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HomeMy WebLinkAboutContractAGREEMENT FOR THE KENNYDALE RESERVOIR MURAL PROJECT THIS AGREEMENT, dated June 25, 2021, Washington municipal corporation, and Peter Goetzinger, LLC Artist , a sole proprietor. The City and the Artist executed by the Parties, this Agreement is effective as of the last date signed by both parties. Scope of Work: Artist will provide and labor, materials and equipment to paint the mural on the Kennydale reservoir located at 1406 N. 30th Street, Renton, WA 98057. Artist has previously created and submitted to the City a design of the mural for the Kennydale reservoir, which Commission. Artist an existing contract CAG-16-134 between the City and Murraysmith, Inc. in which Artist is the designated sub-consultant for the design the mural. Changes in Scope of Work: The City, without invalidating this Agreement, may order changes to the work consisting of additions, deletions or modifications. Any such changes to the work shall be ordered by the City in writing and the Compensation shall be equitably adjusted consistent with the rates set forth in ExhibitA or as otherwise mutually agreed by the Parties. : Delivery of the Artwork Artwork is the original work of Artist; (2) Artist owns all rights to the Artwork; and (3) if the Artwork contains recognizable images of particular persons, Artist has obtained legally appropriate releases. City may remove the Artwork any other reason. Artist grants to City a non-exclusive license to graphically and electronically reproduce the Artwork for any and all future publicity endeavors conducted by City, provided that any such reproduction is credited to Artist by name. City may use the ness, or biography in connection with the use of the Artwork. CAG-21-138 PAGE 2 OF 7 Time of Performance:Artist shall commence performance of the Agreement pursuant to the schedule(s) set forth in Exhibit A. All Work shall be performed within a 30-day calendar period and completed no later than September 30, 2021. Compensation: Amount. Total compensation to Artist for Artwork provided pursuant to this Agreement shall not exceed $69,818. Except as specifically provided herein, Artist shall be solely responsible for payment of any taxes imposed as a result of the performance and payment of this Agreement. Other than as specified, Artist relinquishes the right to any financial proceeds in association with City reproductions of Artwork. Method of Payment. Upon execution of the Agreement, Artist may submit a voucher or invoice in a form specified by City for 1/3 of the Agreement amount for the purchase of materials and equipment for painting the mural. Upon 50% completion of the project, Artist may submit a voucher or invoice in a form specified by City for 1/3 of the Agreement amount. Upon completion of the project and acceptance, Artist may submit a voucher or invoice in the form specific by City for the remainder of the project costs. Payment shall be made by City and participating community organizations within thirty (30) calendar days after receipt and approval by the appropriate City representative of the voucher or invoice. City may withhold payment for work that does not meet the requirements of this Agreement. 6. Record Maintenance: The Artist shall maintain accounts and records, which properly reflect all direct and indirect costs expended and Work provided in the performance of this Agreement and retain such records for as long as may be required by applicable Washington State records retention laws, but in any event no less than six years after the termination of this Agreement. The Artist agrees to provide access to and copies of any records related to this Agreement as required by the City to audit expenditures and charges and/or to comply with the Washington State Public Records Act (Chapter 42.56 RCW).The provisions of this section shall survive the expiration or termination of this Agreement. 7. Independent Contractor Relationship : Artistis retained by City only for the purposes and to the extent set forth in this Agreement. The nature of the relationship between Artist and City shall be that of an independent contractor, not employee. $71,318 PAGE 3 OF 7 8. Hold Harmless: Artist shall defend, indemnify, and hold harmless City, its officers, agents, employees, and assigns, from and against any and all damages, claims, suits, and/or actions arising from any copyright or trademark infringement, or any negligent act, negligent activity, or omission of Artist or any employee or agents of Artist in and during the performance of this Agreement. 9. Discrimination Prohibited: Except to the extent permitted by a bona fide occupational qualification, Artist agrees as follows: Artist, and agents, employees, representatives, and volunteers with regard to Artwork performed or to be performed under this Agreement, shall not discriminate on the basis of race, color, sex, religion, nationality, creed, marital status, sexual orientation or preference, age (except minimum age and retirement provisions), honorably discharged veteran or military status, or the presence of any sensory, mental or physical handicap, unless based upon a bona fide occupational qualification in relationship to hiring and employment, in employment or application for employment, the administration of the delivery of Artwork or any other benefits under this Agreement, or procurement of materials or supplies. 10. City of Renton Business License : The Artist shall obtain a City of Renton Business License prior to performing any Work and maintain the business license in good standing throughout the term of this agreement with the City. Information regarding acquiring a city business license can be found at: http://www.rentonwa.gov/cms/One.aspx?portalId=7922741&pageId=9824882 Information regarding State business licensing requirements can be found at:http://dor.wa.gov/doing-business/register-my-business 11. Delays: Artist is not responsible for delays caused by factors beyond the Artist reasonable control. When such delays beyond the Artist control occur, the City agrees the Artist is not responsible for damages, nor shall the Artist be deemed to be in default of the Agreement. 