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2017-01-17
Meridian City Council Meeting Agenda Tuesday, January 17, 2017 – Page 1 of 3 All materials presented at public meetings shall become property of the City of Meridian. Anyone desiring accommodation for disabilities related to documents and/or hearing, please contact the City Clerk’s Office at 888-4433 at least 48 hours prior to the public meeting. 1. City Council Chambers 33 East Broadway Avenue Meridian, Idaho Tuesday, January 17, 2017 at 6:00 PM 1. Roll-Call Attendance X Anne Little Roberts O Joe Borton X Ty Palmer X Keith Bird __X___ Genesis Milam __X___ Luke Cavener O Mayor Tammy de Weerd 2. Pledge of Allegiance by Cub Scout Troops 153 & 306 3. Community Invocation by David Duron with Meridian First Baptist Church 4. Adoption of the Agenda Adopted as amended 5. Consent Agenda Approved A. Approve Minutes of January 3, 2017 City Council Regular Meeting B. Final Plat for Jump Creek Subdivision No. 2 (H-2016-0134) by Trilogy Idaho Located 5335 N. Black Cat Road C. Findings of Fact, Conclusions of Law for Dorado Subdivision (H-2016-0131) by Jake Wylie Located 2490 and 2976 E. Overland Road D. Findings of Fact, Conclusions of Law for Una Mas (H-2016-0132) by Chad Olsen Located Southwest Corner of N. Records Avenue and E. Tecate Lane E. Final Order for Southridge Subdivision No. 3 (H-2016-0133) by Corey Barton Homes, Inc. Located Southwest Corner of S. Linder Road and W. Overland Road F. Brighton Investments LLC Sanitary Sewer and Water Main Easement within Paramount Square Apartments G. Addendum to the Water Right Transfer Application Agreement with Nampa & Meridian Irrigation District CITY COUNCIL REGULAR AMENDED MEETING AGENDA Meridian City Council Meeting Agenda Tuesday, January 17, 2017 – Page 2 of 3 All materials presented at public meetings shall become property of the City of Meridian. Anyone desiring accommodation for disabilities related to documents and/or hearing, please contact the City Clerk’s Office at 888-4433 at least 48 hours prior to the public meeting. H. Acceptance Agreements for Display of Artwork in Initial Point Gallery, Meridian City Hall between City of Meridian and: Tim Allen, February 2017 Paula Ryan, February 2017 Cyndy Lounsbury, March 2017 Sherri Stehle, March 2017 Cindy Gillett, April 2017 Christina Karras, April 2017 David Knoecklein, April 2017 Joyce Green, May 2017 Naomi Elton, May 2017 Carol Smith, May 2017 Jane Wilson, May 2017 Dyan Ferren, June 2017 Kim Lock, June 2017 Lauri Borer, July 2017 Josephine Forrester, July 2017 Carol Johansen, August 2017 Jessica Tookey, September 2017 Edie Schutte Martin, September 2017 Plein Air Painters of Idaho, October 2017 Betty Hayzlett, October 2017 Ben & Celina Innocent, November 2017 Joni Frey, December 2017 I. In Accordance with the Cost Share Permit Previously Approved by City Council, Approve the Not-To-Exceed Amount of $88,742.34 to pay Ada County Highway District (ACHD) for Street Light Improvements Constructed by Knife River Corporation for the Frontage of Settlers Park on Ustick Road and Meridian Road. ACHD Projects 513038, 313039, 512008 and City Of Meridian Project 10432 J. Award of AIA Agreement to Kreizenbeck Constructors for the STOREY PARK RESTROOM ADA UPGRADES project for a Not-To-Exceed amount of $64,451.00 K. Approval of Award of Task Order 10708.a and Agreement to Murray, Smith and Associates, Inc. for the “Pine Avenue Water Main Replacement and Sewer Extension from Meridian Rd to W 3rd St” project for a Not-To-Exceed amount of $54,336.00 L. Amended onto the agenda: Approval of Award of Bid and Agreement to Knife River Corporation Northwest for the “BLACK CAT TRUNK SEWER – PHASE 5 CONSTRUCTION” project for a Not-To-Exceed amount of $405,705.85 Meridian City Council Meeting Agenda Tuesday, January 17, 2017 – Page 3 of 3 All materials presented at public meetings shall become property of the City of Meridian. Anyone desiring accommodation for disabilities related to documents and/or hearing, please contact the City Clerk’s Office at 888-4433 at least 48 hours prior to the public meeting. 6. Items Moved From the Consent Agenda None 7. Action Items Land Use Public Hearing Process: After the Public Hearing is opened the staff report will be presented by the assigned City planner. Following Staff’s report the applicant has up to 15 minutes to present their application. Each member of the public may provide testimony up to 3 minutes or if they are representing a larger group, such as a Homeowners Association, they are allowed 10 minutes. The applicant is then allowed 10 additional minutes to respond to the public’s comments. No additional public testimony is taken once the public hearing is closed. The City Council may move to continue the item for additional information or vote to approve or deny the item with or without changes as presented. The Mayor is not a member of the City Council and pursuant to Idaho Code does not vote on public hearing items, unless to break a tie vote. A. Public Hearing for Firenze Plaza (H-2016-0102) by Sharryn Ann Clark and David L Clark Located at the Northwest Corner of East Amity Road and South Eagle Road Approved 1. Request: Amendment to the Comprehensive Plan Future Land Use Map to change the Land Use Designation on 26.81 Acres of Land from Low Density Residential to Mixed Use Community 2. Request: Annexation and Zoning of 40.38 Acres of Land from RUT to C -C (16.33 acres) and R-8 (24.05 acres) Zoning Districts 3. Request: Preliminary Plat Consisting of 11 Commercial Lots, Two (2) Common Lots and One (1) Right-Of-Way Lot on 16. 33 Acres in the Proposed C-C Zoning District 8. Department Reports A. Update on Emergency Operations in Response to Storm Event 9. Future Meeting Topics Adjourned at 9:28pm Meridian City Council January 17, 2017 A meeting of the Meridian City Council was called to order at 6:00 p.m., Tuesday, January 17, 2017, by Keith Bird. Members Present: Keith Bird, Genesis Milam, Luke Cavener, Ty Palmer and Anne Little Roberts. Members Absent: Mayor Tammy de Weerd and Joe Borton. Others Present: Bill Nary, C.Jay Coles, Jaycee Holman, Bruce Chatterton, Josh Beach, Kyle Radek, Scott Colaianni, David Jones, Mike Barton, Keith Watts and Dean Willis. Item 1: Roll-call Attendance: Roll call. X_ Anne Little Roberts _ _ _Joe Borton X__ Ty Palmer X_ Keith Bird __X__ Genesis Milam __X__ Lucas Cavener ___ Mayor Tammy de Weerd Bird: Welcome to the regularly scheduled January 17th, 2017, Council meeting. Welcome to everybody here. We will start with roll call, please, Mr. Clerk. Item 2: Pledge of Allegiance by Cub Scout Troops 153 & 306 Bird: Thank you. Item No. 2 is the posting of the colors and the Pledge of Allegiance will be led tonight by Cub Scout Troops 153 and 306. If we would all, please, rise. (Pledge of Allegiance recited.) Item 3: Community Invocation by David Duron with Meridian First Baptist Church Bird: Thank you, young men. Very nice job. I don't see Pastor Duron here, so we skip Item No. 3. Item 4: Adoption of the Agenda Bird: And go to Item No. 4, the adoption of the agenda. Cavener: Mr. President? Bird: Mr. Cavener. Meridian City Council January 17, 2017 Page 2 of 67 Cavener: We need to add 5-L, the approval of the award of bid and agreement to Knife River Corporation for the Black Cat Trunk Sewer Phase 5 construction project for a not to exceed amount of $405,785.85 and with that I move we adopt the agenda. Milam: Second. Bird: Okay. We have got a motion to approve the agenda as amended and a second. All in favor say aye. Okay. It's passed. MOTION CARRIED: FIVE AYES. ONE ABSENT. Item 5: Consent Agenda A. Approve Minutes of January 3, 2017 City Council Regular Meeting B. Final Plat for Jump Creek Subdivision No. 2 (H-2016- 0134) by Trilogy Idaho Located 5335 N. Black Cat Road C. Findings of Fact, Conclusions of Law for Dorado Subdivision (H-2016-0131) by Jake Wylie Located 2490 and 2976 E. Overland Road D. Findings of Fact, Conclusions of Law for Una Mas (H- 2016-0132) by Chad Olsen Located Southwest Corner of N. Records Avenue and E. Tecate Lane E. Final Order for Southridge Subdivision No. 3 (H-2016- 0133) by Corey Barton Homes, Inc. Located Southwest Corner of S. Linder Road and W. Overland Road F. Brighton Investments LLC Sanitary Sewer and Water Main Easement within Paramount Square Apartments G. Addendum to the Water Right Transfer Application Agreement with Nampa & Meridian Irrigation District H. Acceptance Agreements for Display of Artwork in Initial Point Gallery, Meridian City Hall between City of Meridian and: Tim Allen, February 2017 Paula Ryan, February 2017 Cyndy Lounsbury, March 2017 Meridian City Council January 17, 2017 Page 3 of 67 Sherri Stehle, March 2017 Cindy Gillett, April 2017 Christina Karras, April 2017 David Knoecklein, April 2017 Joyce Green, May 2017 Naomi Elton, May 2017 Carol Smith, May 2017 Jane Wilson, May 2017 Dyan Ferren, June 2017 Kim Lock, June 2017 Lauri Borer, July 2017 Josephine Forrester, July 2017 Carol Johansen, August 2017 Jessica Tookey, September 2017 Edie Schutte Martin, September 2017 Plein Air Painters of Idaho, October 2017 Betty Hayzlett, October 2017 Ben & Celina Innocent, November 2017 Joni Frey, December 2017 I. In Accordance with the Cost Share Permit Previously Approved by City Council, Approve the Not-To-Exceed Amount of $88,742.34 to pay Ada County Highway District (ACHD) for Street Light Improvements Constructed by Knife River Corporation for the Frontage of Settlers Park on Ustick Road and Meridian Road. ACHD Projects 513038, 313039, 512008 and City Of Meridian Project 10432 J. Award of AIA Agreement to Kreizenbeck Constructors for the STOREY PARK RESTROOM ADA UPGRADES project for a Not-To-Exceed amount of $64,451.00 K. Approval of Award of Task Order 10708.a and Agreement to Murray, Smith and Associates, Inc. for the “Pine Avenue Water Main Replacement and Sewer Extension from Meridian Rd to W 3rd St” project for a Not-To-Exceed amount of $54,336.00 L. Amended onto the agenda: Approval of Award of Bid and Agreement to Knife River Corporation Northwest for the “BLACK CAT TRUNK SEWER – PHASE 5 CONSTRUCTION” project for a Not-To-Exceed amount of $405,705.85 Meridian City Council January 17, 2017 Page 4 of 67 Bird: Item 5 is the Consent Agenda. Mr. Cavener. Cavener: Mr. President, I move we approve the Consent Agenda as published. Milam: Second. Bird: I have got a motion to approve the Consent Agend a as published and a second. Roll call, please, Mr. Clerk. Roll Call: Bird, yea; Borton, absent; Milam, yea; Cavener, yea; Palmer, yea; Little Roberts, yea. MOTION CARRIED: FIVE AYES. ONE ABSENT. Item 6: Items Moved From the Consent Agenda None Item 7: Action Items A. Public Hearing for Firenze Plaza (H-2016-0102) by Sharryn Ann Clark and David L Clark Located at the Northwest Corner of East Amity Road and South Eagle Road 1. Request: Amendment to the Comprehensive Plan Future Land Use Map to change the Land Use Designation on 26.81 Acres of Land from Low Density Residential to Mixed Use Community 2. Request: Annexation and Zoning of 40.38 Acres of Land from RUT to C-C (16.33 acres) and R-8 (24.05 acres) Zoning Districts 3. Request: Preliminary Plat Consisting of 11 Commercial Lots, Two (2) Common Lots and One (1) Right-Of-Way Lot on 16. 33 Acres in the Proposed C- C Zoning District Bird: Okay. We move down into Action Items. Public hearing for H-2016-0102. I will open the public hearing and listen to -- have staff first. Beach: Good evening, President. As you said, this is an application for a Comprehensive Plan map amendment, annexation and zoning, and for a preliminary plat. The size of this property, the existing zoning, and the location of the specific property consists of approximately 40.38 acres of land, which is zoned RUT on the northwest corner of East Amity Road and South Eagle Road. Meridian City Council January 17, 2017 Page 5 of 67 The adjacent land use and zoning. To the north is single family -- single family homes in Tuscany Subdivision, which is zoned R-8. Get my map here so you can see. To the east is South Eagle Road and single family residential properties in R-4 and RUT in Ada County. To the south is East Amity Road and single family or agricultural property, also zoned RUT in Ada County and to the west is single family homes in Tuscany Subdivision, which are also zoned R-8. As this is an annexation there is no current City of Meridian history on this property. The Comprehensive Plan future land use map designation is low density residential. The applicant proposes to amend the future land use map to change the land use designation on 37.83 acres of land from low density residential to mixed use community. The purpose of this designation is to allocate areas where community servicing uses and dwellings are seamlessly integrated into the urban fabric, intended to integrate a variety of uses, including residential, and to avoid mainly single use and strip commercial type buildings. The applicant is proposing two public street connections. So, as you see -- let me back up. These are the two -- on the top is the existing Comprehensive Plan land use designation of low density residential and on the bottom is a proposed mixed use designation that is proposed by the applicant. So, the applicant is proposing two public street connections. One to South Eagle Road and one to East Amity Road. The applicant is also requesting approval of two drive aisle connections, one to South Eagle Road and also one to East Amity. All these access points are predicated upon ACHD and City Council granting their approval and just for your information in an ACHD hearing held on the 14th of December ACHD's commission denied the request to have the two drive aisle connections. However, their staff did send us an e-mail indicating that with future development of this site those could be potentially permitted . So, that's something we have to work with -- with the highway district. The design of future structures on this site are required to comply with the design standards listed in UDC and the City of Meridian architectural standards manual. The development should incorporate high quality architectural design and materials consistent with the mixed use community designation. In order for the development to be considered integrated with the adjacent medium density residential and low density residential, a comp plan designation to the north and to the west, he proposed mixed use area. The future residential and commercial development should be cohesive in site layout and architectural design to those properties. Part of the mixed use designation requires a mixture of land uses with a minimum of three, as well as a vehicular and pedestrian connections to the surrounding neighbors or neighborhood s in this case. So, with those being -- things being proposed and with the recommendation of approval from the Planning and Zoning Commission, I'd like to go over to the -- kind of review the hearing from the 15th of December. So, the applicant Tamara Thompson was in favor of the application. In opposition were David and Robin Kearns, Peggy McGee, Koriel, Emry and Gracie Humphries, Romeo Gervais, Karena and Andrew Gardner, Warren Cays, Ann Stephens, Connie Maus, Mike Boily, Carolyn Tenn, Jeff Brummer, Steven Stark, David Feldman, Sean Weeks, Deanna Johnson, Mutell, Kathleen Gallagher, Richard Gardner, Ben Miller, Bill Meridian City Council January 17, 2017 Page 6 of 67 Humphries, Jonathan Wadsworth, Kim Hobson, Suzanne Steenkolk, Richard Pullara, David Raine and Skye Ragland. Those same folks commented. We did receive a large number of comments on this application , as well as at least a handful of petitions, including several hundred signatures. I was the staff member presenting the application. Bill Parsons also commented. Key issues of public testimony were the vehicular and pedestrian connectivity with the surrounding Tuscany Subdivision. The appropriateness of the zoning designations for the two out parcels, which at the time were R-15 and R-8. High- density residential developing on a portion of the -- the concerns with high density residential being a permitted land use on one of the parcels. Safety of the children using the amenities in the area. Walking to nearby schools and waiting at surrounding bus stops. Leaving the Comprehensive Plan in place as it is. The residents purchased their homes with the assumption that this would always be low density residential housing. Potential for increased traffic through the Tuscany Subdivision and moving forward with the commercial development without having specific development plans for the residential portion of -- of the project for connectivity, density, and design, as that portion is not being proposed with this application. Key issues of discussion by the Commission were density of the residential portions of the project that are to be developed in the future. Removing the road connection from the proposed commercial portion of the project to South Montague Way. The appropriateness of the Comprehensive Plan map amendment change from the current to the proposed. Design standards of a potential TN-R zoning district in lieu of the R-15. Prohibiting multi- family developments in the development agreement. Inclusion of a minimum lot size for the residential portion of the proposed development. Restricting the four commercial lots in the northeast corner to only L-O uses. The right-in, right-out access points from the commercial portion. Completing the street frontage improvements along the entire length of South Montague Way with the first phase. R-8 versus R-15 zoning of the property for the Parcel A. There are a large number of changes to the conditions. A lot of them having to do with removing the reference to the R-15 zoning district, because the Planning and Zoning did not recommend approval of changing it from R-8, which was proposed by the applicants, to R-15. So, you see a lot of those modified for that reason here. I can go through this one by one if you would like, but there is a couple issues outstanding for City Council. One being the applicant has requested the Council to approve the right-in, right-out access points to Eagle and Amity Roads. And, again, at the December 14th ACHD commission hearing the commission denied the applicant's request for those two access points, but as I have stated staff has reviewed an updated memo from the highway district stating they would evaluate the need for those additional access points if they were demonstrated to be necessary by traffic analysis with future developments. And, then, the last thing is requiring the frontage improvements across Parcel B as Eagle Road frontage with the first phase of development and that was touched a little bit by Planning and Zoning. It was something that staff had put in as a condition, that if not the entire landscape buffer be constructed, that at least a sidewalk be constructed from the existing stub sidewalk in Tuscany, so that Meridian City Council January 17, 2017 Page 7 of 67 folks could reach the commercial portion. With that there were, as I said, a large number of written testimony. None that I could see that they were received prior -- or since the Planning and Zoning Commission to now and I will stand for any questions you have. Bird: Council, any questions for staff at this time? Cavener: Not at this time. Bird: Not at this time? Is the applicant here? Cavener: Mr. President? Bird: Mr. Cavener. Cavener: And perhaps maybe for the app licant, before she begins, I understand that there is a request before us to have this issue continued. Am I accurate in that understanding? Bird: We will ask her. Tamara, did you hear what -- Thompson: I did. I did. Mr. President, Members of the Council, my name is Tamara Thompson. I'm with The Land Group, 462 East Shore Drive in Eagle. We had originally requested a continuance due to some travel schedules and some conflicts with childcare. I was able to get that taken care of . So, we are ready to go forward if -- if the Council prefers. Bird: Okay. Thank you. Go ahead. Thompson: Okay. And I can just control this; right? Okay. Again, Tamara Thompson. Staff gave you a very brief overview, so I will do another quick one just to clarify a few things. Again, the property is located at the northwest corner of Amity and Eagle Roads and is approximately 40 acres. And that's highlighted here for you. The property is bounded on three sides by public streets. The street frontage on all three sides were roughly a square, so it's approximately 1,300 feet of frontage on each. Eagle Road is on the east and that is designated as a principal arterial. Amity Road is to the south, which is designated as an arterial. Montague is to the west, which is designated as a collector along our frontage. It does change as it goes to the north, but our frontage is a collector. The property to the north and west is the Messina Meadows Subdivision, also known as Tuscany. That subdivision is zoned R-8 and has developed as single family residential homes. And this -- this slide just shows the color. They are all that R-8 there. Our proposal is for 24 acres, which is roughly 60 percent. That's the area outlined in the green to R-8 and 16 acres, which is roughly 40 percent, for the C-C, and that's the area outlined in blue. The closest existing residential properties to the proposed grocery store is over 500 feet. So, I have got some Meridian City Council January 17, 2017 Page 8 of 67 dimensions on there for you from -- from the grocery portion. The -- the commercial pads on Eagle Road are closer, but those would be a less intense use. So, the grocery portion is 500 feet away. Our applications with the City of Meridian include a Comprehensive Plan amendment to the mixed use community. Annexation from Ada county to the City of Meridian. A rezone in accordance with the slide that I showed you before with the two areas , the R-8 and the C-C. In addition, we have a 14 lot -- which is 11 building lot preliminary plat for the commercial center. Of this 3.5 acres will be dedicated to ACHD for right of way with the -- with the new roads that we are proposing. The residential portion, the platting for that is not included and will be processed at a separate date. So, all we are including at this time is -- is what you see here with the commercial portion. The master plan includes of