Loading...
HomeMy WebLinkAbout7.1 BusShelterArt Dykes CITY CLERK File # 600-30 AGENDA STATEMENT CITY COUNCIL MEETING DATE: February 4, 2003 SUBJECT: Consultant Services Agreement - Bus Shelter Construction Documents Report by Theresa Yvonne, Heritage & Cultural Arts Supervisor ATTACHMENTS: Agreement RECOMMENDATION: ~ 1. Approve Agreement /~?~..Q.__~" 2. Authorize Mayorto Execute Agreement FINANCIAL STATEMENT: The Consultant will be paid a fixed fee not to exceed $15,000.00. Sufficient funds are available in the Fiscal Year 2002-2003 Budget. DESCRIPTION: One of the City Council's high priority goals is to "Complete Public Art / Bus Shelter Project in downtown Dublin". The project provides for the replacement of three bus shelters over two fiscal years. The bus shelters scheduled for replacement are located in the downtown area along Dublin Boulevard as follows: 1) north side of Dublin Boulevard at Village Parkway and the 1- 680 underpass; 2) north side of Dublin Boulevard at Golden Gate Drive; and 3) south side of Dublin Boulevard at Golden Gate Drive. Livermore Amador Valley Transit Authority will contribute $6,000 towards the cost of replacing each bus shelter. A Bus Shelter Selection Committee was formed to review proposed conceptual shelter designs. The Selection Committee and the Heritage and Cultural Arts Commission both recommended the design of artist Dan Dykes. The recommendation was based upon the unique conceptual design for the shelter and Mr. Dykes extensive experience and expertise in metal sculpting. On November 5, 2002, the City Council approved Mr. Dykes' conceptual design of the Bus Shelters. The next step is to have technical plans and specifications prepared so that the conceptual design can be fabricated into a full-scale structure. The documents will be used to bid, fabricate and install the three shelters in this phase and any future shelters funded for replacement. Staff has negotiated an agreement with artist Dan Dykes to prepare the final design and specifications. Attachment 1 is the Agreement that has been prepared by the City Attorney and approved by the artist for the Bus Shelter project. Exhibit A of the Agreement contains a detailed scope of work for the project. Exhibit B of the Agreement outlines the payment schedule and fee for services. Under this agreement Mr. Dykes would be paid a flat fee not to exceed $15,000. COPIES TO: Heritage and Cukural Arts Commission Dan Dykes, artist lll~ t! ITEM NO. G:\COUNCILkAgenda Statementsk2003L2-4-03 bus shelter agreement.doc J~Q It is anticipated the Construction documents will be complete' in March at which time the City will enter into an agreement for fabrication and installation of the shelters. If the Council awards the fabrication and installation contract in April, Staff anticipates the three new shelters would be installed by the end of summer 2003. The reason for having separate contracts for preparing the construction documents and fabricating the structures is that the City will own the construction documents. In the future as the City continues to replace the bus shelters in the downtown area the City will be able to use other fabricators if necessary. RECOMMENDATION: It is the recommendation of Staff that the City Council approves the Agreement with artist Dan Dykes and authorizes the Mayor to execute the Agreement: Page 2 of 2 AGREEMENT BETWEEN THE CITY OF DUBLIN AND DAN DYKES RELATING TO THE PROVISION OF ARTISTIC SERVICES FOR A PUBLIC' ART PROJECT This Agreement is made by and between the City of Dublin, a political subdivision of the State of California (hereafter "City"), and Dan Dykes (hereafter "Artist") this 4th day of February, 2003. RECITALS WHEREAS, the City requires the services of Artist to perform artistic services described in the Agreement for a public art project; and WHEREAS, the City is authorized by Section 2.36.050 of the Dublin Municipal Code to contract for the specialized services of the advisor contemplated by this Agreement; and WHEREAS, Artist is qualified and desires to perform the artistic services required by the City as set forth in this Agreement; and WHEREAS, the City Council, on November 5, 2002, authorized an agreement between City and Artist for the preparation of a conceptual design for a public art project (hereafter '~/Vork"), more specifically described in Article 1 and Exhibit A of this Agreement. NOW, THEREFORE, in consideration of the mutual promises contained herein, the parties hereto agree as follows: AGREEMENT ARTICLE 1. SCOPE OF WORK 1.1. For services rendered herein, City shall pay Artist a sum not to exceed $15,000.00 for work performed during the period beginning February through March 2003. Artist shall furnish services as described in Exhibit A of this Agreement. Terms and conditions for payment are attached in Exhibit B of this Agreement. 1.2. The City shall be responsible for providing the Artist, without cost, copies of designs, drawings, reports, and other relevant data needed by the Artist to design and execute the Project. 