12. Successors and Assigns: Neither the City nor the Artist shall assign, transfer or encumber any rights, duties or interests accruing from this Agreement without the written consent of the other. 20. Miscellaneous: The parties hereby acknowledge: A. The City is not responsible to train or provide training for Artist. B. Artist will not be reimbursed for job related expenses except to the extent specifically agreed within the attached exhibits. PAGE 4 OF 7 C. Artist shall furnish all tools and/or materials necessary to perform theWork except to the extent specifically agreed within the attached exhibits. D. In the event special training, licensing, or certification is required for Artist to provide Work he/she will acquire or maintain such at his/her own expense and, if Artist employs, sub-contracts, or otherwise assigns the responsibility to perform the Work, said employee/sub-contractor/assignee will acquire and or maintain such training, licensing, or certification. E. This is a non-exclusive agreement and Artist is free to provide his/her Work to other entities, so long as there is no interruption or interference with the provision of Work called for in this Agreement. F. Artist is responsible for his/her own insurance, including, but not limited to health insurance. G. Artist that for any persons employed by the Artist. 21. Other Provisions: A. Approval Authority. Each individual executing this Agreement on behalf of the City and Artist represents and warrants that such individuals are duly authorized to execute and deliver this Agreement on behalf of the City or Artist. B. General Administration and Management. The C project manager isEric Ott, Water Utility Engineering Department. In providing Work, Artist shall coordinate C. Amendment and Modification. This Agreement may be amended only by an instrument in writing, duly executed by both Parties. D. Conflicts. In the event of any inconsistencies between Artist proposals and this Agreement, the terms of this Agreement shall prevail. Any exhibits/attachments to this Agreement are incorporated by reference only to the extent of the purpose for which they are referenced within this Agreement. To the extent a Artist prepared exhibit conflicts with the terms in the body of this Agreement or contains terms that are extraneous to the purpose for which it is referenced, the terms in the body of this Agreement shall prevail and the extraneous terms shall not be incorporated herein. E. Governing Law. This Agreement shall be made in and shall be governed by and interpreted in accordance with the laws of the State of Washington and the City of PAGE 5 OF 7 Renton. Artist and all of the Artist Work in accordance with all applicable federal, state, county and city laws, codes and ordinances. F. Joint Drafting Effort. This Agreement shall be considered for all purposes as prepared by the joint efforts of the Parties and shall not be construed against one party or the other as a result of the preparation, substitution, submission or other event of negotiation, drafting or execution. G. Jurisdiction and Venue. Any lawsuit or legal action brought by any party to enforce or interpret this Agreement or any of its terms or covenants shall be brought in the King County Superior Court for the State of Washington at the Maleng Regional Justice Center in Kent, King County, Washington, or its replacement or successor. Artist hereby expressly consents to the personal and exclusive jurisdiction and venue of such court even if Artist is a foreign corporation not registered with the State of Washington. H. Severability. part of this Agreement is illegal or unenforceable shall not cancel or invalidate the remainder of this Agreement, which shall remain in full force and effect. I. Sole and Entire Agreement. This Agreement contains the entire agreement of the Parties and any representations or understandings, whether oral or written, not incorporated are excluded. J. Time is of the Essence. Time is of the essence of this Agreement and each and all of its provisions in which performance is a factor. Adherence to completion dates set forth in the description of the Work is essential to the Artist Agreement. K. Third-Party Beneficiaries. Nothing in this Agreement is intended to, nor shall be construed to give any rights or benefits in the Agreement to anyone other than the Parties, and all duties and responsibilities undertaken pursuant to this Agreement will be for the sole and exclusive benefit of the Parties and no one else. L. Binding Effect. The Parties each bind themselves, their partners, successors, assigns, and legal representatives to the other party to this Agreement, and to the partners, successors, assigns, and legal representatives of such other party with respect to all covenants of the Agreement. M. Waivers. All waivers shall be in writing and signed by the waiving party. Either PAGE 6 OF 7 shall not prevent either the City or Artist from enforcing that provision or any other provision of this Agreement in the future. Waiver of breach of any provision of this Agreement shall not be deemed to be a waiver of any prior or subsequent breach unless it is expressly waived in writing. N. Counterparts. The Parties may execute this Agreement in any number of counterparts, each of which shall constitute an original, and all of which will together constitute this one Agreement. IN WITNESS WHEREOF, the Parties have voluntarily entered into this Agreement as of the date last signed by the Parties below. CITY OF RENTON By:_____________________________ Peter Goetzinger, LLC By:_____________________________ Armondo Pavone Mayor Peter Goetzinger Artist _____________________________ Date _____________________________ Date Attest By:____________________________ Jason A. Seth City Clerk Approved as to Legal Form By:_____________________________ Shane Malone Renton City Attorney clb 4-7-21 576 Non-standard 6/25/2021 Approved by Cheryl Beyer via 5/24/2021 email