grocery-anchored daily needs center with restaurants, fuel, specialty retail, office, and pedestrian plazas. Two new public roads are proposed. Mount Etna at Eagle Road -- and we are working with the neighbors on changing the name. They would like that name change, so it doesn't appear to be part of the subdivision. So, we will be working with the neighbors and with Ada County Road naming committee on that final name with final plat. And, then, a new road that we are proposing to be called Belleeza Way, which would connect behind the grocery store onto Amity. A traffic impact study was prepared by Kittleson & Associates. And, I'm sorry, I started in with Councilman Cavener's question, so I didn't introduce everybody else with me tonight. I also have Roger Collins with The Land Group. He's our -- he did the civil design. Eric Holzer with Albertson's is here tonight and John Ringert with Kittleson & Associates is here to discuss any traffic items. I'm sorry. Back to you -- so, we have a traffic study that was conducted by Kittleson & Associates and it was conducted in accordance with ACHD policy. Additional supplemental traffic analysis was submitted to ACHD in response to various neighbor comments. To date the single biggest issue has been the connectivity to the Tuscany neighborhood. My understanding is that regardless of the use, whether it's residential or commercial, the connection to the -- to Montague is a condition of both the City of Meridian and ACHD. To address this we have changed our plan and we originally -- you can see our original -- original preliminary plat as submitted was Mount Etna were it connected to Eagle Road was a long straight shot and in meeting -- we had a couple different neighborhood meetings with the neighbors and in addressing their concerns we -- we revised our connection point and this is the one that ACHD approved also is to make it more circuitous in that it wouldn't be just a long straight shot, but it would -- and, then, it would connect in between two streets, so it connects to Montague between Mount Etna and Santo Stefano, so that it's not perceived as - - as for cut-through. Our traffic analysis concluded that all the study intersections will operate at acceptable levels of service, with the exception of the Eagle and Amity Road roundabout, and that's with or without our project and I think that's important that even without the project in the future -- in the 2018 background traffic that that intersection needs some assistance. To address these concerns about traffic and circulation, we are proposing to widen the west side of Eagle Road and to increase the roundabout to two lanes with the development. So, Meridian City Council January 17, 2017 Page 9 of 67 again, with the commercial development we would do the roundabout improvements, which is roughly four to five years ahead of what ACHD's current work schedule is. This is approximately three million dollars of public infrastructure improvements that we are proposing to do with the first phase of the commercial development. Additionally, to address neighbor concerns, one of the things that came up in the Planning and Zoning Commission was the -- was Montague, which is the -- the road to the far west side. Currently that road is not built -- built to its full width, so we are proposing with our first phase that we would do the -- do the widening of Montague and the sidewalk on there to -- to help with the pedestrian safety in that area. One item that has been extremely important to us is the two right-in, right-out access points that we are proposing into the center and I want to clarify that at the ACHD commission hearing we weren't -- it wasn't approved with the preliminary plat, but it wasn't denied either. They basically punted and they said we don't approve this with the preliminary plat. We don't think that's the appropriate time to approve it. That we want to have the City Council comments and, then, when we submit for design review and the CZC, the Certificate of Zoning Compliance, at that time the development plan goes back to ACHD and with the development plan is where they think it's appropriate to -- to give those right-in, right-outs, not with the preliminary plat. So, it wasn't -- I guess it's semantics, but we weren't denied. We weren't approved, but we weren't denied either. It really was a -- it was a punt and ACHD staff is in support of the right-in, right-outs. Our traffic analysis has demonstrated a benefit and ACHD staff agrees with that. Their staff report states that and it was something when Commissioner Baker with ACHD -- with the ACHD commission, when she made her motion, she definitely made it clear that when it comes back with a development plan that's when t hose accesses would be reviewed. And so with that we are asking City Council for the waivers, so that we can go back to City Council with our CZC and here I have some -- one of the main -- we have a really nice pedestrian plaza at the -- at the corner by the roundabout with some nice outdoor areas and without access into -- without convenient access, the high quality tenants that we would like there are going to be very difficult to -- to pull to the area. Those high quality tenants need convenient access. It does improve the safety where one traveling south on Eagle Road would have to turn right onto Mount Etna and then -- and, then, left into the site. So, it's not exactly convenient and those left turns definitely aren't -- cause backup on those roads. So, I have John Ringert from Kittleson here. He will give you some more background on that on -- on exactly his analysis and -- and the -- the benefits that those give to the center. And, then, I think you guys have in your packet the ACHD memo from Christy Little after the ACHD commission hearing where she's clarifying that they will look at those access points. So, we have listened to the neighbors. We have modified our plan with more -- with a more circuitous route to the connectivity and all those street and buffer construction is typically required with development of that portion of the project, we are going over 500 feet away from the commercial development and we have agreed to widen Montague now and the added benefit of doing the infrastructure improvements for the roundabout now and, again, with or without Meridian City Council January 17, 2017 Page 10 of 67 the project those are needed. So, with -- we respectfully request your approval tonight and I will stand for questions. Bird: Council, any questions? Cavener: Mr. President? Bird: Mr. Cavener. Cavener: Tamara, just -- I want to make sure that I heard correctly -- and maybe we can talk to -- to Justin Lucas with ACHD later if need be, but the recommendation from ACHD when they didn't approve or deny those two right- ins and right-outs was to access the site off of -- what is it? Mount Etna and Belleeza; is that accurate? Thompson: Yeah. Mr. President, Councilman Cavener, that is correct. Cavener: Thank you. Bird: Any other questions? Thank you, Tamara. Thompson: Thank you. Bird: This is a public hearing. Individuals we will give three minutes. If you're representing an homeowners association we will give you ten minutes. So, Mr. Clerk, have we got some -- Coles: We do. We do, Mr. President. The first one on the list here is Steven Stark, who signed up in favor and does wish to testify. Stark: Hello. Bird: If you would, please, state your name and address, please. Stark: My name is Steven Stark and my wife and I own property at 2630 East Amity Road. So, we are just -- just west of the development on Amity Road. We are for the development overall. We joke that when our kids take our keys away we can walk down to Albertson's and we think that Albertson's is a pretty good neighbor. So, with the development of the residential in R-8 we are for this development. Last time there was development around our property we lost our irrigation for a season and a half. We get our irrigation right in the middle of this development on the corner there off the Grimmett tap and everyone says they can't take your water, but, you know, we bounced between the city and the irrigation district and we never could really resolve losing our water for a year and a half, so I guess what I would like to do is just be informed on when we are going to -- if we are going to lose it during the watering season and if I had to Meridian City Council January 17, 2017 Page 11 of 67 pump it be compensated for the water loss and the pump expense. So, that's all I ask is contact name, number and the results of this. Bird: Thank you. Any questions, Council? Thank you very much. Stark: Thank you. Coles: Next is Jason Davidson, signed up against and wishes to testify. Okay. Warren Cays signed up against and wishes to testify. Cays: Good evening, ladies and gentlemen. Thank you. My name is Warren Cays. I live at 2595 East Mount Etna Drive, Meridian. First I want you to know that I joined several hundred other Tuscany residents that oppose this commercial center at this location. I think this is a really poor location choice that Planning and Zoning and this developer have decided on regardless of what, excuse me, we as residents were told and what the City of Meridian future use maps have shown us. A commercial center at this location will only contribute to making South Eagle Road as congested as North Eagle Road. Second, if our government and the developer are going to shove this down our throats -- and, again, I join several hundred other residents that do not want any connectivity to our subdivision except for walking or bike paths, a connecting road for vehicles only adds more traffic into our residential neighborhoods, putting our children at risk and our family's safety at risk. A connecting road is only necessary to keep traffic off of an underbuilt Eagle Road and Amity Road as shown by what I consider a phony traffic study bought and paid for by the developer Albertson's. This is not for the good of the subdivision as we have been told over and over . Our residents do not mind using an existing connector street, such as Zaldia Drive, to get out to go shopping, nor would we to this center. We do that now. Over 95 percent of all commercial developments in the City of Meridian and Ada County do not allow commercial centers to connect directly to subdivisions. Do not make our subdivision one of these exceptions . Third. Any zoning and density approval should not be allowed above the R-8 recommendations for the residential parcels. Fourth. If this project is approved, then, all construction improvements on Montague should be required to be built in the first phase of construction as the developer has now said that they would agree to . If you do approve this proposal, then, we request that you do not allow any connecting road from Eagle Road to be called Mount Etna Drive. I have already submitted an application request to not allow Mount Etna Drive to be used and have been told by the Ada county assessor's office that the City Council, City of Meridian, makes that decision. So, I'm asking, please, that you do that. Lastly as our elected officials representing us as taxpayers and voters and you are only voice in this matter, we respectfully request that you reject this application. Thank you. Bird: Any questions? Cavener: Mr. President? Meridian City Council January 17, 2017 Page 12 of 67 Bird: Mr. Cavener. Cavener: Mr. Cays, thanks for your testimony. You stated that the traffic study is phony. That's a pretty bold accusation, I guess, to make. I'm just curious if you can provide us with some information to support why you believe the traffic study is phony. Cays: The only thing I can provide, without having anticipated that question, is I worked in construction for over 50 years. We built subdivisions all over and I have never ever seen a traffic study that would show connecting a commercial development like this to a subdivision with 1 ,500 residential homes and approximately 3,000 cars, because everyone has two, that it would only impact -- for instance in their study Mount Etna Drive, 22 vehicle trips a day. Twenty-two out of 3,000 cars. Now, that -- I don't know -- to them says no big deal, that won't impact your residential streets. To me that is just nuts. There is no common sense used to put a study together that says people that now have access through the roads, through the subdivision, will only be 22. That's in their study. That's where I get that from. That's why I make that up. Just personal experience. Cavener: Thank you. Cays: Thank you. Bird: Any other questions? Thank you, Mr. Cays. Coles: Next is TLK. Signed up against, but does not wish to testify. Next Suzanne Steenkolk. I don't know if I got that last name correct. Signed up against and does wish to testify. Steenkolk: Good evening, Council Members. I am S uzanne Steenkolk at 2448 East Mount Etna. Thank you for the opportunity to communicate my concerns this evening, which are the proposed connection street and the zoning. I imagine at these types of hearings you hear a lot about the safety of the children , but you truly need to understand in this case it is a differentiator in our community as compared to other neighborhoods. Siena Elementary School resides in our neighborhood and is a walk zone and the school boundary map, which I have this evening, shows that the vast majority of the 600 K through 5th grade students that attend there are from our subdivision. It is our culture to see kids out in the roads all of the time walking and going to school and also traveling through the proposed street you saw on the map to get to the bus stops. Many of these kids are going to cross through where this same connection street is supposed to come in for our neighborhood and where the kids often play and travel to the pool and a neighborhood park on a regular basis. Cascade Transportation provided me with data that 160 students are assigned to the Meridian City Council January 17, 2017 Page 13 of 67 Tuscany bus stop. So, that's 360 opportunities per day at the bus stops alone for a safety incident to occur. Furthermore, the two stops with the highest volume are immediately either side of this proposed property. Two blocks north and a connection street is our neighborhood pool and a large city park where everybody walks to with pets and strollers and kids all of the time and because it's a city park sports teams can be practicing there, all in the spring and the fall and additional concern I personally have is the increased crime with a commercial connection into an upscale neighborhood. In Tuscany alone in the last six months a resident had her car stolen out of he r driveway while she was warming it up in the morning. Another random incident -- a car was stolen across town and dumped into Mount Etna and -- totally randomly and we have had numerous occasions of car break-ins, trespassers trying to get in gates and packages being stolen off doorsteps. None of this occurred in the subdivision that I moved to that I lived in prior to Tuscany and I just really feel very concerned about a commercial property inviting strangers into our neighborhood . That's not needed. Most of us are okay with a bike path or a walking path, but a connection street where traffic is going to come into our neighborhood off of Eagle Road and in and out of the commercial property is really a concern. Regarding zoning, both of my immediate neighbors just sold their homes and the one smaller home sold for 315,000 and another is listed for 515 . So, neighboring development should be in alignment with existing homes and not take a big leap to R-15, multi- level housing. I asked you to, please, approve P&Z's recommendation for R-8 in both -- in Parcel A and B. The setbacks in the Montague Street improvements that were proposed tonight. And, additionally, ask you to vet out a requirement for very dense landscape between the property and the set backs, so there is an obvious distinction between Firenze Plaza and Tuscany and also to help cut down on the commercial noise. I don't know if you saw it, but a few weeks ago the Idaho Statesman featured a story regarding our residents ' concerns. What a great outcome it would be for there to be a follow-up story that communicates how the process proved its way out. The city, working with the residents, and the developers to come to an acceptable end result for all of us. You have the ability to ensure this development is safe and it is a good neighbor to us, which includes for most of us no connection and R-8 zoning. Please support us. Thank you for your time and consideration. Bird: Any questions? Thank you very much. Coles: Next is Missy Tucker. Signed up against, but did not indicate whether or not she wished to testify. Did not wish to testify. Next is Dan Tucker signed up against, but did not indicate. Did not wish to testify. Sean Peterson signed up against and does wish to testif y. Peterson: Good evening. Sean Peterson. I live at 2821 East Fratello Street up in the upper left-hand corner of the map that you're looking at right now. I'm here to -- against this proposal. The first thing I'd like to talk about is Eagle Road. Right now Eagle Road, the two lanes with a turn lane in the middle, we already Meridian City Council January 17, 2017 Page 14 of 67 have -- we are already having traffic issues at this point just with the residents and with this new project -- I mean this is a significant development. Traffic is going to increase significantly on Eagle Road. I know that the plan in a few years is to widen that to four lanes. I don't understand what we are in a hurry for right now to get this project in place before the infrastructure is already setup. I can see on the weekends when we have sporting events down to the south of us off of -- I think it's Lake Hazel and Eagle Road. Traffic there at that intersection here at Amity and Eagle backs up all the way past Zaldia subdivision, which -- or Zaldia Road, which isn't even on the map there to the north. So, what I'm asking is -- even further to the north. There. That's -- it backs up quite a ways. So, I think the infrastructure needs to be put in place before a project of this magnitude is put in in the first place. The second concern that I have is at the -- at the north end there you see South Burgo Road. I live adjacent to South Burgo Road there. If -- I know we are not talking about the other two land sections where the proposal for R-8 is, but if we do not have the infrastructure in place at South Eagle and we have traffic backing up, folks that are coming in off of Zaldia -- folks will start cutting through the Tuscany Subdivision and go through Zaldia and, then, come down Burgo and into that -- into that commercial development and it's going to be cutting right across our pool and there is -- it's kind of a -- it's not a blind corner, but it's still a corner and with all the trees and everything there -- I mean it's going to be really hard for folks to see all the kids that are traveling -- going back and forth between the streets, so, you know, change is inevitable and I know change is really hard, but I think we really need to use some good common sense on this and make sure the infrastructure is in place befo re a project of this magnitude is approved. That's all I have. Thank you. Bird: Any questions? Cavener: Mr. President. Bird: Mr. Cavener. Cavener: Appreciate you giving your testimony. Can you -- you said something that caught my ear about vehicles in traveling through in front of your pool and you made it sound like the more vehicles are going to make what is already a dangerous area even more dangerous? I mean that's kind of what I heard. I just wanted to give you an opportunity to clarify. Peterson: Sure. Cavener: If you already feel that an area in your neighbor is dangerous and -- I'd love to hear what -- as a neighbor, who is in a homeowners association, what you're doing to address that, because if there is already an issue, we should be working towards that as well. Meridian City Council January 17, 2017 Page 15 of 67 Peterson: Sure, City Councilman Cavener. No, I don't feel like it's a danger right now, because we have a bunch of Tuscany residents that are the only ones that are driving into Zaldia right now and I think that they have a little more appreciation for their fellow subdivision ites and they drive slowly, but if this new development comes in that trap -- that travel that's going to come off of Zaldia into Burgo -- people are going to cut through our subdivision. You can see it -- let's see. Yeah, you can see it here now where it says Messina Meadows. You can see if traffic is backed up along Eagle Road , people are going to cut through Zaldia and go down into Burgo and it's going to go right by that pool and I guarantee that's going to happen, because we are not going to have that infrastructure in place for quite a few more years and we are already seeing traffic issues. I mean a development of this magnitude is going to bring significant traffic into that area. Cavener: Thank you for your clarification. I thank you, Josh, for throwing up the slide. Bird: Okay. Any other questions? Thank you very much. Coles: Andrew Gardner signed up against and wishes to testify. Gardner: Hello. My name is Andrew Gardner and I’m a seventh grader at Victory Middle School and I live at 2571 East Taormina Drive. I moved here in Meridian in October of 2014. At that time I didn't have any friends and so I just did the Mayor's walk challenge, because there was nothing else to do and I started to really like it and was impressed that how Mayor de Weerd was there walking with us to encourage myself and a lot of students to do it. I can tell that she has a genuine desire to affect the lives of the students there. Since that time I have joined the cross-country team and appreciate your encouragement. I stand by the decision put into place -- I stand by this decision as being put in place -- just a second. About this commercial development as I have two little brothers who, you know, right now are running around as well and they want -- and the traffic going to be put in place in this commercial development connecting to our neighborhood, their route will no longer be safe and since this is a walk zone it can be very dangerous. Biggest concern is the bus stop that I get