1.3. As more specifically described in Exhibit A of this Agreement, Artist shall provide design and specifications for fabrication pursuit to city code requirements of public bus shelters. Agreement for Artistic Services Page 1 of 11 February 4, 2003 1:4. The Artist shall begin work after the execution of this Agreement. ARTICLE 2. CHANGES IN SCOPE AND ADDITIONAL WORK 2.1. The Artist shall, whenever required during the term of this Agreement, present to the City in writing, drawing, or other appropriate media for further review and approval any significant changes in the scope, design, color, size, material, utility, and support requirements, texture, or location of the site or the Work. A significant change is any change which affects the installation, scheduling, site preparation, or maintenance of the Work, or the concept of the Work as represented in the original approved design. 2.2. The Artist shall be obligated to perform the services called for in Exhibit A. The Artist and the City agree that the Artist shall retain artistic control Of his/her services in the performance of the services under this Agreement, subject only to the limitations imposed in Exhibit A. 2.3. Notwithstanding the provisions of Section 2.2 above, the City may, at any time, request the Artist in writing to revise portions of the services that he/she has previously completed in a satisfactory manner; delete portions of the Scope of the Work that the Artist has not yet performed; perform additional work beyond the Scope of Work to be provided in Exhibit A; or make other changes within the General Scope of the Work to be performed under this Agreement. In the event of such a written request, the Artist may, but shall not be obligated to agree to any Such request. 2.4. In the event the request for change is agreed to by the Artist, this Agreement shall be amended, in writing, specifying the agreed changes, including, but not limited to, a description of services, additional budget, payment schedule, and timetable. 2.5. In the event that the Artist does not agree to the request, the City shall be entitled to terminate the Agreement for cause pursuant to Article 18 herein. 2.6. No services for which additional compensation will be charged shall be provided by the Artist without the prior written authorization by the City. ARTICLE 3. RESPONSIBILITY OF THE ARTIST 3.1. The Artist agrees that an essential element of this Agreement is the skill and creativity of the Artist. The Artist shall not assign the creative or artistic portions of the Work to another party for the production of the Work without the written consent of the City. Failure to conform to this provision may be cause for termination of this Agreement, at the sole option of the City. Agreement for Artistic Services Page 2 of 11 February 4, 2003 3.2. The Artist shall be responsible for providing services described in Exhibit A, including but not limited to, the quality and timely completion of the services. As part of the Work, Artist shall be responsible for designing bus shelters, as described in Exhibit A, so that they can be constructed.without exceeding the approved overall budget for the project, or $25,000 per shelter. The Artist shall, without additional compensation, correct or revise any errors, omissions, or other deficiencies in his/her Work. 3.3. In the event the services of the Artist are integrated into, combined, or otherwise coordinated with services by third parties not within the control of the Artist, the Artist shall not be responsible for such third party services. If any part of the Artist's Work depends for proper execution or results upon the work Of the City, or a third party responsible to the City, the Artist shall, prior to proceeding with his or her Work, promptly report to the City anYapparent discrepancies or other defects in such other work which renders it unsuitable for proper execution and results by the Artist. The Artist shall not be responsible for any liability or failure to fulfill his/her obligations because of such discrepancies or defects. Failure of the Artist to report a discrepancy or defect shall constitute an acceptance of the City's or third party's work as fit and proper to receive Artist's Work. Any costs caused by defective or ill-timed work shall be borne by the party responsible therefore. Nothing in this section shall limit the responsibility of the Artist to take all reasonable steps to coordinate his/her Work with the work of the City or of a third party on the project. 3.4. The risk of loss or damage to the Work shall be borne by the Artist until final acceptance by City, and the Artist shall take such measures as are necessary to protect the Work from loss or damage until final acceptance by City, except that the risk of loss or damage shall be borne by the City prior to final acceptance during such period of time as the partially or wholly completed Work is in the 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. ARTICLE 4. WARRANTIES/STANDARDS 4.1. The Artist warrants that: (a) the design of Work being commissioned is the original product of his/her own creative efforts; (b) unless otherwise stipulated, the work is original, that it is an edition of one (1), and that the Artist shall not sell or reproduce the Work, or allow others to do so, without the prior written consent of the City. 4.2. The Artist shall guarantee his/her Work to be free from faults of workmanship for a period of one (1) year after final acceptance by the City. The Artist shall deliver the Work to the City free and clear of any liens from any source whatever. The foregoing guarantees shall apply only to the Work that is entirely that of the Artist or persons responsible to the Artist. 