109
518-813-2465 (telephone)
ian@ianshearerstudio.com (email)
NOTICES TO BE SENT TO:
CITY OF KENT:
Ronda Billerbeck
City of Kent
220 Fourth Avenue South
Kent, WA 98032
253-856-5055 (telephone)
rbillerbeck@kentwa.gov (email)
Lori Hogan (Mar 5, 2021 12:47 PST)
Recreation and Cultural Services Supt
3/5/2021
Lori Hogan
Ian Shearer (Mar 5, 2021 13:41 PST)
Ian Shearer
Artist
Ian Shearer
3/5/2021
Signature:
Email:
Signature:
Email:
Signature:
Email:
Signature:
Email:
rlashley@kentwa.gov
Julie Parascondola (Mar 7, 2021 11:11 PST)
Julie Parascondola
jparascondola@kentwa.gov
kkomoto@kentwa.gov
Melissa McCormick (Mar 8, 2021 08:16 PST)
Melissa McCormick
cityclerk@kentwa.gov
Shearer_DowntownMurals_Contract
Final Audit Report 2021-03-08
Created:2021-03-05
By:Ronda D Billerbeck (rbillerbeck@kentwa.gov)
Status:Signed
Transaction ID:CBJCHBCAABAALB5VmiTnkzX6vn0MeWf4COis1CqBogdM
"Shearer_DowntownMurals_Contract" History
Document created by Ronda D Billerbeck (rbillerbeck@kentwa.gov)
2021-03-05 - 8:06:52 PM GMT- IP address: 146.129.252.126
Document emailed to Lori Hogan (lhogan@kentwa.gov) for signature
2021-03-05 - 8:10:12 PM GMT
Email viewed by Lori Hogan (lhogan@kentwa.gov)
2021-03-05 - 8:45:23 PM GMT- IP address: 146.129.252.126
Document e-signed by Lori Hogan (lhogan@kentwa.gov)
Signature Date: 2021-03-05 - 8:47:34 PM GMT - Time Source: server- IP address: 146.129.252.126
Document emailed to Ian Shearer (ian@ianshearerstudio.com) for signature
2021-03-05 - 8:47:36 PM GMT
Email viewed by Ian Shearer (ian@ianshearerstudio.com)
2021-03-05 - 9:07:01 PM GMT- IP address: 66.249.84.85
Document e-signed by Ian Shearer (ian@ianshearerstudio.com)
Signature Date: 2021-03-05 - 9:41:40 PM GMT - Time Source: server- IP address: 174.127.233.240
Document emailed to Ronald Lashley (rlashley@kentwa.gov) for signature
2021-03-05 - 9:41:42 PM GMT
Email viewed by Ronald Lashley (rlashley@kentwa.gov)
2021-03-06 - 6:24:35 PM GMT- IP address: 146.129.252.126
Document e-signed by Ronald Lashley (rlashley@kentwa.gov)
Signature Date: 2021-03-06 - 6:25:15 PM GMT - Time Source: server- IP address: 146.129.252.126
Document emailed to Julie Parascondola (jparascondola@kentwa.gov) for signature
2021-03-06 - 6:25:18 PM GMT
Email viewed by Julie Parascondola (jparascondola@kentwa.gov)
2021-03-07 - 7:11:04 PM GMT- IP address: 146.129.252.126
Document e-signed by Julie Parascondola (jparascondola@kentwa.gov)
Signature Date: 2021-03-07 - 7:11:25 PM GMT - Time Source: server- IP address: 146.129.252.126
Document emailed to Kim Komoto (kkomoto@kentwa.gov) for signature
2021-03-07 - 7:11:28 PM GMT
Email viewed by Kim Komoto (kkomoto@kentwa.gov)
2021-03-08 - 3:52:13 PM GMT- IP address: 146.129.252.126
Document e-signed by Kim Komoto (kkomoto@kentwa.gov)
Signature Date: 2021-03-08 - 3:52:34 PM GMT - Time Source: server- IP address: 146.129.252.126
Document emailed to Melissa McCormick (cityclerk@kentwa.gov) for signature
2021-03-08 - 3:52:36 PM GMT
Email viewed by Melissa McCormick (cityclerk@kentwa.gov)
2021-03-08 - 4:12:40 PM GMT- IP address: 146.129.252.126
Document e-signed by Melissa McCormick (cityclerk@kentwa.gov)
Signature Date: 2021-03-08 - 4:16:07 PM GMT - Time Source: server- IP address: 146.129.252.126
Agreement completed.
2021-03-08 - 4:16:07 PM GMT