on at, which is at the corner of Montague and Amity. First of all, Taormina doesn't even have a finished sidewalk on one side of the road and tons of kids are crossing streets back and forth just to get to the bus. Then there are a bunch of kids that walk down once again in the dark to get to the stop in the morning. The street is very narrow and not safe and there are cars that almost hit curbs or get off the edge. There are 30 kids there every morning and -- and some kids were very close to getting hit. The street is not built to be a connecting the street to a major thoroughfare of traffic. Also at the beginning of the year the buses were already overcrowded and having up to almost four kids riding in a seat. This isn't even safe on the bus and more kids on the corner with the added residential developments in higher density is an extreme danger. Our concerns Meridian City Council January 17, 2017 Page 16 of 67 is the safety of the children again. Like everybody had experienced, this neighborhood is still safe to ride my bike and run. I love this neighborhood and be very upset if it is changed, as I hear people that want to move out if this happens. I just really got settled here and can't imagine what that would do to my relationships with my friends. We like the quiet community and we chose to move here for that reason. Bird: Thank you. Any questions for the young man? Thank you for coming up and testifying. Cavener: Well done. Coles: Next is Mike Boily I think. Signed up against and wishes to testify. Boily: Good evening. My name is Mike Boily. My finance e and I live at 4289 South Burgo Way. I want to talk about the pool on Zaldia real quick. As he blows this up you can see that there is a pool right there on the corner. Currently it is pretty safe, Mr. Cavener. However, at 9:00 o'clock in the morning during a hot summer day the pool is already full. A lot of people leave for work at 7:30, 7:45, and go to work. A lot of traffic comes down Zaldia, especially from the other parts of the subdivision, because of the backup on Eagle Road that's already there. When you also look at this -- I'm the third house in from Zaldia across from the pool. I'm against this in regards to letting anything come into our subdivision or connect into our subdivision, because that will be a cut through if Burgo goes through, which was initially proposed, which The Land Group did not tell you about tonight. They're only talking about the original -- the original proposal did show Burgo going through. So, in regards to that R-8, please, keep it at R-8. Please do not let anything go through into our subdivision, whether it be on Burgo or even over off of Montague. Currently this winter alone there have been four accidents on Zaldia at Burgo and at Montague. The most recent was last week where there were six Meridian police cars there arresting somebody. So, don't know the instance as to what was going on there , however, crime -- we talked about people dumping cars in our subdivision, cars being stolen, predators walking around in backyards on video camera -- it's all out there. We want to keep our subdivision safe. We want to keep our children safe. At the corner of Zaldia and Eagle Road there is two bus stops that happen right there. Currently the road is stopped when the bus is there. They stop in the middle of the road. Pick up over 80 kids at that bus stop alone. They move up north on Eagle Road at the other main entrance and there is another bus stop up there for another 40, 50 kids. Then you pick up the ones over off Amity. Eagle Road is atrocious right now with all the snow and ice. Bus stop kids trying to get across -- I mean it speaks for itself. It's atrocious. This doesn't need to happen right now. They are also only talking about expanding from the edge of our subdivision to the corner of Amity as far as the widening on the west side. So, the whole thing ends doing the roundabout, not the whole thing is going to be expanded. So, in regards to -- so, that's pluses. The pool. The residents. The kids. If you go all the way up Meridian City Council January 17, 2017 Page 17 of 67 Montague to the north, that's where Sienna school is. Every one of these kids is in a walk zone. I asked you to make the right decision and help protect our residential area. Thank you. Bird: Any questions? Coles: Next is Karena Gardner signed up against, but does not wish to testify. Bill Humphries signed up against and does wish to testify. Humphries: Hi. My name is Bill Humphries. I live at 2725 East Mount Etna Drive in the Tuscany Subdivision. I wrote down a note to start off with with apathy. I just want you to know that I don't feel the zeal quite as much in this meeting as I have seen in the past few meetings. I feel like we are getting beaten down with the process of -- we have had numerous meetings with the developers, with ACHD, with the Planning and Zoning, now we are in front of you. There is a less of attendance today to some -- yeah, to some extent. So, I just point that out to you. And -- and it's hard to hear yourself say the same thing for four different times. So, just -- just for some context. I want to first start off with the road. I live on Mount Etna. That was a terrible idea, in my opinion, to put a straight shot right to Eagle and -- and I still believe -- I have had this conversation in the past meetings, so I will bring it up that Mount Etna is a short cut for our subdivision and, then, also for Locust Grove. There -- my wife uses it to go out to Locust Grove and to Victory. If you go that way and she's timed it -- if you go out Montague and, then, you go what everyone says would be the traditional way, Amity out to the main roads, it's actually shorter to cut through and so I still do worry about people cutting through from Locust Grove and Victory. That area. They are coming up to -- to Albertson's. I am grateful and I hope it does happen that the name will change. It's a small thing, but I think it actually might do something if someone doesn't realize it's the same street and may not think it goes through. Same with the curve. I -- I do want to emphasize the number of kids that's been brought up, but even on Mount Etna alone there is -- there is probably around a hundred kids on one street with lots of basketball being played in the street and stuff like that. Next I want to talk about the zoning. I think that's probably one of the other biggest concerns and I was grateful that the Planning and Zoning Commission has recommended to you to keep it at R-8 and I -- I ask that that happen. I don't understand R-15 whatsoever in this type of area. We are not an urban setting. It's all in -- all of Meridian -- which part of Meridian is going to be the most urban the soonest. It's not going to be south Meridian. It's going to be north and other parts of Meridian first, so I don't understand this idea of putting apartments or high density there and so I would ask even further from the R-8, it's my understanding the R-8 you can still have attached dwellings as long as it met the number of dwellings. I would ask that you add another restriction to make them detached, because not just the idea that we are in a rural area right now, but also Tuscany is a nice neighborhood as you have heard and the homes are selling for pretty high and, then, you're going to put something within 1,500 feet of the -- of a 400, 500 thousand dollar home Meridian City Council January 17, 2017 Page 18 of 67 you're going to put basically duplexes. I would ask that you wouldn't allow that and -- and we do have -- we do have patio homes, which are detached and everything and I think that would be an acceptable thing that fit s within the R-8. I also want to bring up the proposed landscaping. Someone brought up the idea of making a dense landscaping on the -- at least the west side of the commercial development. I know there is already trees planned, but I would ask that you make those as robust as possible, so that there is a clear block or buffer area between residential and commercial if we have to have it connected, which I opposed it, but if that's the way you go, then, please, at least make it as least magnitude of the field as possible. I do think it's a good idea to have those drive aisle connections. I don't understand why those weren't allowed. Those are the right way -- the right-out only and the right-in only. That makes sense, because otherwise to me the -- what's going to be changed, the Mount Etna name that connects to Amity, if the people can't leave and a short way of just taking a right, that's just going to back up traffic on there and , then, there is a possibility that people do cut through. So, I think that right-in, right-out only makes a lot of sense. Bird: Sir, would you wrap up. Your time is up. Humphries: Yes. The last thing I would say is just to consider South Eagle -- are we going to make it North Eagle and whatever you decide , please, put that in context, because I think North Eagle is kind of a mess. Thank you. Bird: Thank you. Palmer: Mr. President? Bird: Mr. -- Bill, got a question for you. Palmer: Yeah. Just to kind of put everything in context, I just want to -- your house is actually an R-8 zone, to give you an idea of what your future neighbors may be like. Humphries: My understanding -- or maybe I'm incorrect, but my understanding that the minimum you could have in an R-8 still could be detached -- or could be attached dwellings and maybe I'm wrong on that, but if that is the case, then, I would ask that that be a restriction that you can't have dwellings attached, that every dwelling has to be detached. If that's even available. Palmer: Thanks. Humphries: Thank you. Coles: Next is Ken Mutell signed up against and wishes to testify. Meridian City Council January 17, 2017 Page 19 of 67 Mutell: Ken Mutell. 2747 East Mount Etna Drive. I'd like to request ten minutes tonight as the HOA representative. Warren Cays, who is the treasurer of the Tuscany HOA is allowing me his ten minutes. He only spoke for three, if that's acceptable. Bird: You bet. Mutell: Thank you. Good evening, Council Members. First, before I begin addressing these issues -- excuse me -- the issues surrounding Firenze Plaza, I'd like to express my thanks to all of you for the city's response to the recent winter storms. I know it's been a trying time for everybody and I do want to express my gratitude for the efforts that have been put forth. Before I talk specifically about Firenze Center I'd like to talk briefly about the entire process that our residents and I have gone through over the past few months. As residents it's a daunting ordeal to understand the process, organize a group and effectively present our position to the various commissions. During the journey we have two competing voices we kept hearing. First the city and ACH staff -- ACHD staff kept saying trust the process. The second is a surprising number of e-mails sent to me from people who previously appeared before the various commissions who said don't trust the process, they won't listen and their minds are already made up. I think what I have learned by going through this effort that I lean toward the trust the process. But I believe the process can be improved. To that end I will be sending a letter to the Mayor in the next several weeks my thoughts and suggestions on how perhaps it can improved. As an example of one of those suggestions, you have a great document titled Putting Your Best Foot Forward at Public Hearing. Unfortunately, it's not available on the city's website. At least through the menu system. It's only out there as an archive. You can only find it if you happen to know the name of it and you can go looking for it. That document actually describes the process and , unfortunately, the residents or the members don't get to see the process if you can't see that document. So, kind of a flaw. Bird: We will take care of that. Mutell: I do want to thank publicly Machelle Hill at this time for her assistance during this process. She went above and beyond what anybody should have done in explaining the process to us, helping us with questions and just even bringing up things we hadn't yet thought of. I think she's a credit to the city and I do want to make sure that you all are aware of that. Just an outstanding individual. Finally, I want to bring up one last item of -- before I get to the Firenze Plaza, because I believe it's true of all the worries, the anger and the frustration s expressed by our residents over the past commission meetings and that item is the future land use plan and it's interpretation by the various commissions and by the residents. Decisions by residents to move to Tuscany were based in part on the future land use plan that said it was an area planned for low density residential development. We treated this map as though it was just that, a map Meridian City Council January 17, 2017 Page 20 of 67 of how development would occur. We are intelligent adults making the most expensive investment of our lives and that is our homes. Understanding our children's safety and well-being is paramount to this purchase. We would never go ahead with this investment without understanding what would be built in the huge vacant property adjacent to Tuscany. Based on the map we were confident it would be single family homes. The fact that a commercial retail center was to be built on that probably was an unwelcome surprise to us. Suddenly the map seemed much more flexible than we thought it was. Imagine our further surprise when we appeared before ACHD commission and Commissioner Baker said she believes that there should be commercial retail development every square mile . Clearly the future land use plan doesn't show that also . Finally when we appeared before P&Z commission we learned that that section of the map, the Firenze Plaza will occupy was zoned back in the early 1990s showing low density residential and has not been updated since. I believe the fundamental cause of all the anxiety is how the two sides view this document. Neither is necessarily right or wrong in the interpretation, just different. It's the fact that both sides could view it so differently that is the issue. I believe that some type of wording must be added to that map to avoid the confusion that 's occurred in our instance and I'm sure that it has occurred in the past and still more to come. Without something to clarify the future land use plan in the eyes of all users needless frustrations will continue to be created. As a rapidly growing area the creation of these misperceptions can only tarnished the reputation of the area in the future. I don't think it's feasible that every parcel is identified as the future use, but perhaps an overlay to the map in underdeveloped areas could be put out there. Some type of commentary on infill potential or existing type situations like we found ourselves in, because we certainly never would have expected R- 15 in -- in that type of area, in addition to a commercial property. In showing the map with zoning from the early 1990s, knowing that it's not likely that's the way the area is going to develop is just misleading to newcomers to the area . So, I believe that if our residents had known that a commercial retail development was possible on that location in question when they bought their homes, much of the frustration would have been avoided . Whether we were right or wrong in how we viewed this map is really not relevant. The fact that reasonable adults could come to the conclusion we did and still have a commercial plaza built on that site is the issue. Onto Firenze Plaza. For residents there has been one overriding goal in our opposition to Firenze Plaza and that is the safety of our children. We presented two petitions signed by 285 residents to the Mayor and City Council expressing our concerns. I personally have built a website that has been used by the residents to keep them informed. I have driven to the TV stations in town, the newspapers, ACHD, the city to drop off petitions and what have you. Been up here a number of times and met with staff to try to get a better understanding of just what's going on. My frustrations and concerns are well on record at this point. So, I'm not going to rehash those. I will say at this point I think -- if we cannot get the streets stopped from going through that we have an acceptable though not optimal solution before us from Planning and Zoning. The recommendation -- the zoning of all the residential parcels to R-8 is critical to us Meridian City Council January 17, 2017 Page 21 of 67 as residents. One of our main objections was the concern that we would have apartments, multi-family dwellings, attached housing on that site. With R-8 that eliminates that situation and that's critical to us. Also the improvements to Montague in phase one is also extremely important and it's good to hear that the applicant has agreed to do that. This directly impacts the safety of the children, which has always, again, been our number one concern. The P&Z's recommended solution get us most of the way there. However, we believe that there is some additional modifications that would be helpful. First, we'd like to see the name changed in the segment of the road from Eagle to Montague from Mount Etna Drive to either Lira Drive, Corsica Drive or Bellagio Drive or, frankly, anything other than an existing road name in Tuscany. Using an existing Tuscany Road name identifies the street as a cut-through. Second, we would like to see something in a development agreement that we keep Firenze Plaza in line esthetically with Tuscany. We would hate to see tenants such as Payday lenders, pawn shops, liquor stores, tobacco stores, et cetera, become part of the neighborhood. Lighting is also a concern for us. A ban on electric billboards, reader boards, would also be helpful. Strong controls on light pollution, but with sufficient lighting to avoid having places where mischief can begin is also important. The general character of Eagle and Amity Roads as it relates to signage is also of concern to us. We would hate to see these roads lined with portable signs, temporary banners, and other items that detract from a clean appearance. Finally, we continue to believe that the traffic study conducted for this project is deeply flawed and that it underrepresents the impact the traffic will have on Tuscany and, thus, the danger posed to the children in our neighborhood. Having taken a shot at this with ACHD and the Planning and Zoning Commission without success, I will try one more time tonight to ask that no roads be allowed to connect Firenze to the Tuscan y Subdivision. If you could add any -- or preferably all of the three major items I have just reviewed, the street name change, control of the character for Firenze Plaza and the elimination of a connection between Tuscany and Firenze the residents of Tuscany would be grateful. I'd like to thank the members of the Planning and Zoning Commission for listening to our residents, explaining some of the background in more depth, understanding our concerns and making a number of recommendations that dramatically improved our feelings towards Firenze Plaza. I'd also like to thank the City Council for listening to us this evening and reading the many, many comments provided to you in advance of this meeting. I for one did not subscribe to the -- they won't listen to you, that their minds are made up camp. However, if you overturn the Planning and Zoning Commission's recommendations I just may have to take that back. Thank you. Bird: Any questions? Cavener: Mr. President? Bird: Mr. Cavener. Meridian City Council January 17, 2017 Page 22 of 67 Cavener: On the -- for the residents, this gentleman is speaking in representing your HOA. I would say is the exception, not the rule. I think a lot of us deal with the homeowners associations all the time and they are contentious and they are bitter and they are nasty and I just appreciate you bringing your thoughts and your comments and I think you're doing a great job of representing your neighborhood. If you want to move a couple neighborhoods to the west we would love to have you on our HOA. Mutell: I may. Coles: Next is Kathleen Gallagher signed up against and wishes to testify. Gallagher: My name is Kathleen Gallagher. I live in 2747 East Mount Etna Road. It was dark and stormy night. But, actually, that was the ACHD meeting. Sorry. City Council Members, this is the first time you are hearing about this proposal, but we have been living with the idea for months and it is not what we envisioned for our neighborhood. We purchased our homes, as everyone does, with safety and security in mind. We did our homework, investigating the empty parcel at the northwest corner of Eagle and Amity. According to the Comprehensive Plan future land use map, the property was supposed to be low density residential. The same as Tuscany. The requests put before you this evening is to change the low density residential to mixed -use community to allow for an Albertson's and other commercial and retail establishments. I ask you to disallow that change. Failing that, I ask that you waive the requirement and do not allow any through streets from Firenze Plaza into the Tuscany development . It is a simple matter for residents of Tuscany to drive to Firenze Plaza . We would take a right turn out of Zaldia, drive one block down Eagle and turn into the plaza. Coming home we take a right turn onto Amity, travel half a block to Montague and make another right turn. Zaldia and Montague are both collector roads within Tuscany. A through street from Firenze Plaza into Tuscany will become another collector road. Unlike the other collector roads in Tuscany, though, whoever uses this road into Tuscany will forge their way through local streets with residential homes and driveways. That extra traffic poses the danger to the children of Tuscany. I ask you not to allow it. I am not opposed to change. I am opposed to having the rug pulled out from under me after making a well - considered decision to purchase a home. I am not opposed to Albertson's. I think they would be a good neighbor. I am opposed to a commercial development which would operate from 5:00 a.m. to 1:00 a.m. with its concomitant noise and light pollution. I think a better place