4.3. The Artist shall faithfully perform the work required under this Agreement in accordance with standards of care, skill, training, diligence, and judgment provided by Agreement for Artistic Services Page 3 of 11 February 4, 2003 highly competent professionals who perform work of a similar nature to the Work described in. this Agreement. Artist shall assign only competent personnel to perform services pursuant to this Agreement. In the event that City, in its sole discretion, at any time during the term of this Agreement, desires the removal of any such persons, Artist shall, immediately upon receiving notice from City of such desire of City, cause the removal of such person or persons, unless in the Artist's sole opinion, the skill or creativity of such person or persons is essential to the creation of the Work. ARTICLE 5. COMPENSATION 5.1. The Artist shall be paid for services satisfactorily rendered pursuant to this Agreement in accordance with the terms herein, Exhibits A and _B, and subsequent adjustments, changes, or additions as specifically provided for in this Agreement. Such payment shall be full compensation for work performed and services rendered, for all supervision, Labor, supplies, materials, equipment, or use thereof, for taxes, and for all other necessary incidentals including transportation and storage of Work. 5.2. The amount and schedule of payments to the Artist are contained in the attached Exhibit B, Compensation and Schedule of Payments. Payments under this Agreement shall not exceed a maximum amount of $15,000.00, subject only to adjustments, changes, or additions as specifically provided for in this Agreement (hereafter "Total Price"). 5.3. In the event the Artist incurs costs in excess of the Total Price, the Artist shall pay such excess from his/her own funds, the City shall not be required to pay any part of such excess, and the Artist shall have no claim against the City on account thereof. 5.4. The Artist shall submit invoices to the City according to the schedule provided for in Exhibit B. Such invoices shall be in the form requested by the City. 5.5. In the event that the City determines that Work for which it has been invoiced does not meet the contract specifications, and that it intends to withhold payment, the City shall provide detailed written notice to the Artist within fifteen (15) days of receipt of invoice, specifying the failure of performance for which the City intends to withhold payment. The Artist shall thereafter meet contract standards to the satisfaction of the City or advise the City that he/she disputes the City's determination that the specifications have not been met. 5.6. The City shall pay all invoices that meet contract specifications within thirty (30) days of receipt of invoice. 5.7. No payment to the Artist for any work performed or services rendered shall constitute a waiver or release by the City of any claims, rights or remedies it may have against the Artist under this Agreement or by law, nor shall such payment constitute a waiver, remission, or discharge by the City of any failure or fault of the Artist to satisfactorily perform the work as required under this Agreement. Agreement for Artistic Services Page 4 of 11 February 4, 2003 5.8. The services to be required of the Artist under this Agreement shall be completed in accordance with the schedule for completion of the Work, as provided for in Exhibit A, provided that such time limits may be extended or otherwise modified:by written agreement between the Artist and the City. 5.9. The City shall always grant a reasonable extension of time to the Artist in the event that 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 render timelY performance of the Artist's service impossible or unexpectedly burdensome. Failure to fulfill contractual obligations due to conditions beyond either party's reasonable control will not be considered a breach of this Agreement, as long as such obligations shall be suspended only for the duration of the conditions causing the delay. 5.10. For delays in the delivery of the Work beyond the schedule provided for under this Agreement caused by factors reasonably under the Artist's control, the City agrees to accept fifty dollars ($50.00)per day as liquidated damages for such delay. ARTICLE 6. COPYRIGHTS 6.1. The Artist shall retain all copyright and other rights in and to the Work created under this Agreement, other than ownership of the Work itself. Artist shall grant to the City an irrevocable license to graphically depict the artwork in any non- commercial manner whatsoever. For the purpose of this limitation, the graphic depiction of the artwork(s) on materials designed to promote the City shall be deemed to be a non-commercial use. 6.2. If for any reason the proposed design is not implemented, all rights to the proposed artwork shall be retained by the Artist. 