HomeMy WebLinkAbout2-5-19 Task Order with Trademark for The Champions FlamePROFESSIONAL SERVICES TASK ORDER – CHAMPION PARK PUBLIC ART PROJECT PAGE 1
TASK ORDER FOR CHAMPION PARK PUBLIC ART PROJECT
This TASK ORDER for CHAMPION PARK PUBLIC ART PROJECT (“Task Order”) is
made this ___ day of February, 2019 (“Effective Date”), by and between the City of Meridian, a
municipal corporation organized under the laws of the State of Idaho (“City”), and John P. Yarnell,
on behalf of Trademark Sign Company, Inc., a corporation organized under the laws of the state of
Idaho (“Artist”).
WHEREAS, on August 9, 2016, City and Artist entered into a Master Agreement for
Professional Services: Park Identities Public Art Roster (“August 9, 2016 Master Agreement”),
which establishes terms and conditions under which City may invite Artist to provide services
including consultation, design, fabrication, and installation, pursuant to separate project task
order(s) setting forth specific conditions, compensation amount, and scope of work;
WHEREAS, on October 12, 2018, City issued a Call to Artists/Request for Proposals: Park
Identity at Champion Park (“October 12, 2018 RFP”), a copy of which is attached hereto as Exhibit
A, inviting Artist and other artists on the Park Identities Public Art Roster to submit proposals for
the installation of public art at Champion Park, a community park in northwest Meridian, located at
3430 N. Troxell Way, in Meridian (“Park”);
WHEREAS, in response to the October 12, 2018 RFP, Artist submitted the proposal
attached hereto as Exhibit B , proposing the installation of a work entitled “The Champion’s Flame”;
WHEREAS, a selection panel comprised of members of the Meridian Parks and Recreation
Commission and the Meridian Arts Commission reviewed the proposals and selected Artist’s
proposal for recommendation to the Meridian City Council by the Meridian Parks and Recreation
Commission and the Meridian Arts Commission, which both forwarded the same recommendation
to Meridian City Council;
WHEREAS, the City Council of the City of Meridian, following the recommendations of
the respective Commissions, does find that proposed work “The Champion’s Flame” will further
the public health and welfare by creating and enhance the overall park identity at Champion Park;
celebrating competition, sport, and dedication; and encouraging outdoor recreation and enrichment;
NOW, THEREFORE, for good and valuable consideration, the receipt and sufficiency of
which is hereby acknowledged and agreed, and in consideration of the mutual promises and
covenants herein contained, the Parties agree as follows:
I. SCOPE OF SERVICES .
Artist shall design and fabricate all components of the art installation entitled “The Champion’s
Flame,” as depicted in Exhibit B , with the addition that the installation shall be kinetic, i.e. , it
shall be designed to revolve. Artist shall also design and fabricate all components of a
Champion Park main entrance sign, as depicted in Exhibit B. (Collectively, the art installation
and sign shall be referenced as “Artwork.”) Artist shall install such Artwork at the Park; and
shall restore all landscaping and pathways to the same condition as prior to installation of the
Artwork (“Site Restoration”).
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II. COMPENSATION .
A. Total amount. The total payment to Artist for the design, fabrication, and installation of the
Artwork shall not exceed forty thousand dollars ($40,000). This amount shall constitute full
compensation for any and all services, travel, transportation, materials, shipping, equipment,
contingency, commission, artist fee, and costs of work to be performed or furnished by
Artist.
B. Method of payment. Artist shall provide to City invoices for services and/or materials
provided pursuant to the payment schedule set forth herein, which City shall pay within
thirty (30) days of receipt. City shall not withhold any federal or state income taxes or
Social Security tax from any payment made by City to Artist under the terms and conditions
of this Task Order. Payment of all taxes and other assessments on such sums shall be the
sole responsibility of Artist. Artist shall file a WH-5 Public Works Contract Report with the
Idaho State Tax Commission in accordance with applicable rules for same.