to locate that is two miles west on the Meridian Road commercial corridor. I am opposed to multi- family housing, including apartments, for which Planning and Zoning staff will advocate if this development is approved. I thank you for your time. Bird: Thank you. Any questions, Council? Thank you very much. We didn't bite you either. Meridian City Council January 17, 2017 Page 23 of 67 Coles: Next is Ann Stephens signed up against and wishes to testify. Stephens: Good evening, Mr. President and Members of the Council. My name is Ann Stephens and I live at 4686 South Stromboli Place in Tuscany Subdivision. When we purchased our property in Tuscany to build our home last year we knew that the farmland on the east side of Montague Way would eventually have homes on it, since the Comprehensive Plan use map showed low density residential. We did not anticipate that we would be rezoned mixed- use community, which includes commercial and high-density housing or we would have selected to build elsewhere. I have lived long enough to know that change happens and I can adapt to change, but this is a major change to the country atmosphere we anticipated we could enjoy. We selected Tuscany, as did many other residents, to build our home because it's a safe quiet residential area with great walking and biking paths, parks, swimming pools and not much traffic other than our Tuscany residents. It is a safe place for children to play. Our house backs up to Montague Way. So, my concerns are based on the proximity of the proposed new development to our home . Residential zoning is a major concern for me. I would ask that the parcel to the west behind the commercial area and Montague Way be zoned R-8, so it be limited to single- family dwellings in keeping with the intent of the Comprehensive Plan use map that Tuscany residents used as a guide when buying or building our homes in the Tuscany Subdivision. I also support the robust landscaping on the west side of Montague Way, in addition to the street improvements, the sidewalks, the curbs and gutters, in the first phase of the development. Thank you for listening to our concerns and these are the points I'd like you to consider before making your decision. Thank you. Bird: Council, any questions? Thank you. Coles: Rob and Julie Guidebush signed up against, but do not wish to testify. Tom Cook signed up as neutral and did not wish to testify. Jill Cook signed up as neutral and does not wish to testify. Dale Burke signed up against and does not wish to testify. John Wadsworth signed up as neutral and does not wish to testify. Deanna Johnson signed up against and does wish to testify. Johnson: Hi. My name is Deanna Johnson and I live at 4742 South Stromboli Place. So, my house is -- basically my backyard is the corner of Amity and Montague. So, we are right on that corner. So, this development does affect us a lot, because we are right there and I don't agree, because I don't feel that putting a shopping center there is appropriate. I am one of those that -- we have been in our house not even ten months. This time last year is when we were looking to move and we were doing research and we knew as an open field what is this going to become. Same thing as everyone else, we were told it was going to be more homes like ours. So, we didn't worry about it very much. So, it was kind of a shocker when only a couple months after moving in last spring when we got the invitations to the meeting saying, guess what, we are going to put a store Meridian City Council January 17, 2017 Page 24 of 67 over there and it was kind of shocking. I have been to some of the last meetings and, you know, it -- there are a lot less people here today, because I think same thing, we have felt like the process is kind of tiring, but I do -- having said that I don't think it's a good idea -- there are things that I would like to agree with that people have stated tonight and one of those is to keep the R-8. That would greatly impact my home and that's a concern that we have for our home values, since we just moved in there and put a great deal of money down on our home. We feel that with -- in the middle of Tuscany we have the Village, which are patio homes. They are really nice patio homes and something like that being put behind us would be something that would be -- be great I think, because the people that would buy those kinds of homes, those -- those patio home would want to walk to the store and I think that they would be very successful with that. Part of the fear I think that we have is when those parcels are sold off to developers to develop them I just hope that they will -- I don't know how the process works entirely, but they will be able to be kept R-8 and we don't have to go through this process again of somebody trying to change it. I don't know how it works, but I would hope that it would be -- even after it's sold off be able to keep the R-8. Montague is a huge concern, because it's one of the sides of our back fence. It is not a safe street right now at all and I have children, I will not allow my children as of now to walk to school partly because we are the farthest point from the school. It is all the way north of us, but because that street is unfinished and it's not wide enough, I don't feel that it is a safe passage now and to have all that other traffic I just feel it will be very unsafe for the -- hundreds of children who you see going up Montague all the way to the school in the morning and also there is a bus stop on our back corner of our fence. We see those kids out there in the dark in the morning and it's very scary, especially in the winter like this, that you just hope kids don't end up getting hurt , because there isn't quite a safe place for them to stand to wait for the bus. So, I feel that taking care of Montague and finishing it off is a must for the safety of the children and our neighborhood and I also agree that with what was been said tonight as far as the ordinances that need to be in place for this -- this plaza to go in as far as lights and sounds and noise, the very dense landscaping along Montague and inside that development I think need to be there. I don't want to really look out my window and see the back of a grocery store. I know eventually there will be other things there, but I would prefer to just have it nice and pretty as soon as possible. So, again, I just would like to ask you to really make sure that that R-8 stays in place, that Montague also stay -- be made widened and safe for the children and that we have rules in place to keep the development as nice as the neighborhoods around it. Thank you. Bird: Any questions, Council? Thank you. Coles: Birdie Johnson signed up against and does not wish to testify. Kallie Komoda signed up against and does not wish to testify. Richard Gardner signed up against and does wish to testify. Meridian City Council January 17, 2017 Page 25 of 67 Gardner: Thank you, President and Council Members. Richard Gardner at 2571 Taormina Drive. I wanted to say first of all we have had a lot of interaction with the developer and the other applicant members here and really appreciate the consideration they have given. I think they have done truly as much as they can to try to accommodate the concerns of the residents . Where I fall personally on this is I don't think there is any way that they can accommodate all of the concerns without simply scrapping the project, because I don't think this site was designed for commercial use. I think commercial use is incompatible with the way that it's currently been set up. At Amity and Eagle you have a roundabout that allows for continuous flow traffic, which I think is a -- I think it's a great thing. I think it allows traffic to get through there. By putting a grocery store and other commercial at that corner you're really changing the purpose of Amity and Eagle Road to now providing commercial access and my concern is especially with the two new intersections and seeking a waiver to get those so close there, you can't really put in a light that close to a roundabout, but if you don't have a light I think it's a matter of time before the traffic trying to turn left onto Eagle really becomes a problem. So, that's really my main concern about putting commercial here. I think -- I think it simply doesn't fit. When this came before ACHD I think their view of it was that they weren't -- it wasn't their job to decide whether commercial was appropriate or not. They were taking a view of it's going to happen here is how we would do the roads and at the Planning and Zoning Commission I guess I felt like they kind of followed the lead of ACHD and said, well, they approved this, so we will, too. At this point, again, I would be opposed to any commercial development there. If it is going to happen I think we have made some good strides. I think keeping it R-8 is a great step. I would encourage you to add a restriction in a development agreement that that would include no detached -- sorry -- no attached housing, which the R-8 might otherwise allow. I was also heartened to see the agreement to finish out Montague at the outset , at the beginning of the first phase, rather than waiting until later. I think that gives residents some assurances that there won't be future connections later on and it resolved some of the concerns about the bus stops there and whatnot. I would like to see maybe some controls on the uses of the commercial property like Ken Mutell mentioned. A pawn shop doesn't really seem like a neighborhood type of commercial use. And, then, finally about the connection of a road. Many of my fellow residents feel like there should be no connection at all and I'm really torn about that. I don't see that that solves the problem. I think if you're going to have commercial there it creates an issue regardless of whether you have a connection or not and I will say rather than going straight through -- I recognize my time is out. Rather than going straight through I was very much appreciative of changing the connection point. So, thank you for doing that. Bird: Thank you. Any questions? Thank you very much. Coles: Justice Walcott signed up against and wishes to testify. Meridian City Council January 17, 2017 Page 26 of 67 Walcott: Thanks, everyone, for your time and the service you guys do for the community. I appreciate your work and the time commitments that you guys make, so first off there I appreciate that. As I stated, I'm against it -- Bird: Sir, could you state your name and address. Walcott: Justice Walcott. 2514 Mount Etna. Bird: Thank you. Walcott: I am against the proposal as it sits now, mainly due to the traffic issue. I don't know if you guys had a chance -- it's a very long report and I didn't -- I'm not an expert of it, so I don’t know all the ins and outs of the traffic study, but I did read it a little bit and the theme I took from that traffic study was Eagle Road is not ready for it and as such they wanted to turn Mount Etna into, as stated, a commercial thoroughfare, which living on Mount Etna and having four kids is a major concern of mine and I don't think the jog up and around stops the traffic cutting through. I think it adds two more blind spots. I think it adds an additional left turn that people will be making to take a left and, then, to turn right and to go into Mount Etna and as we talked about left turns are major issues, I don't understand why there is no -- why we are not going to allow right turns in and out of the -- of the commercial development, but yet you want to add a left turn onto Eagle Road from Mount Etna, it's just -- there has been too many changes and adjustments and things just don't seem to make sense . You think about -- the other thing on the -- on the road study was there was so many exceptions to the -- I don't know if master plan is the right word for Eagle Road , but there was all kinds of exceptions made to allow this -- to allow this commercial to be put into and to fit into there. So, along with not being ready for it and not having the infrastructure for it, there is too many exceptions made to, you know, ends and outs in relationship to the distance from a major intersection . Even today the developer representative said, hey, we have concerns with the traffic backing up on Mount Etna if they were taking a left to go into the grocery store. So, they have concerns with the traffic. We have concerns with the traffic. We are putting that on our -- that concern and we are going to force it through -- force it through and put kids at risk. That -- that's my major concern with it. I do believe that the 20 additional cars a day is -- is not a good estimate. I think the additional -- the traffic on -- if you're heading east on Amity trying to take a left into the subdivision or even on Montague -- Montague will turn into a hassle, so people will cut through the other subdivisions, get onto Mount Etna or DaVinci and cut through the neighborhood as well. So, those are some of my concerns. Also going back to the pool -- the swimming pool area. One thing to keep in mind on that is it's a - - it's a pretty narrow road now and when they talk ed about people going to the swimming pools, that becomes a one lane road, because you have traffic parked on each side of the road, even to the point that people are putting signs on their mailboxes saying please don't park in front of my driveway. So, that's another issue that -- that I have, because though that's going into the R-8 it's going to get Meridian City Council January 17, 2017 Page 27 of 67 connected into the rest of the commercial. I just -- I just don't think the neighborhood is ready for commercial. I don't think that area of Meridian is ready for commercial. Bird: Any questions? Cavener: I have one, Mr. President. Bird: Mr. Cavener. Cavener: Mr. -- is it Wincott? Walcott: Walcott. Cavener: Walcott. Sorry. You provided some -- some testimony just real briefly that -- is it Tusa where the pool is? That it becomes a one lane road because people are parking their vehicles -- Walcott: Yes. People park on both -- Cavener: -- people who live in the neighborhood drive their vehicle to the pool. Walcott: Yes. And so they will be lined up both sides. I mean you go there in the summer and -- but some have their mailbox or posted do not park in front of my mailbox or driveway. Cavener: I appreciate that. Thank you for the clarification. Coles: Romeo Gervais signed up against and wishes to testify. Gervais: Good evening. Romeo Gervais. 3019 East Fratello Street. Just a couple of things I wanted to talk a little bit about the project. I think one of the key things is the density. The Planning Commission did make a nice move there to reduce the density from that R-15 zoning to the R-8 zoning. With that R-8 zoning, though, there is uses permitted such as duplexes and single-family attached and single-family detached. The other thing that I would encourage you guys to do with the zoning that the Planning Commission did it -- did do is they attached the site-specific concept plan and they said that development needs to be in substantial compliance with the site specific concept plan that the developer presented, which does provide some assurances with regards to lot sizes and some of the single-family detached, single-family attached requirement. So, I would ask you to do that as well. The other thing with street connectivity certainly I advocate, too, for that and not straight through Mount Etna connection, but we also need to consider Burgo Way and how that would connect in. Obviously, that's a future phase of development that's not included right now with that single family development, but I would encourage that that Meridian City Council January 17, 2017 Page 28 of 67 connection be looked at or be conditioned as well, so that it's not just a straight cut-through traffic, whether it be pool traffic or whether it be traffic using the roadway to get to the commercial development and those are the big asks that I would have for you is those couple of things. And, then, like I say, the big -- the big thing is keeping that R-8 zoning and, then, keeping some of the provisions of the site-specific concept plan that they have. So, thank you for your time. Bird: Any questions? Cavener: Mr. President? Bird: Mr. Cavener. Cavener: Mr. Gervais, you touched on Burgo Way and -- Gervais: Yes. Cavener: -- I'm just hoping that you can clarify for me where Burgo Way ends? We talked about this in a meeting a few months ago in my neighborhood where there was a street that was going to go through there was a sign that informed me that this street will be extended in the future. I can't see from our map if -- if -- if it has that on there or -- Garvais: You know, there is -- I don't know if -- there is a type three barricade there. I don't know that there is additional signage on there. I can't remember that for sure. But certainly I would anticipate that that is connected through. But I also anticipated it to be connected through the low density residential. So, certainly I -- I think there are things that can be done with connectivity. I am probably one of those rare people that like connectivity. But I think it needs to be done smartly and I think it needs to be done with appropriate traffic control measures and whether that being roundabouts or -- I'm not a big fan of speed bumps, but you can do chicanes, you can do different neck downs, different things to reduce that desire to go through without completely eliminating the connectivity and that's I guess what I'm asking for with Burgo is I think that the -- you know, the variation in the street with Mount Etna makes a lot of sense. If people have to make more turns they are going to be less likely to cut through. I just don't want Burgo to become the alternative for Mount Etna for everybody coming to the shopping center to avoid Eagle Road. Cavener: Thank you. And, Josh, you're two for two. Thank you very much for pulling that up. You're much more technically savvy than I am. Coles: Mr. President, there were no others signed up to testify. Bird: No others? This is a public hearing. Is there anybody that would like to testify? Come forward. If would you state your name and address, please. Meridian City Council January 17, 2017 Page 29 of 67 Komoda: Kallie Komoda and I live at 2559 East Mount Etna. This is one map that hasn't been brought up tonight and I just wanted to point this out as a good indicator the density of children for our subdivision. This is from the Southwest Ada School District and it's the elementary school zoning for the nearby elementary schools on South Eagle. So, you will see the light paint to the left is for Mary McPherson. Sorry. I have a cold. And, then, the yellow is for the new school Hillsdale where Century Farms is being built, where there is the 148 in the yellow and that's projected to have more homes than the Tuscany Subdivision. So, that is also going to be a high density spot for children. And, then, in the middle is the 490 and that's for the projection from last spring. So, even without Mount Etna and without Taormina we still have one of the highest density neighborhoods for -- for elementary-age children and it's the same for the high school and middle school, but I will spare you the time tonight to look at those. But I thought this was the best map to give the perspective and why there is so many residents that are so concerned about the children and it's not just perception of the neighbors. I know you have a lot of people that will come here and talk about that, but our neighborhood really does have a high density compared to any other neighborhood south of the interstate. The other thing that I wanted to bring up was there are several other shopping centers, like the Walmart and Lowe's off of Overland and Stoddard, without any neighborhood connectivity. Also the Lowe's off of Ustick and Eagle Road does not have any connectivity from there back to the neighbors and they all backup to neighborhoods. So, I'm a little bit I'm sure where the requirement that we have connectivity from the neighborhood has come from and I don't think any of us have had a straight answer of why is that -- why is that a requirement. We live on Mount Etna and my son and I walk to school every day from -- down Mount Etna to the east and, then, we go up Montague and I understand that there was an initiative to promote safe pathways to school and that 490 -- all of those children are required to walk to school. There is no school buses that go to our school -- to our elementary school. And I think that's it. Please -- please support the neighborhood and I appreciate your time tonight. Bird: Any questions? Thank you very much. Komoda: Thank you. Bird: This is a public hearing. Would somebody -- come on up. Maus: I'm Connie Maus and I live on Mount Etna. 2686 East Mount Etna Drive. And I would like to mention to you, again, that we appreciate all the efforts that you have done for us and -- and will be doing for us. But we need for you to hear from us as constituents to this community that we definitely bou ght thinking that we would be in an area that would provide us some security , some peace -- peacefulness and, you know, I found that moving out into Tuscany. How nice. The other thing was -- I decided -- my husband and I decided and some of you Meridian City Council January 17, 2017 Page 30 of 67 decided that we wanted to invest more of our life savings into that community. We were at a point that we wanted a home that might be able to provide some of the amenities that we were looking for. One of the amenities that we were looking for was having a multi-generational community, meaning we would have people like myself getting into the aged community looking at the youngsters. One of the things I quickly picked up in our neighborhood is the safety of the children, because they do play in the front yard. If you know Mount -- Tuscany, it is built one house next to the other and you have fences. Where do the kids go to play? It is not in the backyard, because that's confining. They want to go to the front yard. So, we can't afford to have cars trying to cut through from Victory, Locust Grove, or parts of any other coming down to Mount Etna or Santo Stefano. We cannot afford that. That would be an endangerment