6.3. The Artist agrees that all work performed under this Agreement shall comply with all applicable patent, trademark, and copyright laws, rules, regulations, and codes of the United States. The Artist further agrees that the Work will not utilize any protected patent, trademark, or copyright in performance of work under this Agreement, unless the Artist has obtained proper permission and all releases and other necessary documents and provided copies of such releases and documents to City. If the Artist specifies any material, equipment, process, or procedure that is protected, the Artist shall disclose such patents, trademarks, and copyrights in the construction drawings and technical specifications. 6.4. The Artist agrees to release, indemnify, and hold harmless the City, its officers and employees from any and all claims, damages, suits, costs, expenses, liabilities, actions, or proceeding of any kind resulting from the performance of work under this Agreement that infringes upon any patent, trademark, or copyright protected by law. Agreement for Artistic Services Page 5 of 11 February 4, 2003 6.5. All reproductions by the City shall contain a credit to the Artist and a copyright notice substantially in the following form: © Dan Dykes, 2003. The Artist shall use his/her best efforts to include a credit reading substantially "An original work commissioned by the City of Dublin, California" in any public showing under the Artist's control of reproductions of the Work. ARTICLE 7. NO EMPLOYER/EMPLOYEE OR AGENCY RELATIONSHIP 7.1. No relationship of employer and employee is created by this Agreement, it being understood that Artist shall act hereunder as an independent contractor and not as an employee of City. City shall have the right to control Artist's work only insofar as the results of Artist's services rendered pursuant to this Agreement. Artist shall not have any claim under this Agreement or otherwise against City for seniority, vacation time, vacation pay, sick leave, personal time off, overtime, health insurance, medical care, hospital care, retirement benefits, Social Security, disability, Worker's Compensation or unemployment insurance benefits, civil service protection, or employee benefits of anY kind. Artist shall be solely liable for and obligated to pay directly all applicable taxes, including but not limited to Federal and State income taxes. Artist shall indemnify and hold City harmless from any and all liability that City may incur because of Artist's failure to pay such taxes. Notwithstanding the foregoing, if the City determines that pursuant to state and federal law, Artist is an employee for purposes of Federal and State tax withholding, City shall, upon two weeks notice'to Artist, withhold from the payments to Artist hereunder federal and state payroll taxes and pay said sums over to the Federal and State governments. Although City shall control only the results of Artist's services under this Agreement, Artist agrees to perform his/her said work and functions at all times in strict accordance with currently approved methods and practices in his/her field; in a competent, efficient, timely, and satisfactory manner; and in accordance with the standards required by the City. 7.2. Nothing contained in this Agreement shall be construed as limiting the right of Artist to engage in his/her profession separate and apart from this Agreement so long as such activities do not interfere with the performance by Artist of his/her obligations as set forth herein and in Exhibit A. 7.3 Except as City may specify in writing, Artist shall have no authority, express or implied, to act on behalf of City in any capacity whatsoever as an agent. Artist .shall have no authority, express or implied, pursuant to this Agreement to bind City to any obligation whatsoever. ARTICLE 8. CONFORMITY WITH LAW AND SAFETY 8.1. Artist shall observe and comply with all applicable laws, ordinances, codes and regulations of governmental agencies, including all provisions of the Occupational Safety and Health Act of 1979 and all amendments thereto, and all applicable federal, Agreement for Artistic Services Page 6 of 11 February 4, 2003 state, municipal, and local safety regulations. All services performed by Artist must be in accordance with those laws, ordinances, codes, and regulations. Artist shall indemnify .and save City harmless from any and all liability, fines, penalties, and consequences from any noncompliance or violations of such laws, ordinances, codes, and regulations. 