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HomeMy WebLinkAboutProfessional Services Agreement with C.J. Rench for Meridian Split Corridor Phase 2 Art Fabrication and InstallationAL SERVICES AGREEMENT FOR FABRICATION AND INSTALLATION PROFESSION OF MERIDIAN SPLIT CORRIDOR PHASE 2 PUBLIC ART PROJECT This PROFESSIONAL SERVICES AGREEMENT FOR FABRICATION AND INSTALLATION OF MERIDIAN SPLIT CORRIDOR PHASE 2 PUBLIC ART PROJECT " ment" is made this ~ da of October, 2013 ("Effective Date"), by and between the City of ( Agree ) .~ Y Meridian a munici al co oration organized under the laws of the State of Idaho ("City"), and C.J. p rP Rench on behalf of CJRDesign, an assumed business name registered with the State of Oregon "Artist"). (City and Artist may hereinafter be collectively referred to as "Parties.") ( WHEREAS the Cit desires that public art will be a component of the Meridian Split Corridor y . roadwa ro~ect and to that end, the Meridian Arts Commission issued the Call for Artists attached Yp J hereto as Exhibit A, and sought artists' qualifications for undertaking public art projects; WHEREAS, a selection panel, comprised of representatives of the Meridian Chamber of Commerce, the Meridian Arts Commission ("MAC"), the Solid Waste Advisory Commission, Meridian Development Corporation, City staff, and the arts, business, and residential communities, reviewed the res onses to the request for qualifications component of the Call for Artists, and selected p Artist as one of three finalists to create a proposal; WHEREAS, Artist created the proposal for a piece of artwork entitled "Under the Sun and Dreamin ," as set forth in Exhibit B hereto ("Artwork"), and following a public comment period, the g selection anel's evaluation of Artist's proposal, and MAC's recommendation to the Meridian City p Council that Artist's proposal be accepted, the Meridian City Council did adopt such recommendation at its regular meeting on October 1, 2013; and 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 the Artwork, as described and depicted in Exhibit B, and shall install such Artwork at Public Art Location South, the triangular parcel of land at the intersection of Ada and Main Streets in Meridian, Idaho, which parcel is bordered on the north by Ada Street, on the east by Main Street, and southwest by the crossover from Main Street to Meridian Road ("Site"), as such site is generally described on page 4 of the Call for Artists attached hereto as Exhibit A. Design, fabrication, and installation of the Artwork shall comply in all respects with established engineering standards, Idaho Standards for Public Works Construction, and all established policies and ordinances of the City of Meridian and the Ada County Highway District. II. COMPENSATION. A. Total amount. The total payment to Artist for the design, fabrication, and installation of the Artwork shall be $95,000.00. This amount shall constitute full compensation for any and all services, materials, and costs to be performed or furnished by Artist. PROFESSIONAL SERVICES AGREEMENT MERIDIAN SPLIT CORRIDOR PHASE 2 PUBLIC ART PROJECT PAGE 1 of 10 B. Method of payment. Artist shall provide City with an invoice 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 Agreement. Payment of all taxes and other assessments on such sums shall be the sole responsibi]ity of Artist. C. Payment schedule. Artist shall be paid pursuant to the following benchmarks: I. Submission of Detailed Plan: $20,000.00 shall be paid to Artist within thirty (30) days of submission to the City's Project Manager ("PM") of a Detailed Plan for fabrication of the Artwork and installation of the Artwork at the Site, which Detailed Plan shall include: a. Detailed project timeline; b. 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; landscape coordination with the Meridian Parks & Recreation Department; and/or Citizen's Use Permit from the City Clerk's Office; c. Plan for obtaining any and all necessary permits or approvals from Ada County Highway District for the installation of Che Artwork; d. Site plan for the installation of the Artwork; and e. Construction drawings for the Artwork reviewed and stamped by a certified engineer. 2. Fabrication of Artwork: $25,000.00 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 PM. 3. Final Completion: $50,000.00 shall be paid to the Artist within thirty (30) days of Final Completion, which shall be defined as: a. Complete installation of the completed Artwork at the Site, as confirmed by the PM; b. Artist's submission to the PM of a recommended maintenance plan for the .Artwork; c. Execution of a mutually agreed-upon acceptance agreement to include Artist's indemnification of City and the Ada County Highway District 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, as approved by Meridian City Council; and e. Final inspection and approval of the installation of Artwork at the Site by Che PM and by City of Meridian Community Development Services Department, Building Services Division, which may include, at the discretion of the Building Official, independent special testing and/or inspections for structural soundness. III. TIME OF PERFORMANCE. A. Timeline. In addition to the benchmarks set forth in the timeliue prepared by Artist as part of the Detailed Plan, the Parties shall meet the following deadlines: PROFESSIONAL SERVICES AGREEMEMf MERIDIAN SPLIT CORRIDOR PHASE 2 PUBLIC ART PROJECT' PAGE Z Of I ~ 1. By 5:00 p.m., November 22, 2013: Artist shall complete Submission of the Detailed Plan to the PM. The PM shall review, request modifications as necessary, and approve such Detailed Plan, either as submitted or as modified pursuant to mutual agreement, within fow'teen (14) days of receipt thereof. 