C. Payment schedule. Artist shall be paid pursuant to the following benchmarks:
1. City Approval of Detailed Plan: $20,000.00 shall be paid to Artist within thirty (30)
days of the Parks Superintendent’s approval of Artist’s detailed plan for fabrication of
the Artwork and installation of the Artwork at the Park (“Detailed Plan”). The Detailed
Plan shall include:
a. Detailed project timeline;
b. Detailed, to-scale site plan for the installation of each and all components of the
Artwork at the Park, prepared in coordination with the City of Meridian Park
Superintendent;
c. Plan for obtaining any and all necessary permits or approvals from the City of
Meridian for the installation of the Artwork, which may include Certificate of
Zoning Compliance from the Community Development Department/Planning
Division; permitting and inspection by the Community Development
Department/Building Services Division; and coordination with the Meridian Parks &
Recreation Department regarding landscaping and utilities;
d. Construction drawings and structural calculations for each and all components of the
Artwork, reviewed and stamped by an engineer certified in the state of Idaho;
e. Plan for engaging an independent testing agency to test and inspect construction,
fabrication, and installation materials and methods (the same duly qualified engineer
who prepares the construction drawings and structural calculations may serve as the
testing agency, at Artist’s election); and
f. Plan for Site Restoration following Artwork installation.
2. Fabrication of Artwork: $10,000.00 shall be paid to the Artist within thirty (30) days
of completion of Fabrication of the Artwork, or all components thereof, as demonstrated
to and approved in writing by the Parks Superintendent.
3. Final Completion: The remaining amount due and owing, not to exceed $10,000, shall
be paid to the Artist within thirty (30) days of Final Completion, which shall be defined
as:
PROFESSIONAL SERVICES TASK ORDER – CHAMPION PARK PUBLIC ART PROJECT PAGE 3
a. Complete installation of the completed Artwork at the Park, as confirmed by the
Parks Superintendent;
b. Artist’s submission to the Parks Superintendent of a recommended maintenance plan
for the Artwork;
c. Execution of a mutually agreed-upon acceptance agreement, similar to the sample
agreement attached hereto as Exhibit C for illustrative purposes only, to include
affirmation of Artist’s indemnification of City and express waiver of Artist’s right,
title, or interest in the Artwork, which agreement shall be prepared by the City
Attorney’s Office;
d. Waivers of lien from any and all sub-contractors and major materials suppliers;
e. Copy of WH-5 Public Works Contract Report filed with the Idaho State Tax
Commission.
f. Report from an independent testing agency approving construction, fabrication, and
installation materials and methods; and
g. Final inspection and approval of the installation of Artwork by the Parks
Superintendent and by City of Meridian Community Development Services
Department/Building Services Division, which may include, at the discretion of the
Building Official, independent testing and/or inspections for structural soundness.
III. TIME OF PERFORMANCE .
A. Timeline. In addition to the benchmarks set forth in the timeline prepared by Artist as part
of the Detailed Plan, the Parties shall meet the following deadlines:
1. By 5:00 p.m., March 29, 2019: Artist shall complete Submission of the Detailed Plan to
the Parks Superintendent. The Parks Superintendent shall review, request modifications
as necessary, and approve such Detailed Plan, either as submitted or as modified
pursuant to mutual agreement, within fourteen (14) days of receipt thereof.
2. By 5:00 p.m., June 28, 2019: Artist shall complete Fabrication of the Artwork and
obtain written approval of same by the Parks Superintendent. The Parks Superintendent
shall approve, or approve as modified, such fabrication within fourteen (14) days of
Artist’s notice of such completion. Prior to issuing approval, the Parks Superintendent
shall determine that the Artwork as fabricated is in keeping with Artist’s representations
as depicted in Exhibit A . Non-material design refinements and/or improvements shall be
left to the discretion of the Artist.
3. By 5:00 p.m., August 2, 2019: With prior approval and all necessary permits from the
City, Artist shall cause the installation of the Artwork at Park, and shall schedule final
inspection and approval of the installation thereof by the City of Meridian Community
and Development Services Department/Building Services Division and the Parks
Superintendent. Artist shall immediately notify the Parks Superintendent of any delay
that occurs or is anticipated affecting the installation.
4. By 5:00 p.m., September 6, 2019: Artist shall be responsible for Final Completion.
The Parks Superintendent may extend the date of Final Completion for a reasonable
amount of time only if such delay is due to circumstances and events beyond the control
of Artist or pursuant to a written Task Order by the Parties.