8.2. If death, serious personal injury or substantial property damage occurs in connection with the performance of this Agreement, Artist shall immediately notify the City Manager by telephone. Artist shall promptly submit to City a written report, in such form as may be required by City, of all accidents that occur in connection with this Agreement. The report must include the following information: (1) name and address of the injured or deceased person(s); (2) name and address of Artist's subcontractor, if any; (3) name and address of Artist's liability insurance carrier; and (4) a detailed description of the accident and whether any of City's equipment, tools, material, or staff were involved. ARTICLE 9. CONFLICT OF INTEREST No officer, member, or employee of City and no member of its governing bodies shall have any pecuniary interest, direct or indirect, in this Agreement or the proceeds thereof. Neither Artist nor any member of Artist's family shall serve on a City board or committee or hold any position that, either by rule, practice, or action, nominates, recommends, or supervises Artist's operations or authorizes funding to Artist. ARTICLE 10. ASSIGNMENT OF CONTRACT Nothing contained in this Agreement shall be construed to permit assignment or transfer by Artist of any rights under this Agreement and such assignment or transfer is expressly prohibited and void. ARTICLE 11. CONFIDENTIALITY OF INFORMATION Confidential information is defined as all information disclosed to Artist that relates to the City's past, present, and future activities, as well as activities under this contract. Artist will hold all such information in trust and confidence except as otherwise required by law. Upon cancellation or expiration of this Agreement, Artist will return to City all written or descriptive matter that contains any such confidential information. ARTICLE 12. NON-DISCRIMINATION Artist assures that he/she will' comply with the Americans with Disabilities Act and with Title VII of the Civil Rights Act of 1964, and that no person shall, on the grounds of race, creed, color, disability, gender, sexual orientation, national origin, age, religion, Vietnam era Veteran's status, political affiliation, or any other non-merit factors be excluded from participation in, be denied the benefits of, or be otherwise subjected to discrimination under this Agreement. Agreement for Artistic Services Page 7 of 11 February 4, 2003 ARTICLE 13. USE OF CITY PROPERTY Artist shall not use City premises, property (including equipment, instruments, and supplies), or personnel for any purpose other than in the performance of his/her obligations under this Agreement. ARTICLE 14. FEDERAL AND STATE AUDITS Until the expiration of five years after the furnishing of any services pursuant to this Agreement, Artist shall make available, upon written request, to the Federal/State government or any of their duly authorized representatives, this Agreement and such books, documents, and records of Artist that are necessary to certify the nature and extent of the reasonable cost of services to City. If Artist enters into any Agreement with any related organization to provide services pursuant to this Agreement with a value cost of $10,000 or more over a twelve-month period, such Agreement shall contain a clause to the effect that until the expiration of five years after the furnishing of services pursuant to such subcontract, the related organization shall make available, upon written request, to the Federal/State government or any of their duly author, ized representatives, the subcontract, and books, documents and records of such organization that are necessary to verify the nature and effect when and if it is not required by law. ARTICLE 15. MODIFICATION No alteration or variation of the terms of this Agreement shall be valid unless made in writing and signed by the parties hereto. ARTICLE 16. TERMINATION 16.1. Either party may terminate this Agreement with or without cause by providing thirty (30) days notice, in writing to the other party. Upon the expiration date of said notice, this Agreement shall become of no further force or effect whatsoever and each of the parties shall be relieved and discharged herefrom. 16.2. In the event that the Agreement is terminated by the City without cause, the City shall pay the Artist for all work performed and service rendered up to the effective date of the termination. The City shall have no rights to the Artist's creative work, designs, or unfinished artwork(s). 16.3. In the event that the Agreement is terminated by the Artist without cause, the Artist shall promptly reimburse the City for all payments made under thiS Agreement prior to the termination by the Artist. 16.4. In the event that the City determines that the Artist has substantially failed to fulfill his/her obligations as provided under this Agreement, the City shall provide the Artist with written notice detailing the specific obligations which the City claims the Artist Agreement for Artistic Services Page 8 of 11 February 4, 2003 has failed to fulfill and notifying the ArtiSt that he/she is deemed to be in breach of_the Agreement. If the breach is not cured or if the City and the Artist cannot agree on a schedule for curing the breach, the Agreement will be deemed terminated on a date specified by the City, which will be no sooner than ten (10) days from the date of issuance of the notice. 