2. By 5:00 p.m., August 1, 2014: Artist shall complete Fabrication of the Artwork and obtain written approval of same by the PM. The PM shall approve, or approve as modified, such fabrication within fourteen (14) days of Artist's notice of such completion. Prior to issuing approval, the PM shall determine that the Artwork as fabricated is in keeping with Artist's representations as set forth in the proposal set forth in Exhibit B. Non-material design refinements and/or improvements shall be left to the discretion of the Artist. By 5:00 p.m., August 15, 2014: With prior approval and all necessary permits from the Ada County Highway District and/or City, Artist shall cause the installation of the Artwork at the Site, and shall schedule final inspection and approval of the installation thereof by the City of Meridian Community and Development Services Department, Building Services Division; the Ada County Highway Depart,nent; and the PM. Artist shall immediately notify the PM of any delay that occurs or is anticipated affecting the installation. 4. By 5:00 p.m., August 29, 2014: Artist shall be responsible for Final Completion. The PM may extend the date of Final Completion for a reasonable amount of time only if such delay is due to circmnstances and events beyond the control of Artist or pursuant to a written agreement by the Parties. 5. By 11:59 p.m., September 16, 2014: 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 Agreement shall be performed in a timely manner. The Parties acknowledge and agree that time is strictly of the essence with respect to this Agreement, and that the failure to timely perform any of the obligations hereunder shall constitute a breach of, and a default under, this Agreement by the party so failing to perform. C. Inspection. The Artist shall provide the PM and/or City with reasonable opportunities to review the progress of the Artwork to ensure compliance with the timeline, upon PM's request. If during such inspection, or in the course of the approval processes required herein, the PM or City concludes that the Artwork or any portion or component thereof do not conform to the proposal as described and depicted in Exhibit B hereto or as mutually agreed by the Parties in writing, notice of 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 PM's/City's re-inspection, the PM or City 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 oP the Artwork as inspected. PROFESSIONAL SHR VICES AGREEMENT MERIDIAN SPLIT CORRIDOR PHASE 2 PUQLIG AR'i' PRGJEG"r PAGE 3 of ~~ IV. MAINTENANCE AND REPAIR. A. First year 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 year shall replace any defective parts and/or rework any defective craftsmanship in a Timely fashion at no cost to City, except that during such year Artist shall not be required to replace or repair any damage to the Artwork caused by City; by City's agents, employees, visitors, or volunteers; by the Ada County Highway District; or by an act of God. B. Determination of need for repair. At all times, including the first year 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. C. Maintenance, restoration, and repair. 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. CREATION, INTEGRITY, AND OWNERSI-IIP OF ARTWORK. A. Waiver and relinquishment of rights. Between Artist's Final Completion and City's Final Acceptance, Artist shall expressly waive any and all right, title, or interest in the Artwork. Artist understands that this waiver shall include waivers of the exclusive rights of reproduction, adaptation, publication, and display. Artist agrees to relinquish any and all rights, title, and interest to the Artwork developed in connection with this Agreement, and hereby expressly waives any rights Artist has to the Artwork, including, but noC limited to, the rights afforded artists under the Copyright Act of 1976 and Che Visual Arts Rights Act of 1990, Title 17 U.S.C. §§ 101 et seq. Artist understands and agrees that the right of atU-ibution and integrity, as specifically set forth iu 17 U.S.C. § lO6A, aL-e hereby expressly waived except as otherwise provided herein. To the extent that the provisions of this Agreement differ with the Copyright Act of 1976 and Visual Arts Rights Act of 1990, the provisions of this Agreement will govern and any such differences in the rights and duties created thereunder are expressly waived. B. Limited edition. The Artwork shall each be a limited edition of one (1). Artist warrants and represents that the Artwork designed, fabricated, and installed pursuant to this Agreement has never heretofore been designed, fabricated, installed, created, published, or copied and that Artist is the sole creator and owner of all rights in the Artwork and the design thereof. C. Ownership. Upon City's Final Acceptance, the Artwork shall be owned by City. Following Final Acceptance, City may remove the Artwork from the Site and/or move the Artwork to another location, at City's sole election and discretion. D. No copyright. Artist shall not make any claim to the copyright of the Artwork. PROPESSIONAL SERVICES AGREEMENT MERIDIAN SPLIT CORRIDOR PHASE Z PUBLIC AR-r PROJECT PAGE 4 of I U E. Photographs of Artwork by City. City may photographically reproduce the image of the Artwork and all preliminary studies, models and maquettes thereof that have been delivered to and accepted, as City may desire for educational and public information proposes. Where practicable and to the extent of City's authority, Artist shall be acknowledged on each such photographic reproduction to be the creator of the original subject thereof, provided that photographic reproductions of preliminary studies, models and maquettes shall not be identified as or represented to be the finished Artwork. F. Photographs of Artwork by Artist. Artist may photographically reproduce the image of the Artwork and all preliminary studies, models and maquettes thereof, as Artist may desire for marketing, educational and public information purposes. Where practicable, Artist shall acknowledge on each such photographic reproduction the location of such Artwork, provided thaC reproductions of preliminary studies, models and maquettes shall not be identified as or represented to be the finished Artwork. G. Models of Artwork. City shall at no time create any model, maquette, replica, copy, or