to the children. But the other thing I want to say is -- and I have heard this and I think, well, people might think are we exclusive, do we see ourselves as an exclusive neighborhood. I would hope that one would not take that approach . I would hope that we as a community can come and present to you that we did our do justice, we are living out our lives, we are choosing the type of community we want to live in and what we want it to remain as and keep it healthy, viable and beautiful and that's what we can do for Meridian and that's what we can do for ourselves. But we need your help. So, we do want it to be R-8. We do want it to be detached housing that goes in there. We do not want an access onto Montague. We do not. And if you go to Bear Creek, that's an exclusive community people say, and we go there, it's closed off, you can't get to the neighborhood. Now, I looked at Carmel that's being built. Now, maybe if they take out the fences -- and they have done that in order to do some of the building, but I don't see a road there -- over there where the new Rite Aid is. So, I'm just asking you to give due thought that we as a community do not want -- we want bike paths into Firenze and we want walking paths into Firenze, but we do not want a car path into Firenze. Thank you. Bird: Any questions? Cavener: Mr. President? Bird: Mr. Cavener. Cavener: I do have a question. And I'm asking you because I think you're the -- the fifth or sixth person that has brought this up and so I -- the issue with detached versus, you know, multi-family housing. Why is your neighborhood against that? Maus: Well, one of the things that we see -- you know, I'm not going to say we see. One of the things that studies have shown is that when you have close-in housing, very close, there is more population density and there is more chan ce of crime and other things that can occur. So, we are asking not to have that. And I also would like to -- Meridian City Council January 17, 2017 Page 31 of 67 Cavener: I think we all don't want more crime in our neighborhoods. Maus: I would like for you all to maybe -- I had a real shock. This was when I was out walking when I first moved in and I walked -- it was at school time in the spring and I went at a certain time -- I had never gone at that time walking and I was up at Tybalt. All of a sudden it got to about 8:00 -- it must have been around -- right around 8:30. I thought we had a true herd going through. All the kids -- the garage doors went open, the bikes came out, I saw kids running everywhere. They didn't care if it was a road or the sidewalk, they were in this herd mentality going down the road and you heard the sound. I'm not kidding. So, I just want to tell there is a lot of children there and personally starting to age, I am glad we have those young children and I want to keep it that way. Okay? Cavener: Thank you for your testimony. Bird: Any other? Yearsley: Good evening, Council Members. I'm Steven Yearsley. I live at 2961 East Lucca. As most of you know, I do serve on the Planning and Zoning Commission. Unfortunately, I was absent the day it was heard and I do live in Tuscany and I love my community and I want to echo the residents of the R -8 zoning. Given that this is wanting -- Albertson's is wanting to come in, more than likely they are going to come in and build their facilities and they are going to sell off the residential portion. We do have a plat for the residential at this point to review. If we zone it an R-15 we leave it open to the developer's discretion on what is to be developed. If we leave it at an R-8 we have the less density. If the developer wants to come in at an R-15 he has to rezone. It gives us more teeth in the future to get a product that we want and not something that we have to have. That's why I support the -- the R-15 -- or R-8 zoning. Sorry. And recommend that we zone that portion R-8. And also I understand -- you know, I have been on the Planning and Zoning for seven years now. I understand the need for transition or wanting transition between commercial and residential and , like I said, I'm not against R-15 zoning, but I would like to have at least a piece of that property as a buffer between us and the R-15 and something that we can support as an R-15. So, that's why I recommend we leave it an R-8 and, then, if the developer wants an R-15 he can come back and let him show a good reason for the R-8. So, thank you. Bird: Any questions for Steven? Cavener: Mr. President? Bird: Mr. Cavener. Meridian City Council January 17, 2017 Page 32 of 67 Cavener: Steven, appreciate you coming to give us testimony tonight and I'm going to throw you an odd ball question, because you're on the P&Z. The alley loaded part of your neighborhood -- Yearsley: Yes. Cavener: -- was that zoned separately? To me it looks like it's an R-15 development. Yearsley: Well -- and, actually, I just looked on the map and it is shown as R-8. I don't know if it came in as a conditional use or how that came in, but, like I said, I -- I'm okay with the R-15, but give me something that I can support, not something that some developer is going to try to jam as many homes as he can in there and that's -- that's why I would like the R-8 and give him a -- you know, make them come and show why we want the R-15. Cavener: Thank you. Good seeing you. Bird: Anybody else? Hodson: Good evening. My name is Kim Hodson and I live at 2259 East Taormina Drive. My big concern is still the through way onto Montague. I have four kids. One in high school, one in junior high and two in elementary school. So, this does affect me. I have two children to two different schools that go to Montague and Amity. That's their bus stop. That road is not set up very well. It's very, very small. Whenever you're coming in on -- on Montague from Amity and making a right turn you pretty much swing over and you're in the other part. So, I will say I do -- I am grateful that the developer is willing to widen that. I would still prefer there to not be a through way. I agree with the other lady that suggested connectivity through a pathway for walking or for biking, but not cars. Behind me there currently is another neighborhood going in called Paisley Meadows. That's off of Amity and there is no connection from that neighborhood directly onto a Amity. So, that -- those cars are all going to be sent out into the neighborhood to exit. So, I can still see the people in that neighborhood and in the Bellingham Park neighborhood, the Bella Park neighborhood, they are all connected streetwise and you have to go through them to get to Tuscany and, you know, I go through them to get to Locust Grove. So, I can just see that it isn't just Tuscany residents that would be accessing that road , you have at least three other neighborhoods that would also be using Mount Etna or Taormina, even if it's not a straight shot. Those would be the quickest, easiest ways to get down to that entrance in Firenza. So, that's one of my biggest concerns. And the other one is just that the -- Eagle Road is really just not set up with that roundabout for commercial property. I think of walking and people wanting to walk and go into that development and with a roundabout that's really not possible. There is no way to have a sidewalk. I run and I specifically try to avoid Eagle Road and Amity, because it's really hard as a pedestrian to navigate a roundabout. So, I Meridian City Council January 17, 2017 Page 33 of 67 just don't see that the road really is set up at this point in time to -- to provide proper pedestrian access into a shopping center like that off of those roads. So, those are my biggest things. Thank you. Bird: Thank you. Any questions? Thank you very much. We have got somebody else. Come on up. Johnson: Good evening. My name is Brady Johnson. I live at 4742 South Stromboli Place in the Tuscany Subdivision. I want to just I guess start out saying that I'm against the development period. I -- you know, currently Albertson's is -- I don't have anything against Albertson's. Let me say that. I think they are nice stores. I also believe that our -- the closest grocery store to the Tuscany Subdivision is an Albertson's already, which is located at the corner of Lake Hazel and Five Mile Roads, a couple of miles to the -- to the east of us. I go to that store quite a bit. I can drive there in five minutes. It's not an inconvenience for me at all to get down to that location. I understand that WinCo and Fred Meyer are competitors of Albertson's, but there will be a WinCo going in up on Overland near the Majestic Theaters and , you know, we have a Fred Meyer at Overland and Five Mile. So, there are -- there are plenty of grocery stores in this -- in this area. I don't believe that we are -- we are lacking any grocery stores. I guess the second point I wanted to bring up is the -- I'm one who leaves for work about 7:30, 7:45 in the morning. I've seen the kids that stand on the corner of Amity and Montague and I can tell you that 's -- that is very dangerous. There was a wreck there a couple of weeks ago where somebody hit a telephone pole on the side of Amity away from Montague, but at that intersection. Nearly shaved off that -- that telephone pole. Idaho Power was out to evaluate it. They haven't replaced it. I'm not sure -- I imagine they will once the weather warms up, but the damage is there and it was significant. Had that car slid another direction -- I don't believe the wreck happened at a time where there were kids at the bus stop, but there are a lot of kids in this neighborhood and I think that Montague definitely needs to be finished off , sidewalks, et cetera, as these developments move forward. The last point I wanted to bring up is -- you know, there has been a lot of discussion i n here tonight about detached housing, et cetera. I don't have any statistics to back anything up, but I do know that I watch the news every night and it seems like more often when I hear about a shooting that took place somewhere or something that happen ed, more often than not it seems like it occurred in an apartment complex or something that 's more densely populated. As many have reiterated here tonight that was one of the main reasons we moved into Tuscany was for the family friend atmosphere and the parks and pools, et cetera. I think by having higher density housing we not only potentially affect home values, but we also could potentially invite higher crime. Again I don’t know the statistics, but I could -- I can see the probability of -- of that potentially going up. So, again, just to reiterate what we have heard here tonight I'd just like -- like you to take into consideration our community and -- that it is one of the nicer communities in Meridian I believe and I have heard that Meridian City Council January 17, 2017 Page 34 of 67 from people that live in -- in north Meridian and other parts of Meridian and we certainly hope it would stay that way. Thank you. Bird: Thank you. Any questions? Milam: Mr. President? Bird: Mrs. Milam. Milam: I actually have -- I'm going to direct this at Lieutenant Colaianni, since this has come up a couple of times now. Lieutenant, is -- in Meridian do most of our crimes happen in apartment buildings or duplexes? Colaianni: I'm not sure -- is this on? Hello. No. So, typically we see all our largest crime in the high traffic areas of shopping centers, shopping areas, such like that. You know, you will have -- anything can happen anywhere. Homes. Apartments. But our biggest areas where we see our most emphasis is in the shopping centers. Johnson: Could I ask one question? Bird: Into the mike. Johnson: Is that crime that you're seeing towards the shopping centers, et cetera, more correlated with, you know, theft, shoplifting at a supermarket, versus like any correlation with violent crime, assaults, robberies, shootings? Colaianni: It encompasses everything. Accidents. Assaults. Batteries. Thefts. Burglaries. Fraud. Forgeries. It encompasses everything. That's typically what we see. Johnson: Okay. Thank you. Colaianni: You're welcome. Bird: I think we had another young lady back that there that's -- Boyd: Hello. Good evening. My name is Nancy Boyd and I live with my fiance at 4289 South Burgo Way. I just wanted to sort of reiterate a couple of things that I thought were important pertaining to Burgo Way. Burgo -- so, Zaldia -- if you all could -- you are wonderful. Zaldia -- I have noticed that a lot of people cut the corner from Zaldia to Burgo Way and actually just recently we had an accident in front of our house where a car hit a tree. We are the third house down and it seems as though I'm always seeing cars that are going quickly . They are making a turn from Zaldia to Burgo. It concerns me when it comes to summertime. I'm actually a specialist in the schools and so I have my summers Meridian City Council January 17, 2017 Page 35 of 67 off and I typically hang out at the pool and outside a lot and I notice that there are a lot cars that are parked along Burgo Way, as well as children in the streets on their bikes, as well as parents with strollers, with children that are walking. I have also seen where kiddos are selling baked goods on the corner of Zaldia and Burgo, kind of by East Tusa Street, whether it be bake goods or drinks and kids will congregate around there to where it concerns me if these cars are going by quickly and we add -- and we sort of open the access to Burgo Way to go through, it makes me think of more traffic, makes me concerned for the children and I just kind of wanted to -- I know there have been quite a few people that have mentioned that it's busy, the Burgo pool there. This is one of three pools I believe in our neighborhood -- or in the whole Tuscany Subdivision. It seems to get pretty darn busy and I don't know if that paints a picture for you , but it is lots of people walking around, people congregating around that pool area. Second thing that I wanted to mention was about the traffic study. I know that there was -- I heard a question about it and when that traffic study was done on our street on Burgo my fiance saw -- and I'm not sure what it's technically called , but the rope that stretches across the street, it was -- so, we are the third house in. It was the fourth house down in front of her mailbox. So, it's not actually capturing any of the East Tulsa Street traffic. It was there at 5:30 in the morning when my fiance went to work, but when he came home at 3:00 and when I came home at 6:00 it was gone. So, it wasn't actually a full day, it wasn't actually capturing the east -- the East -- gosh darn it. Tusa Street traffic. So, it's only capturing what's coming down for Fratello and down Burgo. So, it's not actually capturing all of the traffic that's going by on Burgo, as well as this is -- this traffic study was done a couple months ago and it doesn't capture -- it doesn't actually -- it doesn't actually kind of picture what it's truly like during the summer when there is so many people around, so many things can happen. And last thing, just to let you folks know, you know, I, as a single woman purchasing a home, my first home, it was -- I didn't think I would do my due diligence until I did all of the research for the area and I thought I did everything I possibly could to make sure that I was making an excellent investment and I still think it's an excellent investment. But I think that when it comes to the area that's sort of adjacent to Burgo Way I would really like to ask you folks to let it remain R-8. I was told on numerous occasions from the individuals that we were purchasing the home from or having that home built from, they reassured me that this is going to be a residential area. So, I -- I just wanted to put that out there. And that's it. Bird: Any questions? Thank you very much. Boyd: Thanks. Wadsworth: So I'm Jonathan Wadsworth. 2706 Taormina I think is my address. I moved in about four months ago. I'm about three houses in off of Montague. I just wanted to address your question if I could, because the R-8 designation -- for me it's not -- it's not a question of crime. I mean I -- it's really not. But having sat Meridian City Council January 17, 2017 Page 36 of 67 through the Planning and Zoning meeting, it was kind of a nod or concession of the neighborhood for continuity of the neighborhood. There is no other attached family homes and it's an R-8 and I -- it wasn't the developer to my knowledge that ever brought an R-15 designation, I believe that was a recommendation from staff and Planning and Zoning. So, the committee at Planning and Zoning said, you know, we agree, we want to make this concession to the neighborhood that you have something contiguous, that it looks like it blends and that you don't increase the population and increase traffic and kids to a school that's already full, the streets that are already full. So, again, not a crime thing, it's a continuity neighborhood and population density thing. Thanks. Bird: Thank you. We had one more. Here we go. Ragland: Skye Ragland and I live at 2300 East Taormina and I just want to say that with the connectivity so many neighborhoods in Meridian don't have the connectivity to the neighborhood, like others have mentioned is pretty much all of us don't want the connectivity. Why do we have to be the exception to that and I just -- it seems like we have already lost that fight, so if we have to have the connectivity I appreciate that it's between Santo Stefano and Mount Etna, so it's not a straight through to Mount Etna or Taormina, because those are both great streets to cut through to the other neighborhoods. I know because I do it. And Bella Park will probably do it and Paisley if they have this connectivity through to the shopping center. But I just -- I would like there to be no connectivity, but if you're going to keep the connectivity, please, keep it where it's at right now and, please, keep it R-8. We have made an investment, just like everyone else. Did our due diligence and like others have mentioned it feels like the rug's being pulled out from us. Bird: Any questions? Thank you. Is there any other testimony? Okay. Raine: David Raine. 2773 East Mount Etna Drive. I would just come up to voice my opinion that I am against the development . I think so many people have voiced their concern, but the fact that they did their homework, they did their due diligence, you've got a lot of people that have their life's work in their home and they've invested a lot of money and you look at the -- one of my big concerns is you look at the Comprehensive Plan, it isn't the first one out. This has been an iterative process. In fact, I think it was recently updated and they didn't see fit to change it to a commercial application or R-15 at the last go-around. So, my question is what other areas are going to be changed? I understand. I'm -- I'm pro-development just like anybody else, but there is a right place, there is a wrong place. What is the message Meridian is sending people that are coming in. we have got this high growth rate, who is next. Caveat emptor should be the motto of the day. You've got issues with future crime. So, many people expressed concerns with children, traffic flows, I think -- it would be tough. If I -- if I was in your shoes sitting there, there is a lot more questions I would want to have answered. It doesn't seem like it's the full picture and I'd have some pause, Meridian City Council January 17, 2017 Page 37 of 67 quite honestly. But I do appreciate this process, the opportunity to get up here. I do want to voice that concern. Thank you. Bird: Thank you. Cavener: Mr. President? Bird: Mr. Cavener. Cavener: What are those questions? You said that if you were up here that you would want to be asking more questions. Now is that time. So, what are those questions? Raine: You did a traffic study. It was a seasonal traffic study. Yeah, a woman mentioned it looks quite different in the summertime. Kids are home. They are out and about. They are in the neighborhoods. What does spring look like? What does fall look like? This is -- this just come up. You took a snapshot and you're going to shoot from the hip and hope that, hey, everything works good. Yeah, we want to develop. It seems there is a big push from Planning and Zoning, that's kind of my perception, that we want this continuity of neighborhoods, we want this flow, we want to encourage walking, yet you have built -- I was looking forward -- one of the reasons I bought out there -- you have got a YMCA going in. There is no way I'm ever going to be able to walk or encourage my children to walk to cross a roundabout when you have got all the commercial development. Also if you look at that corner, all those other -- all those other corner properties are residential, I believe. That's what we have been told. Will those change? And what does that do? And so, you know, it just -- the picture gets -- it changes -- keeps on changing and so I haven't heard that discussion how are these things going to build and feed into -- you know, is the roundabout going to become a traffic light and how many years is that going to be done? You have spent X amount of dollars developing this beautiful roundabout and what's next? Milam: Mr. President? Bird: Mrs. Milam. Milam: In respect to your comments, there is an election this year. I mean that sincerely. Right? Is it this year? November we will be looking for some new City Council members. So, just keep that in mind. We could use you. Raine: Well, my concern is for my home, my future value. Thank you. Bird: Come on up. Meridian City Council January 17, 2017 Page 38 of 67 Davidson: My name is Jason Davidson. I live on 2527 East Taormina Drive. Over the past year or so I have noticed on the internet on several occasions Meridian pops up as on top ten list of places to live and you think about the reasons why that is and you kind of have to think, well, is it because we have a grocery store on every other corner? Is because we have this, that, and the other thing? I'd like to submit that, no, that is not the reason, that the reason that you find Meridian on these top ten places to live is -- is the people here in this room, just as an example. You have heard testimony from just amazing people that I'm proud to consider my neighbors and one thing to consider when you make your decision with this is when you follow the will of the people they are going to stick around. If you go against the will of the people, you know, the thing that makes your community great begins to leave . I have a brother that lives up in Missoula. He tells me Missoula is what Boise used to be about ten, 15 years ago. Come on up. Live up here with us. I say, no, Meridian is great. We have got a great community, it's recognized nationally. You know, every time I see that list I cringe, because I want it to remain a secret. My wife lives in California - - or her family lives in California and every time I have to visit I just -- you know, my knuckles are turning white, because I can't wait to get back home here to Meridian. And, once again, the thing that makes Meridian such a great place to live is not the shopping centers, the commercial, it's the people. Please do everything in your power to make sure that good people stay here. That's all. Bird: Thank you. Any questions? Anybody else? Gardner: My name is Karena Gardner. 