16.5. If, because of death, unavailability, or any other occurrence, Artist cannot possibly render services or perform work under this Agreement, the Agreement shall be deemed terminated. ARTICLE 17. HOLD HARMLESS/INDEMNIFICATION 17.1. Artist shall indemnify, defend, and hold harmless City and its officers and employees against liability for injury or damage caused by a negligent act or omission of Artist in the performance of this Agreement and shall hold City. harmless from any loss or damages directly or indirectly resulting to the City or its officers and employees on account of the performance or character of the work, unforeseen difficulties, accidents, occurrences, or other causes predicated on active or passive negligence of the Artist or any subcontractor of Artist. Artist shall indemnify, defend, and hold harmless the City, its officers, officials, directors, employees and agents from and against any or all loss, liability, expense, claim, costs (including costs of defense), suits, and damages of every kind, nature and description directly or indirectly arising from the performance of the work. This paragraph shall not be construed to exempt the City, its employees, and officers from its own fraud, willful injury, or violation of law whether willful or negligent. For purposes of Section 2782 of the Civil Code the parties hereto recognize and agree that this agreement is not a construction contract. By execution of this Agreement, Artist acknowledges and agrees that it has read and understands the provisions hereof and that this paragraph is a material element of consideration. 17.2. The City shall indemnify the Artist against liability for injury or damage caused by a negligent act or omission of the City, its officers and employees in their performance of this Agreement and shall hold the Artist harmless from any loss occasioned by such negligent act or omission. 17.3. Upon final acceptance of the Work, the City shall, to the extent permitted by law, indemnify, and hold harmless the Artist against any and all claims or liabilities that arise thereafter in connection with the Work performed under this Agreement, except claims by the City against Artist and claims that may occur as a result of the Artist's breach of the warranties provided elsewhere in this Agreement. ARTICLE 18. INSURANCE/SELF-INSURANCE Artist shall at all times during the terms of this Agreement with the City maintain in force those insurance policies and bonds as designated In the attached Exhibit C and will comply with all those requirements as stated herein. Agreement for Artistic Services Page 9 of 11 February 4, 2003 ARTICLE 19. EMPLOYMENT ELIGIBILITY Persons providing services under this contract will be required to provide the necessary documentation to establish identity and employment eligibility as required by the Immigration Reform and Control Act of 1986. Failure to provide the necessary documentation will result in the termination of contract as required by the Immigration Reform and Control Act of 1986. ARTICLE 20. SEVERABILITY In the event any of the provisions, or applications thereof, of this Agreement are held to be unenforceable or invalid by any court of competent jurisdiction, the validity and enforceability of the remaining provisions, or applications thereof, shall not be affected. ARTICLE 21. TIME IS OF THE ESSENCE The parties agree that in the performance of the terms and requirements of this Agreement by the Artist that time is of the essence. Artist shall devote such time to the performance of services pursuant to this Agreement as may be reasonably necessary for satisfactory performance of Artist's obligations pursuant to this Agreement. ARTICLE 22. LICENSES, PERMITS~ ETC. Artist represents and warrants to City that he/she has all licenses, permits, qualifications and approvals of whatsoever nature that are legally required for Artist to practice his/her profession. Artist represents and warrants to City that Artist shall, at his/her sole cost and expense, keep in effect at all times during the term of this Agreement any licenses, permits, and approvals that are legally required for Artist to practice his/her profession. ARTICLE 23. GOVERNING LAW This Agreement shall be governed by the laws of the State of California and any suit or action by either party shall be brought in the County of Alameda, California. ARTICLE 24. ATTORNEYS FEES If a party brings any action, including an action for declaratory relief, to enforce or interpret the provision of this Agreement, the prevailing party is entitled to reasonable · attorneys' fees in addition to any other relief to which that party may be entitled. Such fees may be set by the court in the same action or in a separate action brought for that purpose. ARTICLE 25. NO WAIVER Agreement for Artistic Services Page 10 of 11 February 4, 2003 The waiver of any breach of a specific provision of this Agreement does not constitute a waiver of any other breach of that term or any other term of this Agreement. ARTICLE 26. SURVIVAL All obligations arising prior to the termination of this