any other three-dimensional reproduction of Artwork or any component thereof for any purpose without first entering into a mutually agreed-upon written agreement with Artist governing the creation, use, and/or sale of such model, maquette, replica, copy, or reproduction. Upon Final Completion, Artist shall not create any new model, maquette, replica, copy, or any other three- dimensional reproduction of Artwork or any component thereof for any purpose without first entering into a mutually agreed-upon written agreement with City governing the creation, use, and/or sale of such model, maquette, replica, copy, or reproduction. This provision shall not prevent Artist's creation of any model or mock-up for purposes of designing and/or engineering Artwork prior to Final Completion. H. Alteration of Artwork. if any alteration occurs to the Artwork after installation, whether intentional or accidental and whether caused by City or others, upon written request of Artist, such P.rtwork shall no longer be represented to be the work of Artist. Other than as specified herein, Artist specifically waives the right to claim any other remedy concerning the alteration of the Artwork as provided for under Idaho or federal law, whether by statute or otherwise. I. Use of City name. City hereby conveys to Artist permission to use City's name in all forms and media and in all manners, including, but not limited to, exhibition, display, advertising, trade, and editorial uses, without violation of City's rights of privacy or any other rights City may possess in connection with its commission and purchase of the Artwork. J. Removal from display. City shall have the right to remove the Artwork from public display. In the event that City determines that the Artwork or either component thereof shall be sold, Artist shall be provided the first right of refusal to purchase the Artwork or such component from City. Should Artist choose to purchase the Artwork pursuant to this provision, the price of Che Artwork shall be the fair market value thereof, This provision shall expire upon the death of Artist and shall not be extended to Artist's estate unless City so elects. K. Subcontracting or assignment of obligations. Artist shall not subcontract or assign any of Artist's obligations under this Agreement that require or that may require Artist's artistic talent or expertise. Artist may subconhact or assign obligations that do not require Artist's artistic PROFESSIONAL SERVICES AGREP,MENT MERIDIAN SFLPP CORRIDOR PHASE 2 PUELIG ART PRO/ECT PACE S of ~ O talent or expertise, including, but not limited to, such obligations as transport and installation of the Artwork, and other obligations as outlined in Artist's proposal as set forth in Er/iibit B. Any and all subcontractors or assignees shall be bound by all the terms and conditions of this Agreement. VI. INDEMNIrICATION. WAIVER, AND INSURANCE. A. Indemnification. Artist shall indemnify, save, and hold harmless the City and any and all of its employees, agents, volunteers, and/or elected officials from any and all losses, claims, and judgments for damages or injury to persons or property, and from any and all losses and expenses caused or incurred by Artist or Artist's servants, agents, employees, guests, and/or business invitees, occurring before City's Final Acceptance of The Artwork. B. Waiver. Artist waives any and all claims and recourse against City, including the right of contribution for loss and damage to persons or property arising from, growing out of, or in any way connected with or incident to Artist's performance of this Agreement, whether such loss or damage may be attributable to known or unknown conditions, except for liability arising out of coneun-ent or sole negligence of City or its officers, agents or employees. C. Insurance to be obtained by City. City shall obtain all necessary property and commercial general liability insurance as may be required in order to protect its insurable interests for its rights and obligations described within this Agreement. Upon City's Final Acceptance of the Artwork, City shall obtain property insurance for the Artwork. D. Insurance to be obtained by Artist. Artist shall obtain and shall maintain, at Artist's own expense, from the Effective llate of this Agreement through City's Final Acceptance of the Artwork, each and all of the following: General liability insurance. General liability insurance with a limit of not less than one million dollars ($1,000,000.00) per each occurrence, combined single limit bodily injury and property damage, covering the actions and omissions of Artist and her employees, agents, and/or workers in fabricating, transporting, and installing the Artwork and/or components or materials thereof, including coverage for owned, non-owned, and hued vehicles, as applicable. 2. Workers' compensation insurance. Artist shall obtain and shall maintain, at Artist's own expense, from the Effective Date of this Agreement through City's Final Acceptance of the Artwork, and throughout the course of this Agreement, workers' compensation insurance, in an amount required by Oregon or Idaho law, whichever is higher, to cover any and all persons employed by Artist. Insurance of Artwork. Before commencing fabrication of the Artwork, Artist shall procure and maintain, at Artist's awn expense, from the Effective Date of this Agreement through City's Final Acceptance of Artwork, insurance on the Artwork in an all-risk form with limits of not less than one hundred thousand dollars ($100,000), and any deductible not to exceed five hundred dollars ($500) each loss, with any loss payable to City. Artist agrees PROFESSIONAL SnRVICHS AGRF.P.MENT MERIDIAN SPLrr CORRIDOR PHASE Z PUQLIC AR'r PROTECT PAGE 6 Of I O to bear all risks of loss of and/or damage to the Artwork until City's Final Acceptance of Artwork. E. Proof of insurance. Artist shall provide to City, within seven (7) days of the Effective Date of this Agreement, written proof that Artist has obtained all insurance required