2571 East Taormina. I just want to get up and second what Jason said. We moved here from Utah two years ago and we were really drawn to Meridian and particularly we were drawn to south Meridian for the commute downtown for my husband . My son got up and spoke here today, which is really difficult for himself , so I was proud of him. But one thing that -- that drew us to the Tuscany neighborhood was that it was a place for our children and you hear that over and over and over again from all these people in this room is that we feel safe in that neighborhood for our children. We have older people here who have gone door to door for us signing petitions, getting people to come to these meetings, and they don't even have kids in the neighborhood. They want to keep it safe for our kids in the neighborhood. It's been a really neat effort to see everyone come together for the benefit of our children. Right now my kids go to Victory Middle School, which is already full, and, then, Sienna, which is already full. My son in second grade has 26 children in his class and this is with the downsizing of the classrooms this year. He still has 26 kids in his class. So, when people talk about high density residential, where do you think all these kids are going to go to school? They are going to be in on walk zone. They are going to go to our schools. We -- we want to keep our schools the way they are and they are already crowded. So, when we think about, you know, putting this development in, it affects everybody. It especially affects our kids. My son when he rides his bike to school, I tell him he can't even ride at Montague, because Montague isn't even safe. There was a child that Meridian City Council January 17, 2017 Page 39 of 67 spoke in a recent meeting talking about how when he went around the corner -- there is a roundabout on Zaldia and Montague, it is a blind corner. I can't tell you how many kids have come around that corner had to stop in the middle of that around about because people cannot see on the other side. So, when we talk about traffic going into our neighborhood, we are also talking about they are going around those roundabouts to cut through. Those are blind corners. They are whipping around on Montague off Amity. People fly down that road. They are going 45. They are making a right turn on Amity onto Montague, guess what, there is all those kids sitting at the bus stop. Who is going to get nailed first? So, kids are kids, they will goof around in the morning. I get that. But our concern here today is about keeping our neighborhood safe . People have waited their whole lives and save d their whole lives to live in this neighborhood and when Jason talks about Meridian being one of the best places to live, let's keep it that way. Let's keep it that way for the kids. At some point when are the children going to come first, the safety of the kids. You know, I choose the safety of the kids over a two minute walk to the grocery store. I am fine driving five minutes, so thank you for your time. Bird: Any questions? Anybody else? Stark: My name is Kathy Stark. I live at 2630 East Amity Road. We moved in and we did our research, too, and it was RUT I believe. They changed it. We thought, well, they will develop some day. It will be RUT -- or R-4. They didn't make it R-4, they made it R-8. I would request that you make it R-4. Across the street it's R-4. It should have been R-4. Most of the homes in Tuscany qualify under the R-4. It should be R-4. It shouldn't all be R-8, it should R-4. That would settle all the problems with attached housing and it would be -- the people that back up to Montague, those are nice homes. Their values are going to be -- go down if you make it R-8 and you put houses that are on smaller lots next to those people. It's not right. It should be -- when we moved in it was RUT. It should be R-4, not R-8. Certainly not R-15. Bird: Any questions? I got a question. Stark: Sure. Bird: In Tuscany where are your R-4s? Stark: They are all around us. So, we are -- Bird: There is a difference between and R-8 and an R-4 by a long shot. Stark: Tuscany has -- yes, there is. By a long shot. So, this part right here -- and I have seen the crime rate go up at my house since Tuscany came in. So, I assume the crime rate is going increase more with more residential. This house right here, that's our property. This one. Can you see? Meridian City Council January 17, 2017 Page 40 of 67 Bird: We can't. We can't see it. Stark: Thank you. Sorry, I'm old. Bird: It's confusing to us, too. Stark: Okay. So -- that's not it. Oh, it's a touch screen. Okay. So, where do I go back? So, how do I touch this? Just touch it? This right here. Okay. So, we are this property right here. So, all these homes right here, they are large lots and these lots right here are larger lots. So, when they first did this development it was years ago and -- and I think they did the R-8 because of the patio homes, but the majority of Tuscany is R-4. Really R-4. It's zoned R-8, but if you look at the dimensions of the lot I believe they are closer to R-4. So, I would request that you make this -- all of the residential R-4 and not R-8. Bird: Josh? Beach: She has indicated that, yes, the zoning is R-8, but they are not at the minimum lot size. Stark: Correct. Beach: So, these -- some of these lots are larger than the minimum and if that -- let me just have one more caveat. We have since changed the R-8 zoning again and reduced the lot size. So, they are significantly bigger than what would be allowed in the R-8 zone right now. Just -- just for your information. Bird: Thank you. Stark: So, does that mean if you zone it R-8 they are going to be smaller than -- Bird: They could be. Stark: Right. So, I would -- Bird: The square footage has changed that R-4 -- Stark: -- encourage you to do R-4, because across the street they are doing R-4. Bird: Yes. Thank you. Stark: Thank you. Beach: Just quickly. With that I would say that the minimum lot size for the R-4 is 8,000 square feet. The minimum lot size for the R-8 is 4,000 square feet. Meridian City Council January 17, 2017 Page 41 of 67 Bird: Just half. Any other? Okay. Tamara. You kept track of all the -- Thompson: Mr. President, Members of City Council, Tamara Thompson again with The Land Group. I took notes the whole time. My hands kind of hurt. So, I will do my best to answer everything. Please remind me if I forget something. I want to start with -- I do have John Ringert here, so if you have questions about the traffic study, how it was conducted, all that kind of stuff, I'm going to let him answer those. So, please -- please ask and I will bring him up. Or do you want to start with him? Bird: I'd like to see the traffic -- Thompson: Okay. Bird: That was the biggest thing. Ringert: Hi. City Council President, Council Members. My name is John Ringert. I'm a traffic engineer with Kittleson & Associates. 101 South Capital Boulevard, Suite 301, Boise, Idaho. 83702. I have some prepared presentation to explain the right-in, right-outs and the importance of those, but I could also do - - I could do that up front or do that after I answer some of your questions. Bird: Whatever way is best for you. Go ahead. Ringert: Okay. Well, I will just go through this, because this is one of the key items for this development as we go through this -- as we go through the process to get everything to work. Let's see. I always forget on this thing myself, too. So, as I mentioned, the right-in, right-outs were a critical part of the development due to this particular location and to give you a little b ackground, there is two of them, one on Amity, one on Eagle. We worked pretty well with ACHD staff looking at location, how it would work, how it would -- you know, how it -- how it works with the -- with the public street system and being developed. The staff ended up recommending it for approval, but as Tamara said, the commission left it out. You know, there is -- there always is that question, especially on something like this between Meridian and ACHD when we are essentially -- we are asking for an approval from both, because it's -- both agencies have standards that we need to adjustments for. But they are planning on coming back and relooking at this. So, it's -- so, what we are really asking for now is for approval and to remove the conditions of 1.1.1L and 1.1M. So, just to kind of explain. Sometimes accesses are all lumped into one thing -- into one, like it's an access, so, of course, you -- of course, it's going to be a detriment to the roadway system. But, really, right-in, right-outs are actually a tool we use -- we use them pretty commonly to try to solve problems instead of trying to keep access from happening. You get improved safety. I mean if we can do -- if we can take traffic, get them out onto the road in a safe manner as a right turn versus making Meridian City Council January 17, 2017 Page 42 of 67 them have to go through different left turn maneuvers to get to the same spot that's an improvement. They have minimal impact on the through traffic. You know, it's not the same issues you run into with left turns. They are relatively easy for people to understand. That's why, for instance, you know, we have a lot of comments about roundabouts. They have a substantially lower crash rate and they are very -- and they generally operate very efficiently as people get used to them. And directional oriented, they are great for looking at the direction of traffic. Can we get people in from a certain direction. In this case there is some real advantages with this particular site. Why is it unique? One, how we have the local street system -- it's a street system that's going to benefit the development, but with it what we want to do is try to minimize the conflicts on that. It's also adjacent to a roundabout. The roundabout gives us some advantages that we wouldn't get out of another typical signalized intersection or unsignalized intersection. If somebody is having trouble making a left turn, they can take a right turn and do a U-turn right through the roundabout and people slowly are beginning to realize that as roundabouts get -- become more popular. As you have heard, there is a lot of concern about minimizing traffic on the -- on the local street system. If we can get people in and out that really helps and in this particular case I will go through how the p.m. directional traffic during the evening, which is really what these pads and the store is going to really capitalize on, it really works with the locations of the right-in, right-outs. So, if you -- if you kind of look at how the site functions, right now just to take a right-in and right- out, we have to take -- we have to come off, for instance, Eagle Road -- let's see. You're coming on Eagle Road, which is horizontal there. So, north is to your left. You have to take a right turn off of Eagle Road and a left turn into the site and, then, to get back out you're going to have to take two turns. If we can get that traffic to just slide right-in and right-out, it really has very little effect on through traffic and now we -- we -- we saved some extra conflicts in that area. Same with Amity. If we can get people in and out quicker, keep them from having to go -- to make too many turns. Every one of those turns is another set of conflicts. So, that's -- you know, that's the kind of conflict, the issue. The other one element is just getting people in and out, so we don't send them -- we make it obvious. If you're in a parking lot I can get right out on the road. I don't have to leave potentially through the neighborhood. So, you know, trying to help that ease of access. And, then, the p.m. peak directional traffic in this case really benefits this site. As much as we can we love the situation where the peak directional -- during the peak shopping hours is going in the right direction . So, people can just turn right in and right out and not have to take a left. There is always going to be left turns and we know it's always challenging on Eagle Road. There is going to be substantial improvements to help that, but in this case if we can get people quickly in and out coming down the southbound direction of -- of Eagle Road and heading out westbound on Amity Road. So, you add all these together and, you know, in this case it really -- I believe it really makes sense. ACHD staff believe it really made sense. And so, you know, we really think there is some good reasons for the city to approve this, which, you know, allows ACHD to -- to talk seriously about approving it. We have some traffic safety improvements, Meridian City Council January 17, 2017 Page 43 of 67 especially to the U-turns with a roundabout will add a little advantage there. Minimal impact through traffic. Reduce potential for the -- for traffic to kind of move itself in some of the local streets and we get that orientation during the p.m. peak. So, I'd really like you to consider the right-in, right-outs. You have heard some positive testimony also from -- from the neighborhood about those. Bird: Any questions? Ringert: Any questions on that or other things? Bird: Any questions for John? Cavener: I have questions for you -- not really into this particular piece. I don't know if you have other -- Ringert: No. This is -- I just wanted to hit on this so it didn't get forgotten. Cavener: Mr. President, if I may? Bird: Mr. Cavener. Cavener: It was intimated earlier during testimony that the traffic study wasn't completed during p.m. hours, that it was conducted it sounds like e arly in the morning and into the -- earlier in the afternoon. Can you provide some commentary to the authenticity of that? Ringert: Okay. So, when it comes to traffic counts, the primary study, the big thick one, is all based on the p.m. peak hour traffic condi tions. Traffic data was collected in May and specifically was collected for that -- the peaks before school let out. We do that, because the traffic conditions on the roadway system generally drop during the summer. They may not on a specific sidewalk around the pool in a neighborhood, I completely understand that, but our standards are -- if we can to get those counts, you know, before -- during -- when school is still in session and it's kind of our normal traffic conditions. We, then, did later counts based on, you know, some of the involvement with the n eighborhood and ACHD and looking at traffic volumes throughout the neighborhood and so we did counts there mainly in -- mainly in early November and, then, again in early December. So, we did some additional -- and those were daily counts. Those weren't your peak hour counts for analysis, those were to understand the volumes throughout the neighborhood. For instance, you know, there was a comment we were counting Burgo and we counted Mount Etna and Taormina and a couple places on Montague, because we only had daily count on Montague. So, those counts are daily counts. They were 24 hours for the most part. They all are set up -- how they work with 24 hours, because they don't like people being in the road during peak hours or during traffic times, because they have to actually go out and they have to spend five or ten minutes out there in the road, so they set the Meridian City Council January 17, 2017 Page 44 of 67 tubes up at around 4:00 to 5:00 a.m. and, then, they take them back at 5:00 a.m. So, it -- unless you really watch closely if you -- if you come home from work and you see it, you may not see it the next morning and if you saw it when -- and if you saw it in the morning and you didn't notice it when you came home from work it may not be there the next morning. So, sometimes we have that problem, but all the -- we had data on all the roads for all those hours. So, I -- the company does work for everybody in the valley. I don't see a concern there. We do have some times we have to set the counts up in certain locations so that we don't have cars going sideways across them. So, we don't always get the counts right at the intersection, because with the tube you have to be going over it straight for it to work. So, not all the counts are at the exact peaks sub block of a street, they are to get a feel for what traffic was, which is what ACHD asked. Cavener: Mr. President, additional questions. Bird: Mr. Cavener. Cavener: We heard some additional testimony today that questioned the validity of the 20 additional trips. Can you provide in your expertise where that number was derived from and the validity of it? Ringert: Yeah. We use -- we use a model to determine internal trips within the area and when we look at internal trips we don't really differentiate one neighborhood from another. We are kind of looking at everybody in that square mile that's probably going to use the local street system to get there. So, I guess my definition of a cut-through trip isn't the next neighborhood over, my definition of a cut-through trip is somebody, you know, coming off an arterial. So, what we will do is -- we will estimate out where those houses are -- the first estimated gross amount based on the houses within that square mile. Then when -- then we will assign those to different roads, depending on how many homes are in that area and how many homes might use that road . So, you know, that's -- it's somewhat of a -- you know, we go through a -- it's a scientific process, but that's how that number came about. So, different roads have different amounts we have estimated. Bird: Thank you. Any more questions? Thanks, John. Ringert: Thank you. Bird: Tamara. Thompson: Mr. President, Members of the Council, again Tamara Thompson with The Land Group. A daily needs grocery anchored center is needed in the vicinity due to the increase in housing in the area . The area is underserved by grocery and other neighborhood supportive services. The Meridian planning staff concurs and Meridian Planning and Zoning Commission concurs that a Meridian City Council January 17, 2017 Page 45 of 67 commercial development is appropriate for the property and will provide the much-needed daily services and shopping in this area of the city. The proposed use is consistent with the Meridian Comprehensive Plan in that it encourages grocery stores to be built within walking distance of resident dwellings . Grocery varies from other retail uses in that the customer typically goes directly home due to refrigerated, frozen, and other perishable items. The going home side of the intersection -- or the road is very important for a grocery store's long-term viability. This site is ideal for -- ideal for a grocery anchored center. There are other shopping choices. Not everyone shops every day and there are -- currently everyone in this neighborhood and in this vicinity is shopping today and they are traveling between six and eight miles round trip for groceries and other daily need services. This center will provide a grocery store within walking distance or a shorter vehicle distance for an overall benefit to the road network. There is three items that have been brought up tonight that I could kind of distill all the comments down. The first one being done today and I just want to clarify -- our proposal has always been R-8 and the intent is to be consistent with the Tuscany neighborhood. The R-15 -- and I told Josh I was going to throw him under the bus earlier and I apologized in advance, but the R-15 came from the planning staff, that they -- they brought that up and -- but I do want to clarify. Our proposal has always been -- our application has always been R-8 and we agree that R-8 is appropriate and not the R-15. But I think the R-15 was off the table after P&Z, but I just want to clarify that. The -- one gentleman brought up that the reason that the turnout tonight was less than -- than perhaps at ACHD or at P&Z is they are getting beat down by the system and I would like to argue that it's -- it's because of the concessions that if -- that are being made and one of the things that came out of the P&Z is the R-8 and another thing that came out is the improvements to Montague. That was not something that was in the staff report previously and P&Z came up with that as a proposed condition and -- and we have agreed to that. So, I think it's just -- it's been some things that we have -- that have some give and take along the way and not necessarily the apathy. The connection to the neighborhood and making that a more circuitous connection is -- is another thing that I think has helped . Burgo was mentioned several times and the connection to Burgo was something that was in the original ACHD staff report and ACHD backed off of that and currently the road networks out there -- Burgo does have a sign at the end of it that says it will be extended in the future and the other one that has a sign is Santo Stefano has a sign that says it will be connected in the future. But interestingly the other two to the south, Mount Etna and -- I can never pronounce that other name . Taormino I believe. Taormina. Those two do not have those signs. There are the barricades there and I don't know if the signs have disappeared, but they don't say that they would be extended in the future. The only ones that I see when I drive out there today is Santo Stefano and Burgo and ACHD