Agreement and all provisions of this Agreement allocating liability between City and Artist survive the termination of this Agreement. ARTICLE 27. EXECUTION IN WITNESS WHEREOF, the parties hereto have executed this agreement as of the day and year first written above. CITY OF DUBLIN ARTIST Mayor Dan Dykes 181 Sylvan Road Attest: Walnut Creek, CA 94596 City Clerk Approved as to form: City Attorney Agreement for Artistic Services Page 11 of 11 February 4, 2003 EXHIBIT A SCOPE OF SERVICES Summary of Scope of Artist's Services The intent of this Agreement is to define the work to bedone in designing and providing fabrication specifications of artwork for Public Bus Shelters in the City of Dublin, California. The Bus Shelter Design consists of a curved stainless steel roof, a 6 foot long bench with a slight curve. There will be a central column at the end of the shelter with a round disk on the column that will provide additional seating. There will be two BL~S Shelter design sizes: one 4' x 17' and the smaller 4' x 13'. The Commission for the Dublin Bus Shelter design will include the following: 1. Provide City with Project Schedule within three (3) working days of approval of Agreement by City Council. Schedule shall include all work listed in scope of services. The project must be complete and all related documents delivered to the City by April 1,2003. 2. Visit sites to observe and confirm existing conditions of the three bus shelters to be replaced in'2003. They are as follows: north side of Dublin Boulevard at Village Parkway and the I 680 underpass; north side of Dublin Boulevard at Golden Gate Drive and south side of Dublin Boulevard at Golden Gate Drive. 3. Review current attachment method of bus shelters and confirm use of existing method or supply altemate method within budget constraints. 4. Upon completion artist will present final design to City Council for approval prior to preparing construction documents. 5. Cost estimate confirmed by a local fabricator, not to exceed Twenty-Five Thousand dollars ($25,000.00) per shelter. 6. If cost estimate of final design is over budgeted amount, redesign of the construction documents to insure fabrication is within budget constraints. 7. The artist will provide engineering drawings and calculations of the shelter, anchoring requirements and foundation recommendations for City of Dublin Building Department review and approval. 8. Design specifications will be reviewed by the City of Dublin Public Works Department. Agreement For Artistic Services - EXHIBIT A Page ] o£2 February 4, 2003 9. Aforementioned Specifications will be in note form on the drawings. 10. A separate contract will be entered into for fabrication and installation. If it is determined that the artist in unable to make necessary deadlines and the contract must go another fabricator at a minimum the artist will: attend a pre- bid meeting, respond to Contractors' questions, issue addendums, and review the bids. 11. The City of Dublin is to provide a soils report, excavation work and the concrete foundation for the above mentioned shelters. Agreement For Artistic Services - EXHIBIT A Page 2 o£2 February 4, 2003 EXHIBIT B CONDITION & TERMS OF PAYMENT 1. The term of this Agreement is from February 4, 2003 to March 31, 2003. The foregoing notwithstanding, this Agreement may be extended by mutual agreement on a month-by-month basis. 2. The City agrees to pay Artist a fixed fee not to exceed $15,000.00, which shall constitute full compensation for all services to be performed and materials furnished by the Artist under this Agreement. The fee shall be paid in the following installments, each installment to represent full, final and non-refundable payment for all services and materials provided prior to the due date thereof: City will pay Artist upon submission of a written invoice from Artist to City. As early as practical, but not later than thirty (30) calendar days following receipt of said invoice, City shall pay Artist the full face value of the invoice. 1) The first payment, $3,750.00, is design fee payable upon execution of this agreement by the City and the Artist. 2) The second payment, $7,500.00 is payable within thirty days of billing by the Artist certifying that the design is complete. 3) The final payment, $3,750.00 is payable upon final acceptance by the City. Agreement For Artistic Services - EXHIBIT B Page ! o£ ! February 4, 2003 EXHIBIT C INSURANCE REQUIREMENTS Contractor shall procure and maintain for the duration of the contract "occurrence coverage" insurance against claims for injuries to persons or damages to property which may arise from or in connectiOn with the performance of the work hereunder by the Contractor, its agents, representatives, employees or subcontractors. The cost of such insurance shall be included in the Contractor's bid. a. Minimum Scope of Insurance. Coverage shall be at leastas broad as: 1. Insurance Services Office form number GL 0002 (Ed. 1/73) covering comprehensive General Liability and Insurance Services Office form number' GL 0404 covering Broad Form Comprehensive General Liability; or Insurance Services Office Commercial General Liability coverage ("occurrence" form CG 0001 .) 