hereunder. If any change is made to any insurance policy or coverage required under and/or obtained pursuant to this Agreement, Artist or Artist's insurance agent shall notify City immediately. F. Insurance to be obtained by Artist's subcontractors. Artist shall require any and all subcontractors employed or utilized in the course and scope of the obligations described in this Agreement to obtain and maintain general liability insurance and workers' compensation insurance in the amounts described herein. Artist shall provide to City, within twenty-four (24) hours of hiring or engaging any subcontractor, written proof that her subcontractors have obtained all insurance required hereunder. G. No cancellafion without notice. On all insurance policies required under this agreement, such policies shall provide that they may not be cancelled or reduced in coverage except upon thirty (30) days advance written notice to all Parties. Any cancellation of insurance without appropriate replacement in the amounts and terms set forth herein may constitute grounds for termination of the contract- VII. TERMINATION. A. Termination for cause. If City determines that ArtisC has failed to comply with any term or condition of this Agreement, violated any of the covenants, agreements, and/or stipulations of this Agreement, falsified any record or document required to be prepared under this Agreement, engaged in fraud, dishonesty, or any other act of misconduct in the performance of this Agreement; or if either Party willfully or negligently defaults in, or fails to fulfill, its material obligations under this Agreement; the other Party shall have the right to terminate the Agreement by giving written notice to the defaulting puty of its intent to terminate, and shall specify the grounds for termination. The defaulting party shall have thirty (30) days after receipt of such notice to cure the default. If the default is not cured within such period, this Agreement shall be terminated upon mailing of written notice of such termination by the terminating party. Default by City. In the event of termination for non-performance or default by City, City shall compensate Artist for work actually completed by Artist prior to the date of written notice of termination and any additional services and materials actually performed or supplied prior to the date of written notice of termination, less payments of compensation previously made, not to exceed the total amount of compensation allowed hereunder. 2. Default by Artist. In the event of termination for non-performance or default by Artist, except that caused by the death or incapacity of Artist, all finished and unfinished drawings, photographs, plans, timelines, and/or any and all other work products prepared and submitted or prepared for submission under this Agreement shall, at City's option, become City's property. Notwithstanding this provision, Artist shall not be relieved of any liability for damages sustained by City att-ibutable to Artist's default or breach of this Agreement. PROPESSIONAL SERVICES AGRHEM EN"f MERIDIAN SPLIT CORRIDOR PHASE Z PUBLIC ART PRO)F.CI' PAGE ~ of t 0 City may reasonably withhold payments due until such time as the exact amount of damages due to City from Artist is determined. Artist shall not be relieved of liability to City for damages sustained by City by virtue of any breach or default of this Agreement by Artist. This provision shall survive the termination of this Agreement and shall not relieve Artist of liability to City for damages. B. Termination without cause. City may terninate this Agreement for any reason at any time by providing fom'teen (14) days notice to Artist. C. Termination upon death or incapacity of Artist. This Agreement shall automatically terminate upon the death or incapacity of Artist. In the event of termination caused by the death or incapacity of Artist, all finished and unfinished drawings, photographs, plans, timelines, and/or any and all other work products prepared and submitted or prepared for submission under this Agreement shall, at City's option, become its property, and the right to fabricate and/or complete fabrication of the Artwork shall pass to City. Notwithstanding this provision, ^either Artist nor Ar'tisC's estate shall be relieved of any liability for damages sustained by City attributable to At'tisC's default. City may reasonably withhold payments due to Artist or to Artist's estate until such time as the exact amount of damages due to City from Artist or Artist's estate is determined. Artist shall not be relieved of liability to City for damages sustained by City by virtue of any breach or default of this Agreement by ?,mist. This provision shall survive the termination of this Agreement and shall not relieve Artist or Artist's estate of liability to City for damages. D. Non-waiver of breach. A waiver of any breach or default of any provision of this Agreement shall not be construed as a waiver of a breach of the same or any other provision hereof. VIII. G1'/NERAL PROVISIONS. A. Permitting and inspection. Artist shall obtain 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; landscape coordination with the Meridian Parks & Recreation Department; and/or Citizen's Use Permit from the City Clerk's Otfice. B. Relationship of Parties. It is the express intention of Parties that Artist is an independent contractor and neither Artist nor any officer, employee, subcontractor, assignee, or agent of Artist shall be deemed an employee, agent, joint venturer, or partner of City in any manner or for any purpose. Nothing in this Agreement shall be interpreted or construed as creating or establishing the relationship of employer and employee between Artist and City or between Artist and any oftlcial, agent, or employee of City. Both parties acknowledge that Artist is not an employee of City. Artist shall retain the right to perform services for others during the term of this Agreement. Specifically, without limitation, Artist understands, acknowledges, and agrees: 1. Artist is free from actual and potential control by City in the provision of services under this Agreement. 