staff had backed off of Burgo being connection for this commercial development. They -- they are going to address that with a residential plat. It could be that that just goes in and cul-de-sacs right there with a couple houses around it -- a handful of houses, but that -- that is -- that design and that connection point is a discussion for another day . But ACHD Meridian City Council January 17, 2017 Page 46 of 67 did back off of that connection point for this development, for the commercial portion. The other -- so, density, the connection to the neighborhood, and the traffic and, again, we were not the only development generating traffic in the area. You have seen a lot of activity in this area recently, but I believe we are the only development offering a solution and coming to the table with three million dollars worth of improvements and 3.5 acres worth of additional ACHD right-of- way. Okay. I have a couple other here. So, I would like to point out that the peak shopping hours aren't the same as bus hours , thankfully. That -- that the busing hours are different. That commercial development does not have those additional students that need to go to the school. So, the residential portion of that development, now that it's in the commercial, that wouldn't need to go -- those kids won't be going to the schools. I addressed Burgo. Someone brought up that perhaps Meridian Road would be a better location and this was broug ht up at the P&Z Commission hearing also and Meridian in that location is a state highway and a state highway is more of a regional draw and this development is a neighborhood center. So, we are not talking -- and I keep feeling like people have a mental image that this is the next Center Cal project or the next Village at Meridian and it is much smaller scale. This is a neighborhood center grocery store anchored with -- with a few other tenants. As far as screening, we fully intend to truck -- or screen I believe the way for the delivery trucks and -- and all that landscaping will be along Belleeza on both sides of the road. And, again, the high-quality tenants -- what will help us drive the high-quality tenants is the additional access -- the convenient access really does help with -- with getting those high-quality tenants, but Albertson's is local and they are the end user here, so they have a lot of controls over who they want their co-tenants to be and those -- those undesirable tenants aren't -- aren't who they want either and they will be doing their best to bring the high-quality tenants for their -- into their center. We have read and agree with the conditions of approval , with a couple exceptions. The first one is 1.1.1H and this is dealing with zoning L-O on the north side of that future road that we are currently calling Mount Etna, but hopefully won't stay that way. Those -- that zone is too limiting. It doesn't -- L-O doesn't allow any retail uses at all. So, we would like to request a C-C zone and -- and we could limit maybe -- if there is a use or two that you would like to limit within the C-C, but the L-O doesn’t give us any retail uses for that. So, we -- we respectfully request that said that -- that continues to say the C-C zone and -- Cavener: Mr. President? Sorry, Tamara. Thompson: Yes. Cavener: Josh, can you pull up on the map to show where that is? Beach: Absolutely. That would be Block 2. These four here. Thompson: Just the Block 2 there. Meridian City Council January 17, 2017 Page 47 of 67 Cavener: Thank you. Thompson: And the second one is just 1.1.8 and this one, again, is the Council waiver for the two right-in, right-outs. That would be one right-in, right-out access onto Amity and one right-in, right-out access onto Eagle Road. Those are extremely critical for the success of the project. And with that we respectfully request your approval with the two modifications I just mentioned. Thank you. Bird: Any questions for -- Milam: Mr. President? Bird: Mrs. Milam. Milam: I have a few questions, Tamara. Thompson: Yes, ma'am. Milam: The -- the neighborhood connectivity, how critical is that for the development? That's going to be the biggest issue in the room. So, you know, if that was -- if there is any way to eliminate that access directly into the subdivision -- however, before you even answer that, I think -- this is almost a situation to cut off your nose to spite our face -- is that if I lived there I think anybody -- if they remove that road I think there will be a lot of regret from neighbors down the road wishing that you had a road into that shopping center. But that's -- that being said, what is the -- how critical is that? Thompson: Mr. President, Councilman Milam -- could I have an aerial overview? So, Tuscany -- back up just a little bit if you would. So, Tuscany neighborhood has very limited access to the arterials. So, currently you have got Zaldia and, then, you have to cross a ditch that has just a couple connections to the north and, then, there is another access to the north. So, as far as Eagle Road there is very limited access to Eagle Road. And, then, the same thing with Montague, it's the only connection point to Amity. So, in order for neighbors to shop today, they are funneling to those three points and what the connection to Montague does is it just keeps you from having to turn onto Amity in order to turn into the neighborhood. So, as far as the viability of the shopping center, I don't -- I don't think that it matters much, but I think that it -- I don't believe it's going to change much of the traffic within the neighborhood and that's really what the traffic report was saying, is that everyone has to -- has to make it to those points today. Milam: Mr. President? Bird: Mrs. Milam. Meridian City Council January 17, 2017 Page 48 of 67 Milam: And I agree with you. I don't think it's going to bring a lot of traffic through the neighborhood. I don't think people are going to come through like this from Locust Grove to get over there. But we have the signatures of hundreds of residents saying we don't want this road. We will walk. We will go around. We will get there however we get there. So, if it's not critical to the development and the neighbors don't want it, why not ditch it? Thompson: Mr. President, Councilman Milam, I -- I can't really answer that. I mean I would need to talk to my client, but I know that it's not critical, but we do feel that it's appropriate that -- that the connection is there. Beach: Councilman Milam, if I may -- Mr. President? Bird: Go ahead. Beach: As far as the staff is concerned, the applicant has requested this be a mixed use development and they have requested through -- there are several things that would, essentially, take away the things that we look at in order for something to be called a mixed use development. One of those is at least three different land use types. With the removal of the L-O they have only got two. So, it doesn't -- that makes it not meet the requirements of the mixed use designation. Also one of the other issues here is the connectivity to the surrounding neighborhood. It's also something that is required in our Comprehensive Plan for a mixed use neighborhood. So, when staff reviews something like this we -- and I can go through and kind of explain a little bit about why we initially had a condition in the R-15 zoning district there as well, we -- we envision a transition from the existing homes to a corner where there is going to be a lot more activity; right? So, both of the existing uses with the understanding that Montague Way will act as somewhat of a buffer to that west side. But if we remove all of the things that make this a mixed use development we, then, can't call it a mixed use development. So, that -- that's -- that's what I want you to be aware of as we have the review of this. I know you have all looked at the staff report, but it's staff's opinion that these things make -- will make the development work and we get a little bit leery about forcing all the traffic out to the arterial roadways for folks who live in Tuscany that if there is a grocery store there, they are likely to go there and shop. Bird: Any other questions? Milam: Mr. President? Bird: Go ahead. Milam: Tamara, you had mentioned high quality tenants. Do you currently have any specific tenants in mind? And I know that the neighbors kind of want to go to worst case scenario. It's just going to be restaurants and cigarette stores and Meridian City Council January 17, 2017 Page 49 of 67 alcohol and, you know, all that, but I mean the truth is it's probably going to be more like dentists and -- you know, I don't know. I'm not sure exactly what you had in mind. So, do you have any specific tenants? Thompson: Mr. President, Councilman Milam, I -- I don't deal with that side, but I don't believe they have marketed the site yet, because they don't have a project yet. So -- and, really, I don't -- I mean everyone's busy right now, which is awesome, and, you know, as far as having end-users look at something before they know what they are looking at, you know, they don't know the rules yet and so it's just -- you can't get anybody serious at this point. Once we know what the rules are and what all the conditions are , then, they can start marketing the project. But at this point it's -- it's a little premature and everybody's too busy to look at something that's, you know, this is what we would like to do type of thing. And I would -- if I could, I'd just like to address one thing that Josh said. On the three different uses in the m ixed use, we fully intend to have some office there, so there will be three different types of uses with the office and residential and retail. We just don't want to limit it that it has to be in just one area, to have that flexibility that things can land where they organically need to land. But those three uses will still be there and I don't think that L -O has to be defined in one area. Thanks. Bird: Tamara, I -- I would -- would the applicant be receptive to making that an R-4 designation instead of an R-8? I know it takes a lot of lots away from you, but it would be -- to me it would be a nice transition to the shopping center. I believe that they were worried -- and the -- we are worried about traffic and stuff, but all these houses right now is going somewhere to buy groceries and, you know, they are traveling four miles up Lake Hazel or over -- they are going down to Overland and to that area or they come into Meridian to WinCo or whatever, but -- so, the traffic is -- and I would think that if we -- well, the safety of the youth has got to be our number one priority and I think his Council has always put youth safety first. I -- I think this is a nice project, but I would -- I would absolutely love to see it go R-4, just like the one across to the east of it. If we could. You can ask your applicant. Cavener: Mr. President? Bird: Mr. Cavener. Cavener: Mr. Palmer, please. Because I'm going to go head down another pathway, so go ahead. Palmer: Yeah. Mr. President. I think -- you used the word good or the word goods transition. It seems like usually when we use those words it's in relation to maybe R-4 to an R-8 to commercial or an R-8 to -- as staff had pointed out to a multi-family housing situation to commercial or at least being consistent with what's there to commercial, rather than -- here is my concern with that is that Meridian City Council January 17, 2017 Page 50 of 67 if -- if we had bigger lots there is going to be a lot less -- a lot more space between driveways and if -- if it gets to the point where there is neighbors parking in front of all these R-4 houses to walk over into the -- and not have to deal with going out arterials or cutting through to -- to get to the different retail locations here, I imagine people spending money in the five, six, seven hundred thousand dollar range on an R-4 house would definitely not feel that's an appropriate transition. Bird: Good point. Cavener: Mr. President? Bird: Yeah. Mr. Cavener. Cavener: While the applicant is conferring with her client, I see Mr. Lucas sitting in the back. I'm hoping maybe he could come up. I have got a couple of questions while the public hearing is open. Lucas: Good evening, Members of the Council. My name is Justin Lucas. I'm here tonight representing the Ada County Highway District. Business address is 3775 Adams Street in Garden City, Idaho. Cavener: Thank you. Mr. President. Justin, recognizing -- and I'm sure our staff would attest to that sometimes the mindset and decisions of the elected body sometimes is counter to the recommendations of staff. I'm hoping you can provide us some insight on the decision from the ACHD commission to not approve and -- nor deny this right-in, right-out. To me it seems contradictory, at least -- especially on Eagle Road to the highway district and the state's recommendations of turning that road into a right-in, right-out from beginning to end. Lucas: Council -- Council President, Councilman Cavener, you're right, I do not try to interpret the -- the desires often of the elected officials. That being said, I think the -- the memo provided from Christy Little describes the situation there where the ACHD commission in this specific instance decided to wait and see the guidance from Meridian city on this, leaving the door open to, through a subsequent application, approve those right-in, right-outs. The ACHD structure is a little different than the structure at the city Of Meridian. If I'm -- if I'm not correct let me know, but I believe the Council has to approve the waiver to this -- this specific access point to the arterial street network. At ACHD it's a little bit different and there is different processes to approve access points. So, I think they really wanted in this specific situation to see what the Council wanted to do and, then, they will go from there. Thank you. Bird: Thank you. Meridian City Council January 17, 2017 Page 51 of 67 Cavener: Mr. President, additional question if I may. And, Justin, recognizing I'm throwing you a curve ball here, I'm just curious -- you're, obviously, a subject matter expert on traffic. Have you seen traffic studies that deal with commercial centers that only impact, you know, traffic counts by -- by 20 trips? The number to me just seems interesting and it being that low and I'm just curious as -- as someone who is an expert if you have ever seen something else like that. Lucas: So, the term expert, you know, is oftentimes loosely associated with me. I am not -- I am not a professional engineer and it's an important designation -- Cavener: I agree. Lucas: -- in this specific instance, because the traffic study that was completed and prepared by Kittleson & Associates was completed by professional engineers who follow industry standards to produce these documents and so those documents are reviewed by professional engineers who work for the Ada County Highway District and those findings are presented in the reports that you -- that you receive. When it comes to a trip generation and allocation of trips, the engineers use industry standards to -- to produce those -- those reports. In this specific situation from all of the traffic studies I have read and been involved in, as a -- not only a transportation planner, but a land use planner working for a city, it really varies depending on the network associated with the development and the different links that are available and the different areas -- the different ways the traffic can go. This is interesting, because you have two arterial streets right there. So, there is little doubt that most of the travel through this specific development will come to and through those arterial streets . I don't think that's in question. Now, how much is going to go out from there to specific streets within Tuscany, that can often be a difficult question and I would rely on the judgment of the traffic engineers and the best of standards that they used and much more than that I probably can't say. Cavener: I appreciate your context. Thank you, Justin. Bird: Thank you, Justin, very much. Lucas: Thank you. Bird: Tamara. Thompson: President Bird, to answer your question regarding the R-8 versus R- 4. So, our intent is to have a residential development that is consistent with the existing Tuscany development. So, if we could do something where we -- and I know this is a policing thing that is probably difficult for staff, but if we could do something where we maybe make that designation that, especially -- if I could get to our concept plan. So, we did -- staff asked for a concept plan as far as what -- of how the development could -- so, this is not before you as far as a Meridian City Council January 17, 2017 Page 52 of 67 preliminary plat, but they just want to see that we have thought enough about it that, you know, roads and that kind of stuff could -- could go in here. So, one of the -- one of the important things I want to mention is on the north property line -- so, north is up on this drawing. We tried to line up the property lines -- Bird: That's very smart. Thompson: -- and in the R-4 those -- we couldn't do that any longer. You know, it would be -- it would be different. So, because of that there is a big difference in the lot sizes. So, if we could just tie like a concept plan in the development agreement, but still have the R-8 and, then, you know, just make it clear that the lot sizes need to be consistent and , then, what we -- so, I do want to state that R- 8 is what everything in -- in Tuscany is zoned. It lays out more of an R-4 to R-5, which is what this northern portion does on this concept plan. The -- the single- family units that we -- we have to the west, those look much smaller, but those are right around R-6, so -- and that's what you're seeing in the patio homes in the Tuscany is those are R-6 and -- and so that's -- you know, we brought that up at P&Z that we can get that patio home concept, if that's what the city wants to see, within the R-8 zone, that we don't have to go to the R-15, and they -- and they agreed with that, but -- but we would like to have consistent and -- and if -- if the zoning designation and the minimum lot size and dimensional standards are different now than they were then, if we could just kind of tie that to what Tuscany has and that it needs to be consistent or per our concept plan, something to that. Bird: Tamara, what you're willing to do, then, is anything that ties -- backs up to existing Tuscany houses, that you will try your best to make the lot sizes match . Thompson: Yes, Mr. President. Bird: Okay. Thompson: Yes. Bird: That -- that's very fair. Because most of Tuscany has got the old R-8 square footage and at the -- and we also had a frontage deal, so -- Thompson: Yeah. The dimensional standards are different. Bird: -- if you're -- if you're willing to do that, I mean it's -- Thompson: Mr. President, that's what the intent has been is -- Bird: Okay. Thank you. Thompson: -- with this concept plan. Meridian City Council January 17, 2017 Page 53 of 67 Milam: Mr. President? Bird: Any other questions? Milam: Mr. President? Bird: Mrs. Milam. Milam: Tamara, just to clarify that as it looks -- were no attached housing in this -- in this concept plan? Thompson: Mr. President, Council Woman Milam, we designated in the narrative that the -- the single-family units -- that those would be single family, but that, you know, townhouses could -- I mean I used to live in an amazing townhouse complex and, you know, you can do them nice. So, you know, that's -- that's up to you. We would like the flexibility, knowing that the intent is to do something nice. You know, Albertson's is landing here because this is a very affluent area and they want to keep that. You know, that's their customer. Bird: Any other questions for Tamara? Thanks, Tamara. Thompson: Thank you. Bird: Thank you very much. Council, what's your privilege? Palmer: Mr. President? Bird: Mr. Palmer. Palmer: Just a few comments and, then, I will let others talk and see what they have to -- what they have gained from it as well. When it comes to the -- the connection to the subdivision, I have been staring at an aerial view -- I live in Green Valley, if you're familiar with that, on the other side of Locust Grove, right in the middle between Victory and Amity, and I have been staring at this aerial shot trying to figure out a way that I would want to cut through Tuscany to get there and there is absolutely no way I would rather go through that subdivision than to just go down Locust Grove and up Amity to get there. It's not a similar situation like what we have in Woodbridge where there is just one little jog in the middle of the subdivision to get all the way from Eagle to Locust Grove . Tuscany was -- was planned in a much more -- I guess traffic minded way in that no one is going to want to cut through there, even given that we have right in the center of it a city park. That's -- you know, I have some heartburn over putting city parks in the middle of subdivisions, because I don't see the people from outside the subdivision wanting to go there. I have driven past the park a few times trying to assess this and I hardly ever see anybody there -- maybe I'm going at the wrong time, but -- and so it's not -- it's certainly not one that I would frequent, because Meridian City Council January 17, 2017 Page 54 of 67 of the pain that it is to get there from where I'm at and so to go twice as far to get to the -- the proposed development it's just absolutely not something I would do and so I feel like connecting it to the subdivision is going to be to the benefit of the residents of the subdivision in that they are going to get there, instead of additional increase in traffic on the arterial roads just to come out and go right back in and I feel that it benefits you and that you're not going to have people from outside the subdivision wanting to cut through, because it's not an efficient way to get through there. Bird: Thank you. Anything else? Anybody else? Cavener: Well -- Bird: Mr. Cavener. Cavener: Maybe then, yeah, a couple comments and we hear your cynicism in your voice and I understand that this has been a long process. There has been a lot of comments made tonight that people feel that this decision has been made . Well, if