PROFESSIONAL SERVICES TASK ORDER – CHAMPION PARK PUBLIC ART PROJECT PAGE 4
5. By 11:59 p.m., September 20, 2019: Provided that Artist has completed Final
Completion, as provided herein, City shall execute Final Acceptance of the Artwork,
which shall be signified by City’s adoption of a resolution indicating that the City
accepts the delivery of the Artwork as designed, fabricated, and installed.
B. Time of the essence. The Parties acknowledge that services provided under this Task Order
shall be performed in a timely manner. The Parties acknowledge and agree that time is
strictly of the essence with respect to this Task Order, and that the failure to timely perform
any of the obligations hereunder shall constitute a breach of, and a default under, this Task
Order by the party so failing to perform.
C. Inspection. The Artist shall provide the Parks Superintendent with reasonable opportunities
to review the progress of the Artwork to ensure compliance with the timeline set forth above
and the design as depicted in Exhibit B hereto, or as mutually agreed by the Parties in
writing, upon the Parks Superintendent’s request. If during such inspection, or in the course
of the approval processes required herein, the Parks Superintendent concludes that the
Artwork or any portion or component thereof does not conform to the timeline or to the
proposal as described and depicted in Exhibit B hereto or as mutually agreed by the Parties
in writing, notice of the specific non-conformity and request for Artist to address the
specified non-conformity shall be given to Artist in writing as soon as practicable. Artist
shall have fourteen (14) days to address and correct any non-conformity. If, upon the Parks
Superintendent’s re-inspection, the Parks Superintendent concludes that the Artwork or the
nonconforming portion or component thereof remain nonconforming, termination
procedures may commence. City’s failure to disapprove in writing shall constitute
presumptive approval of the Artwork as inspected.
IV. MAINTENANCE AND REPAIR .
A. Standards. Artwork design, fabrication, and installation, and Site Restoration shall comply
in all respects with established engineering standards, Idaho Standards for Public Works
Construction, all established policies and ordinances of the City of Meridian, and the
direction of the Meridian Parks Superintendent or his designee. Artist shall engage an
independent testing agency to test and inspect construction materials and methods of
installation of Artwork. The same duly qualified engineer who prepares the construction
drawings and structural calculations for the Artwork may serve as the testing agency, at
Artist’s election.
B. Irrigation system repair. City shall be responsible for incidental irrigation system repairs
necessitated by installation of the Artwork.
C. Two years following Final Acceptance. Artist shall be fully responsible for all parts and
workmanship of the Artwork for a period of two (2) years after City’s Final Acceptance of
the Artwork, and during such time shall replace any defective parts and/or rework any
defective craftsmanship in a timely fashion at no cost to City, except that during such period
Artist shall not be required to replace or repair any damage to the Artwork caused by City’s
employees, by vandalism, or by an act of God.
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D. Determination of need for repair. At all times, including the first two years following
Final Acceptance, City shall make any and all determinations regarding whether the
Artwork’ parts and/or craftsmanship require maintenance, restoration, or repair. Artist may
be asked to provide input regarding such matters, but all decisions regarding the need for
maintenance, restoration, or repair shall be made by City.
E. Maintenance, restoration, and repair. Following Final Acceptance, City shall provide
basic maintenance, restoration, and repair of the Artwork at City’s cost. In the event that the
Artwork is damaged or destroyed, in whole or in part, City may, at its sole election, restore
the Artwork, subject to receipt of any insurance proceeds and availability of sufficient funds.
V. GENERAL PROVISIONS .
A. August 9, 2016 Master Agreement applies. All provisions of the August 9, 2016 Master
Agreement are incorporated by reference and made a part of hereof as if set forth in their
entirety herein.
B. Exhibits. All exhibits to this Task Order are incorporated by reference and made a part of
hereof as if set forth in their entirety herein.
C. City Council approval required. The validity of this Task Order shall be expressly
conditioned upon City Council action approving the Task Order. Execution of this Task
Order by the persons referenced below prior to such ratification or approval shall not be
construed as proof of validity in the absence of Meridian City Council approval.
IN WITNESS WHEREOF, the parties hereto have executed this Task Order on the
Effective Date first written above.
ARTIST:
__________________________________
John P. Yarnell
President, Trademark Sign Company, Inc.