2. Artist is engaged in an independently established trade, occupation, profession, or business. PROFESSIONAL SERVICES AGREEMBN'I' MERIDIAN SPLIT CORRIDOR PHASH Z. PUBLIC ART PROJECT' PAGE S of IO 3. Artist has the authority to hire subordinates. 4. Artist owns and/or will provide all major items of equipment necessary to perform services under this Agreement. C. Compliance with law. Throughout the course of this Agreement, Artist shall comply with any and all applicable federal, state, and local laws. D. Non-Discrimination. Throughout the course of this Agreement, Artist shall not discriminate against any person as to race, creed, religion, sex, age, national origin, sexual orientation or any physical, mental, or sensory handicap. E. Entire Agreement. This Agreement constitutes the entire understanding between the Parties. This Agreement supersedes any and all statements, promises, or inducements made by either party, or agents of either party, whether oral or written, whether previous to the execution hereof or contemporaneous herewith. The terms of this AgreemenC may not be enlarged, modified or altered except upon written agreement signed by both parties hereto. F. Costs and attorneys' fees. If either party brings any action or proceedings to enforce, protect or establish any right or remedy under the terms and conditions of this Agreement, the prevailing party shall be entitled to recover reasonable costs and attorneys' fees, as determined by a court of competent jurisdiction, in addition to any other relief awarded. G. Agreement governed by Idaho law. The laws of the State of Idaho shall govern the validity, interpretation, performance and enforcement of this Agreement. Venue shall be in the courts of Ada County, Idaho. H. Cumulative Rights and Remedies. All rights and remedies herein enumerated shall be cumulative and none shall exclude any other right or remedy allowed by law. Likewise, the exercise of any remedy provided for herein or allowed by law shall not be to the exclusion of any other remedy. I. Interpretation. Words of gender used in this Agreement shall be held and conshued to include any other gender, and words in the singular shall be held to include the plural and vice versa unless the context otherwise requires. The Agreement and the captions of the various sections of this Agreement are for convenience and ease of reference only, and do not define, limit, augment or describe the scope, context or intent of Chis Agreement or any part or parts of this Agreement. J. Severability. If any provision of this Agreement is found by a court of competent jurisdiction to be illegal, invalid, or unenforceable, the remainder of this Agreement shall not be affected. K. Successors and Assigns. All of the terms, provisions, covenants and conditions of this Agreement shall inure to the benefit of, and shall be binding upon, each party and their successors, assigns, legal representatives, heirs, executors, and administrators. PRONBSSIONAL SHRVICES AGREEMEN'T' MERmIAN SPLIT CORRIDOR PHASE Z PUBLIC ART PROJECT PAGE 9 Of I ~ ' nand all notice re uired to be provided by either of the Parties hereto, unless L. Notice. A y q ed in this A reement, shall be in writing and shall be deemed communicated upon otherwise stat g mailing by United States Mail, addressed as follows; Artist: PM: C.J. Rench Max Jensen RDesi n Public Works Department, Engineering Division CJ g 1457 Barker Road 33 E. Broadway Ave. Hood River OR 97031 Meridian ID 83642 (541) 399-3830 (208) 489-0344 cjrdesign@gorge.net mjensen@meridiancity.org Either party may change her/its address for the purpose of this provision by giving written notice of such change in the manner herein provided. M. Exhibits. All exhibits to this Agreement are incorporated by reference and made a part of hereof as if the exhibits were set forth in their entirety herein. N. Cit Council approval required. The validity of this Agreement shall be expressly y conditioned u on City Council action approving the Agreement. Execution of this Agreement p b the ersons referenced below prior to such ratification or approval shall not be construed as y p proof of validity in the absence of Meridian City Council approval. ~ ~ a of IN WITNESS WHEREOF, the parties hereto have executed this Agreement on the d y -9c~ehe~; 2013. ARTIST: STATE OF OREGON ) ~`~ ~ ) ss: .. County of ~ ) ,~~ I HEREBY CERTIFY that on this day of ; 2013, ..Rench, JRDesign ~~ before the undersigned, a Notary Public in the State of Oregon, personally appeared C.J. Rench, proven to me to be the person who executed the said instrument, and acknowledged to me that she executed the same. IN WITNESS WHEREOF, I have hereunto set my hand and affixed my official seal, the day and year in t ' ertif' fi o written. OFFICIALS Nota Public for regon ~, BRAD P R ~~ Residing at ~¢ ~ f `~1'~'°~r, Orego YNLICK .3 / NOTARY PUaL.IC_~REG My Commission Expires: ~ ~ l COMMISSION N0.4693ON MY COMMISSION ~XPIRES~U 81 LY 18, 2016 CITY OF MERIDIAN: '+ ' r By. ~~ _ Attes Tamm d erd, Mayor ~~ ~~~ t , ~:~~~ ~,z~ J ce olman, City Clerk y ,.., . ~~ _~ _~ , ~~p~~ r~ ~~~~ ~ ~ r,, ~.