2. Insurance Services Office form number CA 0001 (Ed. 12/90) covering Automobile Liability, code 1 "any auto" and endorsement CA 0025. 3. Workers' Compensation Insurance as required by the Labor Code of the State of California and Employers Liability Insurance. b. Minimum Limits of Insurance. Artist shall maintain limits no less than: 1. General Liability: $1,000,000 combined single limit per occurrence for bodily injury, personal injury and property damage. If commercial General Liability Insurance or other form with a general aggregate limit is used, either the general aggregate limit shall apply separately to this project/location or the general aggregate limit shall be twice the required occurrence limit. 2. Automobile Liability: ,$1,000,000 combined single limit per accident for bodily injury and property damage. 3. Workers' Compensation and Employers Liability: Workers' Compensation limits as required by the Labor Code of the State of California and Employers Liability limits of $1,000,000 per accident. c. Deductibles and Self-Insured Retentions. Any deductibles or self-insured retentions must be declared to and approved by the City. At the option of the City, either the insurer shall reduce or. eliminate such deductibles or self-insured retentions as respects the City, its officers, officials and employees; or the Artist shall procure a bond guaranteeing payment of losses and related investigations, claim administration and defense expenses. Agreement For Artistic Services - EXHIBIT C Page 1 of 3 February 4, 2003 d. Other Insurance Provisions. The policies are to contain, or be endorsed to contain, the following provisions: 1. General Liability and Automobile Liability Coverages. A. The City,. its officers, officials, employees and volunteers are to be covered as insureds as.respects: liability arising out of activities performed by or on behalf of the Artist; products and completed operations of the Artist, premises owned, occupied or used by the Artist, or automobiles owned, leased, hired or borrowed by the Artist. The coverage shall contain no special limitations on the scope of the protection afforded to the CitY, its officers, officials, employees or volunteers. B. The Artist's insurance coverage shall be primary insurance as respects the city, its officers, officials, employees and volunteers. Any insurance or self-insurance maintained by the City, its officers, officials, employees or volunteers shall be excess of the Artist's insurance and shall not contribute with it. C. Any failure to comply with reporting provisions of the policies shall not affect coverage provided to the City, its officers, officials, employees or volunteers. D. The Artist's insurance shall apply separately to each insured against whom claim is made or suit is brought, except with respect to the limits of the insurer's liability. 2. Workers' Compensation and Employers Liability Coverage. The insurer shall agree to waive all rights of subrogation against the City, its officers, officials, employees and volunteers for losses arising from work performed by the Artist for the City. 3. Professional Liability. Artist shall carry professional liability insurance in an amount deemed by the City to adequately protect the Artist against liability caused by negligent acts, errors or omissions on the part of the Artist in the course of performance of the services specified in this Agreement. 4. All Coverages. Each insurance policy required by this clause shall be endorsed to state that coverage shall not be suspended, voided, canceled by either party, reduced in coverage or in limits except after thirty (30) days' prior written notice by certified mail, return receipt requested, .has been given to the City. Agreement For Artistic Services - EXHIBIT C Page 2 of 3 February 4, 2003 e. Acceptability of Insurers. Insurance is to be placed with insurers with a Bests' rating of no less than A:VlI. f. Verification of Coveraqe. Artist shall furnish City with certificates of insurance and with original endorsements effecting coverage required by this clause. The certificates and endorsements for each insurance policy are to be signed by a person authorized by that insurer to bind' coverage on, its behalf. The certificates and endorsements are to be received and approved by the City before work commences. The City reserves the right to require complete, certified copies of all required insurance poli~bies, at any time. g. Subcontractors. Artist shall include all subcontractors as insureds under its policies or shall furnish separate certificates and endorsements for each subcontractor. All coverages for subcontractors shall be subject to all of the requirements stated herein. h. Waiver. The City may approve a variation in those insurance requirements upon a determination that the coverages, scope, limits and forms of such insurance are either not commercially available or that the City's interests are otherwise fully protected. Agreement For Artistic Services - EXHIBIT C Page 3 of 3 February 4, 2003