CITY OF MERIDIAN:
__________________________________ Attest: ______________________________
Tammy de Weerd, Mayor C.Jay Coles, City Clerk
PROFESSIONAL SERVICES TASK ORDER – CHAMPION PARK PUBLIC ART PROJECT PAGE 6
EXHIBIT A
OCTOBER 12, 2018 RFP
PROFESSIONAL SERVICES TASK ORDER – CHAMPION PARK PUBLIC ART PROJECT PAGE 9
EXHIBIT B
ARTIST’S PROPOSAL
PROFESSIONAL SERVICES TASK ORDER – CHAMPION PARK PUBLIC ART PROJECT PAGE 20
EXHIBIT C
SAMPLE AGREEMENT
PROFESSIONAL SERVICES TASK ORDER – CHAMPION PARK PUBLIC ART PROJECT PAGE 21
ACCEPTANCE AGREEMENT
CHAMPION PARK PUBLIC ART PROJECT: “THE CHAMPION’S FLAME”
This ACCEPTANCE AGREEMENT is made this ____ day of ________, 2017 (“Effective
Date”), by and between the City of Meridian, a municipal corporation organized under the laws of
the State of Idaho (“City”), and McCall Studios LLC, a limited liability company organized under
the laws of the state of Idaho (“Artist”). (City and Artist may hereinafter be collectively referred to
as “Parties.”)
WHEREAS, on [DATE], Artist installed at Champion Park an art installation entitled “The
Champion’s Flame,” comprised of three (3) large kinetic sculptures and five (5) small trail markers,
(“Artwork”);
WHEREAS, on [DATE], City and Artist entered into a Task Order for Champion Park
Public Art Project (“Task Order”) that includes, in Section II.C.3.c, a requirement that the parties
enter into a mutually agreed-upon acceptance agreement as a condition of the City’s Final
Acceptance of the artwork designed, created, and installed by Artist pursuant to the Task Order;
NOW, THEREFORE, for good and valuable consideration, the receipt and sufficiency of
which is hereby, and in the Task Order, acknowledged and agreed, and in consideration of the
mutual promises and covenants herein contained, the Parties agree as follows:
I. INDEMNIFICATION .
Artist specifically hereby indemnifies and saves and holds harmless City and its respective
employees, elected officials, agents, guests, and/or business invitees, from any and all liabilities,
losses, claims, actions, judgments for damages, expenses, or injury to any person or to property arising
as a result of:
A. Artist’s failure, or the failure of any agent, employee, or subcontractor of Artist to exercise
reasonable care, skill or diligence in the performance of any work or service under or related
to the Task Order and any and all addenda thereto;
B. Any breach of any representation, warranty or covenant made by Artist, or by any of Artist’s
agent(s), employee(s), or subcontractor(s);
C. Artist’s infringement of or upon any intellectual property rights, whether intentional or
unintentional, known or unknown, including any copyright or patent arising out of the
reproduction or use in any manner of any images, plans, designs, drawings, specifications,
information, material, sketches, notes or documents created or used by Artist in the
performance of any work or service under the Task Order and any and all addenda thereto;
and/or
D. The malfunction, breakage, or failure of the artwork, or any portion or component thereof,
created and installed under the Task Order and any and all addenda thereto.
PROFESSIONAL SERVICES TASK ORDER – CHAMPION PARK PUBLIC ART PROJECT PAGE 22
II. WAIVER .
Artist hereby waives and releases, on behalf of himself, his employees, agents, heirs, executors,
administrators, assigns, and/or personal representatives, any and all claims and/or rights for
damages he now has or may hereafter have against the City of Meridian and/or its employees,
elected officials, agents, guests, and/or business invitees, suffered in connection with or arising out
of the performance of any work or service under or related to the Task Order. Except as otherwise
expressly delineated in the Task Order, Artist hereby waives any and all right, title, or interest in the
Artwork and/or all items created under, assembled pursuant to, and/or otherwise related to the Task
Order and any and all addenda thereto.
IN WITNESS WHEREOF, the parties hereto have executed this Agreement on the
Effective Date first written above.
ARTIST:
__________________________________
Ken McCall
Manager, McCall Studios LLC
CITY OF MERIDIAN:
BY: __________________________________
Tammy de Weerd, Mayor
Attest: __________________________________
C.Jay Coles, City Clerk