~~~ ,~ , ~~E~he iR~~~,J~ PROFESSIONAL SERVICES AGREEMENT MERIDIAN SPLIT CORRIDOR PHASE 2 PUBLIC ART PROJECT PAGE 10 of 10 EXHIBIT A CALL FOR ARTISTS Meridian ~ Commission Call for Artists -RFQ + RFP Meridian Split Corridor Phase 2 Public Art Project OVERVIEW: The Meridian Split Corridor Phase 2 Public Art Project intends to create vitality and a sense of place by placing engaging works of art on two parcels bookending the City of Meridian downtown core, in conjunction with the Ada County Highway District (ACRD}'s Meridian Split Corridor Phase 2 (MSC2) roadway project. This Call for Artists is a two stage process. The first stage is a request for qualifications (RFQ), in which the Meridian Arts Commission (MAC) invites artists to submit general qualifications for the design, fabrication, and installation of public art. The second stage is a request for proposals (RFP), in which up to three (3) qualified finalists will be invited to submit proposals for the MSC2 Public Art Project. LOCATIONS: There are two locations designated for public art -the first on the southwest corner of Ada and Main Streets, and the second on the southeast corner of Main Street and Fairview Avenue. The attached schematics illustrate parcel locations and dimensions. PROJECT DESCRIPTION: The artwork must promote environmental responsibility and sustainability, particularly as to recycling efforts and wise use of energy and other resources, and should incorporate recycled, reused or repurposed materials. The artwork should also take into account Meridian's history, character, and values, as well as existing aesthetic improvements along Main Street. The artwork must be appropriate for the project site, and its design, regardless of material or medium, may not create an unsafe distraction to vehicular traffic. The artwork must be located a safe distance from curbs and roadways and must conform to all applicable City and ACRD ordinances and policies, including building and sign codes. Please note that while the north site may be accessed by pedestrians, the south site has no sidewalks, and is not intended to be accessed by pedestrians; the artwork at the south site should be of an appropriate scale and design to be appreciated by moving vehicular traffic. Limited water and electrical utilities are planned for both sites. The City of Meridian will collaborate with the selected artist to design landscaping of the sites that will compliment the artwork. ELIGIBILITY: Artists who are eighteen (18) years or older and living full time in Idaho or a state contiguous to Idaho (Washington, Oregon, Nevada, Utah, Wyoming, or Montana) are eligible to respond. This project is open to applicants regardless of race, gender, sexual orientation, religion, nationality, or disability. Teams of artists, designers, and/or engineers are welcome to apply. Incomplete, ineligible, or late submissions wilt be deemed ineligible and will not be considered. BUDGET: A budgeted amount of $75,000 is currently available for the selected artist's commission, which amount includes materials, fabrication, and installation. The final budget may be higher. PROCESS: The evaluation and selection process will generally occur as follows; dates are subject to change as may be necessary due to scheduling issues or other circumstances. Call for Artists -Meridian Split Corridor Phase 2 Public Art Project Page 7 of 6 1. RFQ open. To be considered for this project, eligible artists must submit the following materials to MAC by 5:00 p.m. on Friday, February 1, 2013: a. One-page cover letter including current contact information and references; b. Resume, no more than two pages in length; c. Ten (10) digital images (200 dpi; .jpg format) representative of artist's work on CD, DVD, or thumb drive; and d. Image catalog, including titles, dimensions, media, and dates of originals. Materials submitted will not be returned; do NOT submit original artwork. The City of Meridian is a public agency: any information submitted is subject to release to the public as required by Idaho Public Records Law. 2. Finalists selected. By Friday, February 8, 2013, the Selection Panel wilt convene and evaluate all responses to the RFQ. Following evaluation, the Selection Panel may select up to three finalists, or may re-open the RFQ. Selection criteria will include: a. Artistic quality of work represented in images; b. Appropriateness of experience/expertise for proposed project sites; and c. Professionalism and artistic experience represented in resume. The Selection Panel may include representatives from MAC, ACHD, City elected officials and staff, Meridian Development Corporation, and business and residential communities, as welt as arts professionals. 3. RFP open to finalists. The selected finalists wilt be invited to prepare proposals in response to this RFP. A stipend of $1,000 for preparation of the proposal will be available to each finalist upon execution of a written agreement with the City and submission of a completed W-9 form. To respond to the RFP, finalists must submit alt of the following materials to MAC by 5:00 p.m. on Monday, May 13, 2013: a. Narrative; b. Budget; c. Drawing or model in a professional format suitable for public viewing; and d. Material samples. 4. Preliminary evaluation of proposals. By Friday, May 17, 2013, the Selection Panel will convene to conduct a preliminary evaluation of the finalists' responses to the RFP. Following this evaluation, the Selection Panel may forward the proposals for public input, or may recommend that the RFQ or RFP be reopened. Preliminary evaluation criteria will include: a. Quality of proposal; b. Appropriateness and safety of proposed artwork for project site(s); c. Incorporation of recycled, reused or repurposed materials; d. Reflection of Meridian's commitment to environmental responsibility and sustainability; e. Consistency with Meridian's history, character, and values; f. Consistency with existing aesthetic improvements along Main Street; and g. Contribution to aesthetic and cultural vitality and sense of place. 5. Public input collected. As determined by the Selection Panel, the finalists' proposals wilt be put on public view and comments will be collected at locations in the Meridian community from Monday, May 20 to Friday, June 21, 2013. Call for Artists -Meridian Split Corridor Phase 2 Public Art Project Page 2 of 6 6. Final evaluation of proposals; artist selected. By Friday, June 28, 2013, the Selection Panel wilt convene to make its final evaluation of all responses to the RFP. Following evaluation, the Selection Panel may recommend selection of one proposal, or that the RFQ or RFP be reopened. Evaluation criteria wilt include the criteria set forth above, as welt as public input submitted regarding the proposals. The Selection Panel will forward its recommendation to MAC for consideration on Thursday, July 11, 2013. MAC may accept or modify such recommendation and forward its recommendation to Meridian City Council. Meridian City Council will consider such recommendation in making the final decision on Tuesday, July 16, 2013. Selected artist(s) and finalists not selected wilt be notified of the decision by Friday, July 19, 2013. 7. Selected proposal installed. Following selection, the selected Artist will fabricate and install the artwork, in accordance with a written agreement with the City, and with the project's final budget and timeline. A budgeted amount of $75,000 is currently available for the selected artist's commission, which amount includes the cost of engineering, materials, fabrication, and installation of the artwork. The final budget may be higher. PROJECT TIMELINE: December 12, 2012 Call to Artists (RFQ/RFP) issued February 1, 2013, 5:00 p.m. Deadline for submission of responses to RFQ By February 8, 2013 Selection Panel evaluates RFQ responses, selects finalists February 11, 2013 Finalists notified, invited to respond to RFP February 20, 2013, 5:00 p.m. Deadline for finalists' signed agreement with City and W-9 form May 13, 2013, 5:00 p.m. Deadline for submission of finalists' proposals By May 17, 2013 Selection Panel preliminary evaluation of finalists' proposals May 20-June 21, 2013 Public input regarding finalists' proposals By June 28, 2013 Selection Panel final evaluation, recommendation on proposals July 11, 2013 Selection Panel report to MAC; MAC decision/recommendation July 16, 2013 MAC recommendation to City Council; City Council final decision By July 19, 2013 Selected artist and not-selected finalists notified of decision July 31, 2013, 5:00 p.m. Deadline for selected artist's signed agreement with City August 2013-May 2014 (approx .)Fabrication May 2014 (approx.) Installation This timeline is subject to change. Submitted materials must be physically received by MAC, at the address below, by 5:00 p.m., on specified deadlines. Responses that are postmarked or en route, but not received, by specified deadlines will be considered late and will not be considered. Artists wilt receive all notification by letter sent via U.S. Mail. CONTACT: Mail or deliver applications to: Questions, via a-mail: Thank you for your interest! Meridian Arts Commission Attn: Emily Kane 33 E. Broadway Avenue, Suite 308 Meridian, Idaho 83462 Emily Kane ekane~meridi ancity. org Call for Artists -Meridian Split Corridor Phase 2 Public Art Project Page 3 of 6 ~~~~ C~m~aec~ ~o~ a~c~~~a~n~ ~_%I~i a IDIAN Caff for Artists -Meridian Split Corridor Phase 2 Aubfic Art Project Page 4 of 6 i 3nN~n~ ~~inai~~ .. ,, --,;,~ - -~a-~ i o p, _ _ ~ - 1 ..:_ _ - - - - - - - :. j / '- v ~. ~ f i ~ , ~ ~ _ ~ ~'~ ~r J I _ r ~ ~ r~ I ~+ l 4 ~ ~~ ~ ~~ tJ~ ~ :r.y ~ ~ I ~ ~ ~ ~ ~ ~-• s 1 :~ ,..~ ~ ~ '~ ~ ' r A Ca(( for Artists -Meridian Split Corridor Phase 2 Public Art Project Page 5 of 6 i ?I 133~i1~ '~~~' _ ~ :, ~: -~-. r' ~ ti~ rtif i N~ +1~~ ~~ I ~ i ---+ .7~ !"~ •.y l.. -~ a I ~ I /; ~ E' i--i ~' I t--w ~ I II~ a I•,i k ~, w .I . .. i ~ . ~ ~~.~~ ,.,`~ ` ~~ ~ C7 i~~. `` , `I~ W ~ `~~ ~ e ~ I ~~ ~5 ra I - -- ..~-~--~.~ ff-`a-Ye-I 4e- ~ e_~s_ _ ._-~-- - -4'~ va L ~~4 - \'~55 ~ . I ~ .., ~F l U ' ,'~~~~ 'fl t ~. I r 1~ 1 133M1S ~N171 ~. ~, ~~. ,, ' f, 1 f ~~_ { r W 1 w 1 H V7 f,~ __. 7J. -- - ~r I 4 ~?~ -_.~ _ Ca!( for Artists -Meridian Split Corridor Phase 2 Public Art Project Page 6 of 6 EXHIBIT B ARTIST' S PROPOSAL 541 -399-3830 CJRDESIGNSTUD[O.COM "Under the Sun and Dreaming" Art- proposed by C.J. Rench - CJRDesign - 541.399.3830 www.cjrdesignstudio.com 1457 Barker Rd. Hood River, Oregon 97031 c' ~cji_designstudio.coni Concept Statement: Cities, at their best, help shape the next story of the state in which it resides. They are full of history and of new promises. "Under the Sun and Dreaming" captures Meridians past and present, the abstract elements within the sculpture -birds of prey, open skies, orchards, recreation, abundant sun, and a strong connection to natural resources are easily recognizable, playful in nature and visually balanced. "Under the Sun and Dreaming' draws on not only the historical past but also the cultural present and invites viewers to re-visit in their own imaginations what Meridian is, was and will can become. Forms, Color & Meaning: "Under the Sun and Dreaming" will be a twenty-seven-piece monumental stainless steel sculpture standing thirteen feet tall and twenty feet wide. Borrowing from Meridians past and present, the abstract elements within the sculpture - birds of prey, open skies, orchards, recreation, abundant sun, and a strong connection to natural resources are easily recognizable and playful in nature. The colors will be the reflections of the natural sw•roundings and light of the day off the textured stainless steel. Project Details: sustainability /recycling: Indirectly the sculpture touches on the themes of sustainability and recycling by highlighting all the wonderful natural elements of the area, thus reminding the viewers of the importance of maintaining our natural resources. With recycling being a key element of the Meridian project, combine with our commitment to sustainability, we will use a minimum of 10% and up to 30% recycled stainless steel to complete the fabrication of the sculpture. Materials Stainless steel is the chosen material for "Under the Sun and Dreaming" for it's timeless artistic quality, it's maintenance free aspect and it's proven record in public sculpture. We will use a minimum of 10% and up to 30% recycled stainless steel to complete the fabrication of the sculpture. • 12 & 16 Gauge Stainless steel. • Internal engineering forms stainless & mild steel TBD. • If I{inetic movement is executed it will be done with tht•ust bearings. Construction: • All forms wilt be constructed out of stainless steel in hollow form manner with internal supports for engineering. • The mounting will be a slip-on mount (via a hoist) with all the mounting hard-wear hidden from view once the installation is completed. • All fabrication done in CJRDesign Hood River studio. Finish: • Each form will be textured to follow the lines of the forms. 'thus creating various textures and movement in the sculpture. ° At CJRDesign if color is used we use a two-part hi polymer epoxy finish. This is the only way we can have confidence in Che longevity and UV resistance of our wm-ks. We pride ourselves on providing our customers long term maintenance free works of art! Approximate Size /Weight: The sculpture will be approximately 13' feet tall and 20'+ feet wide with the thickness of the forms ranging from 18" to 26"inches. Approximate weight 420001bs total. Location: Taking a long look at both the North and South sites that are available for placement of art. I decided to focus on the main entrance, the South site, for a few reasons. One, the North site would not have the overall "Wow' impactor be viewable from multiple sides as the South site will have. Second, a sculpture designed at the proper scale to fit the North site will certainly create a visual barrier and a distraction to the drivers. Finally the orientation to the sun at the North site also leaves a sculpture continually back lit and unfortunately the best view from the neighboring parking lot. • Looking at the site and potential I feel it is more important to place a monumental iconic sculpture that can spotlight the arts and culture of Meridian and continue to introduce visitors and locals alike to all that Meridian has to offer. Landscaping: The sculpture, by its shear size, lends itself to either zero-scaping, native planting or minimal landscape for better sustainable water conservation. The landscape 1 would propose for the site would be a few berms and mounds carefully placed to frame and or possibly lift the sculpture. Site Prep: CJRDesign will • Identify any and all plantings that need to be moved or removed by the city or landscapers. • Identify (with help from the City) the location and angle of the cement- mountingpad. • Engineer and have the cement pads and mate mounting pipes set in place. • Provide the City the necessary engineering for the pad or pads to be poured. Maintenance: Using stainless steel provides an extremely durable and low maintenance finish with strong stain resistance. When the shine or finish start to loose the sparkle [recommend using a Zepp stainless steel cleaner found at most home stores like Home Depot. Just spray this onto all the stainless steel and then wipe off with a soft towel. • One of the many reasons I like to use the Zepp is it leaves an oily coating on the sculpture and this is a great deterrent for people that think climbing nn the art is a good idea. • Tagging: if the Stainless steel gets tagged with paint or some other suhstance, you can simply use Acetone to remove the marks and then clean again with a Stainless cleaner. • Subcontractor/Supplier? Professional Services List: • Engineering -All Structures Engineering, Taggard OR, • Laser Cutting - B& B Steel Canby, OR. • Misc. Materials -Alaskan Copper /American Steel • Crane /Hoist rental - TBD (local preferred) Possible Timeline: Mid July 2013 Sept. 2013 Nov.-Dec. 2013 Spring 2014 May 2014 Contract Signed* First invoice (50% budget) First payment received Final Design & Engineering, **Materials ordered and purchased. Receive materials /Begin Fabrication. Mid fabrication photos sent * receive second payment (30% budget) Site Prep/work with the city on the bases or pedestals. Delivery & Installation Final Invoice (20% budget) Final payment received and Dedication. *Timeline is contingent on signing of contract & first payment. If either of these events is delayed, our schedule will delay accordingly. **Materials and Engineering will be ordered and purchased only after first payment is received. Selection Committee: Design and scale: As I set out to develop a sculpture for the Split Corridor project, I wanted to design a work that would place the arts and culture of Meridian in the national spotlight. A monumental community valued sculpture that would be iconic for the city of Meridian and quickly bring Meridian equal to or above much bigger cities showing its commitment to arts and culture. I believe a monumental work as complex, unique and timeless as "Under the Sun and Dreaming" can accomplish these lofty expectations. Dimensionally: Each form will have much more dimensionality then I can make in a small flat model. I'll try to explain, as you look at the top horizontal form of the skyline and wind, when this is built it will look more like a ribbon where the tail crosses over the top of the length, so it will not be one flat surface like the model. Many other forms are built out this way also. Open option 1; I{inetic? Looking over the sculpture there are a few possibilities for kinetic elements, if you as the committee feel it will not be a distraction for the drivers. The bird of prey on the left side and or the cloud could he kinetic. These elements would spin in a breeze and can both be done with-in the budget. I don't feel this would be distracting to the drivers but it would add a level of interaction with the sculpture always changing. I leave this decision up to you. Open option 2: Color? Whi[e designing the sculpture I picked stainless steel for the piece for a few reasons. Zero maintenance, no fading or touch up, easily cleaned when tagged. • Exciting, constantly changing reflections all year long. • Timeless presentation with a richer more expensive look. However, if as a committee you feel that a few or all the pieces would fit Meridian better as a color this is absolutely possible. We can paint one, two, three or all pieces, one or• multiple colors. This is all possible also with-in the budget and is up Co you, Thank you for allowing me to be part of this process, I hope you enjoy "Under the Sun and Dreaming" as much as I enjoyed designing a piece specifically for my old home area. Enjoy! My Best G~ X 20' wide $42,000.00 $150.00 $500.00 . $5,280.00 541 -399-3~3® CJR®ESIGt~ISTU ~I~.COM