a decision was already made we wouldn't have sat here for three hours asking questions and debating amongst ourselves . The frustration is is that nobody is going to leave this room tonight feel ing like they got what they want. You as neighbors aren't, because I will tell you what, I have heard tonight you say we are a neighborhood where everybody walks and, then, I hear we drive our kids, even though we live in the neighborhood , to the schools and to the pools. We hear people say our neighborhood is safe and I hea r people say, man, we got so much crime in our neighborhood. So, your frustrations are -- will continue regardless of -- of the decisions that are made here tonight. Our goal as Council Members is we are -- we are all parents and grandparents and Council Member Palmer and myself -- Council Member Bird, while he wasn't born here, he's lived here longer than any of us. You know, we have lived in this community a long time and we have seen those changes in your neighborhood and the problem with traff ic over that area, guess what, those problems occurred because developments like Tuscany were developed -- developments like Glacier Springs where I live down the street were developed and we impact streets and the young woman who spoke that lives on the c orner of Amity, she's been impacted by all of you guys. So, I understand that you're frustrated with -- with the process, but, in all honesty, the cynicism is being directed towards the Council and the staff and development is unwarranted and unnecessary, because we are just people that are up there that are trying to do what we think is best for our entire community. So, I'm sorry that we don't have the ability to always see things through your eyes, but, I will tell you what, this board -- we have heard your comments, we have read your e-mails, we are involved in this issue because we think it's important to our community and I firmly believe that whatever decision this Council makes is because they think it's what's best. We might agree, we might disagree, probably going to be both, but I take exception when I start to hear comments from the peanut gallery that's questioning what Meridian City Council January 17, 2017 Page 55 of 67 the Council is doing. To Councilman Palmer's point, I -- Council Woman Milam asked a question. Why -- why do we need the road and part of me thinks, man, if I lived in this neighborhood I would be here saying why aren't you putting in the bleeping road, because the road is what I would want. And I understand that for you that are shaking your head saying that's not what you want, that's fine. I think that -- I will tell you what, when I start to look at the -- the residential impact and I start to hear comments about the safety on Montague Way and you look at that residential piece that would access off Montague Way, boy, that creates a traffic issue. That creates a safety or if the people that live in that proposed residential don't have any other place to go. So, I sat down here thinking pull out the darn road. Part of me now thinks when I look at the proposed residential piece, we are going to -- the Council, when that piece comes before it, they are going to say why didn't the Council before put in the road. So, I'm curious what the rest of this Council thinks on this decision. You know, this is -- this is making sausage at its finest and I think Councilman Milam asked somebody to run for office -- boy, if you like making sausage I'd encourage you to run for office , because it's -- it's -- it's a once-in-a-lifetime process, because sometimes you don't ever want to do it again. Milam: Mr. President? Bird: Mrs. Milam. Milam: I am so torn on this, because I -- I have been -- I have been in your shoes. I lived -- I will try to make this a short story, but the subdivision over by Walmart off of Eagle Road -- and I remember somebody telling me that there was a shortcut to Walmart and it was through my subdivision and at first I was very unhappy, but -- however, if that road was not there that I could not go from my place to Walmart and I had to go on Eagle Road and all the way around Fairview to get there, I would never go there. It would be -- it would have been worse and there wasn't really that much traffic. It was a few extra cars a day. Honestly, it wasn't that bad. But the fact that he told me that it just ticked me off. The last time we had a crowded house in here it was because they were doing a zoning change, because there was supposed to be a commercial development as part of the subdivision and they were changing i t to residential and just like you're here, all the neighbors were here and they were mad and they said we looked at the map and it was going to be commercial and we were going to have shopping and we were going to have restaurants and -- so, equally as upset as you are for the opposite reason, they were here. But they wanted it -- anyway. So, change is hard and -- but it's inevitable and -- I don't know where I'm going with that. But I just wanted to point out -- I think the road would be more beneficial to the neighborhood than -- than you guys realize. So, I think Albertson's is a great neighbor. I have owned a business in an Albertson's shopping center and they -- they are a good anchor. They do choose good business partners for the most part. So, you have a little faith and a little trust and hope that they -- that they get you some good places in there, so -- Meridian City Council January 17, 2017 Page 56 of 67 Bird: Any other questions? Nary: Mr. President? Mr. President, Members of the Council, if I could address one issue that's come up twice that is not before you, so it does not -- you have heard it, but I think the folks here need to hear. The street name change application is not in front of you. That is a different section of the code. It's actually a decision made by the Planning and Zoning Commission after public notice and a public hearing. So, that was brought up two different times by folks wanting you to make that decision tonight. That is not before you. So, I just wanted to make that clear both for you and the members of the audience that there is a process. The application was filled out. There is a street naming process that goes through Ada County before it comes back to the Planning and Zoning Commission. There is the right to appeal that decision if people are unhappy with what the Planning and Zoning Commission decide on the street name, but I just wanted to clarify that while the people were still here that that's not before you tonight and that's not part of your decision. Bird: Thank you, Mr. Nary. Council, I think one of the biggest things for me -- I would like to see the right-in and right-out only be allowed on Eagle and Amity, because they are very safe -- if you go down -- if you go down Eagle Road now and we all know that that's probably one of the busiest streets in the state of Idaho and if there isn't a light there it's usually just a right-in and right-out. We had at The Villages -- we made a -- or somebody made a mistake -- that we tried to have a -- a complete deal without lights and it didn't work out. So, we -- our police officers were there all the time with wrecks. But I would encourage that. On the stub road, we have always -- and I think if you go back to look at the Tuscany plans, that road showed being stubbed. We -- we have always done that, made stub roads, so that they can attach. You know they are going to attach. You don't know what you're going to get, but I -- I think that it's very important that we go to the right-in and right-out on Eagle and Amity. And with that, Council, what's your pleasure? Palmer: Mr. President, question for you. So, do you mean on Belleeza -- Bird: Eagle and Amity. The right-in, right-outs. Palmer: The ones that they are already planning, but do you also mean on the -- Bird: This one there and that one. And we got to get this one -- Palmer: Okay. Bird: -- and that one. Any other statements before we close the public hearing? Cavener: Mr. President? Meridian City Council January 17, 2017 Page 57 of 67 Bird: Mr. Cavener. Cavener: I move we close the public hearing -- man, I have got so many notes here on Item 7-A. Milam: Second. Bird: I have got a motion and a second to close the public hearing on H -2016- 0102. All in favor say aye. Any opposed? MOTION CARRIED: FIVE AYES. ONE ABSENT. Cavener: See what happens here. Mr. President? Bird: Mr. Cavener. Cavener: I move that we approve 7-A, H-2016-0102 and strike condition 1.1.1H. Maybe a quick question for staff if I may before I finished that motion. Josh, you had indicated we wouldn't be approving a mixed use development if we pull out the L-O. Did I hear that correct? Or if we change L-O to a -- Bird: C-G. Cavener: -- to a C-C. Beach: So, are -- sorry to -- Cavener: That's okay. I'm -- Beach: Just to clarify are you asking me if -- by staff's definition it's no longer a mixed use development or are you saying that you can't approve the development if it's this way? Cavener: My question is can we approve the development with only two land use designations. Beach: So, that may be a better question for Mr. Nary. Cavener: Probably. Nary: Mr. President, Members of the Council, I think when you approve the mixed use designation it will require -- and I think Ms. Thompson testified -- they will have three uses, they just didn't want to be bound that they had -- that one of the uses had to be there. What I would suggest in your motion is that we will work with the applicant in the development agreement to create a trigger of some Meridian City Council January 17, 2017 Page 58 of 67 sort, so that way you don't end up with a situation five years down the road where they said we have used up all the development and we don't have anywhere to put offices anymore. So, that there is some trigger that that third use has to be engaged at some point in the development process and we will figure out that language in the DA. Cavener: All right. So, Mr. President, if I may? Bird: Go ahead. Cavener: With including that information I move we approve 7-A, striking Condition 1.1.1H and ask Planning and Legal staff to work with the applicant to establish a trigger based on testimony we have heard today. And, then, I believe it's one point -- and include 1.1.8, which I believe is the approval for the right-in, right-outs as discussed by the applicant and staff and Council. Sure, we can include the site concept plan within our findings as well. I don't have any issues with that. I don't know if we will get a second. Palmer: Second. Bird: Okay. We got a motion and a second to approve it with the exceptions. Mr. Clerk, will you call roll. Roll Call: Bird, yea; Borton, absent; Milam, yea; Cavener, yea; Palmer, yea; Little Roberts, yea. Bird:: All ayes. Motion carried. MOTION CARRIED: FIVE AYES. ONE ABSENT. Item 8: Department Reports A. Update on Emergency Operations in Response to Storm Event Bird: Thank you very much. Okay. Department Reports. Item 8-A. Sergeant, are you -- or, lieutenant, are you going to do that? I'm sorry. Colaianni: Good evening, President Bird, Council Members. I know you're probably ready to talk about snow now; right? Bird: It looks like we got it coming. Colaianni: So, I just want give Council the time -- last Tuesday Chief Niemeyer was in front of you all, we were talking about where we would be at a week from now and he's asked me to step in tonight and speak on his behalf. So, this is an Meridian City Council January 17, 2017 Page 59 of 67 update from last week to this week. We still have our incident management team together. It's still comprised of Fire, Police, Parks, Public Works, Communications, the Mayor's office, and a number of other people that are helping us put these incident plans together each and every day. We are still meeting at 10:00 o'clock in the morning and 2:00 o'clock in the afternoon to go over our plans. We have Ada County Highway District with us still and today Joe Lombardo from Ada County Emergency Management joine d us in our meeting and we are communicating daily with the W eather Service. So, one of the things I want to point out moving forward is the next 48 hours are going to be critical for us in terms of the weather. The Weather Service has been changing their weather update almost hourly. The last report we had is that the storm that was coming in there is about an inch -- what they consider an inch of moisture in the clouds coming through, which if it were all to turn to snow it could give us anywhere from four to eight inches of snow, give or take. The question is the timing of the storm. We have an inversion in the valley. Everything is cold is being held on the floor. If the storm is strong enough initially to push this out, then, we are going to have more rain and less snow. If that doesn't happen, then, we can expect -- expect a pretty heavy snow period in the next 48 hours. So, I only tell you that because there is a -- there is a few things that are going to happen. Right now our objectives are still clearing the sidewalks. We have identified our priority sidewalks. We started around the middle schools. We focused on elementary schools, the big areas where we have a lot of pedestrian traffic, and we continue to work on those every day. Flooding. We don't have the flooding issue we did a weeks ago, because, obviously, it's gotten colder, but as the snow increases -- if we have that we are going to have to pull back, we are going to move our resources back to critical infrastructure, which is fire departments, police departments, and clearing those roadways and starting all over again getting to those sidewalks to clear those for schools. The trigger is about three inches. So, if it's three inches then we will have to pull resources back and start all over with the critical infrastructure and sidewalks. If there is a little bit less then we will be okay to kind of continue to move forward. We -- each day we meet, we identify sidewalk areas, we take the input that's coming in from the hotlines where we are getting a lot of clusters of people that want sidewalks cleared on those main roadways. We are talking about Meridian and 8th Street and Cherry and the Ten Mile area and stuff like that. So, we put our resources there. And I think we have been really successful with that pattern. We have been able to leverage IT in using our GIS maps to do layering to identify where our sidewalks are at, what we have completed, what we are working on and that has been very helpful to -- to get us through this process. So, our hotline has been running about a week, Jaycee? Holman: Yes. Yes, it was up and running Wednesday afternoon. Colaianni: Yeah. So, we are just about a week in. So, we have ingested 310 calls and e-mails and as we go through these calls we , as an organization, as a group that have come together -- and they are all kind of experts in their field, Meridian City Council January 17, 2017 Page 60 of 67 very smart people, we are categorizing these calls ones, twos, threes and fours. The ones are the calls where people have been plowed in and they are -- they are elderly or they have some sort of health condition and they have a three foot ice wall in front of their driveway. I'm sure some of you have heard those complaints and we are looking at those people and reaching out to them first. So, we are actually sending -- in some cases a paramedic and an officer over to that house to bang on the door to look at the situation , to take photographs to confirm or dispel this is what we have going o n. So, those are our priority ones, the people that need our immediate attention. Priority twos are those people that have doctor's appointments in the coming days, have some sort of healthcare coming in, those types of things. We are ranking those up there as well and confirming those. Priority threes -- if we get a call that's a pharmacy or a grocery store or some sort of business that requires access from the public and such to get prescriptions and stuff, we are -- we are reaching out to those people as well. And, then, priority fours is pretty much everything else. Those are the people that want to have their road plowed again, because they didn't care for the way it was done the first time. Those lower level things. Those we -- because of the large number of them we can't reach out to every one of them . The point I give you all that is because we are able and have done -- we have addressed every priority one, every priority two, and every priority three. We have sent people out to those homes and I will give you a couple examples. We had a lady whose husband needed to get to the VA and she 's 70, he's 70, and the plow came by and there was a three foot ice wall in front of their house and they just couldn't get out. I picked up the phone over the weekend, called the Ada County Highway District, and they sent a crew out and cleared it. So, the teamwork, Ada County Highway District, everybody that's been involved with this has been phenomenal. For me to be able to do that on a Saturday or Sunday and Tim from Ada County Highway District says I will take care of it and I get an e-mail back it's cleared. So, we are able to do those things. We haven't been able to hit all the priority fours. Those are just -- there is just simply too many of those. But we go out and look at it. We are looking at the roadways. So, ACHD is in 24 hour mode again starting at 2:00 o'clock in the morning. They are spending approximately 250,000 dollars a day to keep things moving on the roadways. Quarter of a million dollars. So, starting at 2:00 o'clock we are going back to 24- hour operations because of the incoming storm. They are going to be de-icing, they are going to be moving through the roadways. They have taken over our contract operations and they have adjusted them on their side, so they will be dealing with them directly on billing and such. We are out of that business now. So, everything that we were in they are handling now, which is a huge burden off Dale and our group. They are going to manage all that now. We are very grateful for that. So, they are going to de-ice, they are going to work the roads. If we get more than three inches or four inches and it starts to build on us, they are going to activate those graders and get those people going again and they are going to start working the roads in subdivisions and getting back out there again. They pledged that to us and I do believe that. They are listening and every time we reach out to them they have been money for us. So, if we don't hit Meridian City Council January 17, 2017 Page 61 of 67 those triggers, if we don't see that large amount of snow, they are going to continue to focus on cleaning up the subdivisions and anything that may need additional clean up and coming back through. If we do hit them, then, we will start going through all that again. Sidewalks and pathways internally is what we are going to focus on and we will continue until we have to divert otherwise. I didn't -- is Keith here? Did Keith show up? Okay. I'm going to let Keith talk to the finances -- thank you. I'm going to let Keith talk to the finances. He's better at that. Granite and Titan, again, have been turned over to the Ada County Highway District, so just a couple of things. There has been a lot of questions about what thresholds have to be reached before we can do -- before we can go to the state and ask them for reimbursement and go to the feds and stuff . So, we met with Joe Lombardo today. The triggers are -- there has to be a 1.4 million dollars in declaration here in Ada County or 2.4 million statewide in order to trigger the county to go to the state, who, then, can go to the feds and we can start talking about reimbursements. The thing that we don't know -- the little nuances is what counts towards that fund. Is it revenue? Is it resources? Because certainly Ada county has blown their budget two fold to go out and do these roads. They budgeted I think somewhere in the neighborhood of 1.2, 1.4 million and they are already up to four million. They did tell us that they have realized about seven million dollars in savings from other roadway projects, so there was some money there that they can utilize to continue to move forward, but we don't know what's going to hold for the next three weeks . All the weather is telling us is that it's going to be a turbulent three weeks for us in this area . On again, off again rain, snow, we just don't know what it's going to be like. But there is still a number of steps that have to happen before we can do th at and all those people that know that, all those resources are in place. You guys should be very proud, the fantastic staff at City Hall and all the people that work here have just been phenomenal. We pulled this together better than I think anybody else has done it in the valley. My opinion only. So, with that I'm going to stand for any specific questions and, then, let Keith talk about the financial piece. Bird: Any questions for lieutenant? Cavener: Mr. President? Bird: Mr. Cavener. Cavener: Scott, last -- last week chief talked about that with the Council's reallocation of funding that we were going to start hitting a lot of the area in south Meridian, as well as I believe there was a neighborhood that kind of intersected with the city of Boise, so I was hoping you could just provide me an update on what our efforts have been in those specific areas . Colaianni: Yeah. Absolutely. So that the -- the fragmented area that was kind of half and half, it got done. Meridian City Council January 17, 2017 Page 62 of 67 Cavener: Great. Colaianni: We picked up the phone, called, and it got done. South Meridian, to the best of my knowledge, they covered all of that. Now, I say that, because I asked this exact question today, because I knew this would come up. I asked Tim -- I said so that is a hundred percent and he's like, well, we are 99 percent. He goes I can't tell you if we missed a cul-de-sac or a roadway. He goes if we did you pick up the phone, let me know, we will go back out and clea n it. So, they are very confident with the contractors and with their staff that they have 99 percent of it done. Cavener: Mr. President, maybe a quick follow up. Is it safe, then, for us to say that 99.9 percent of the City of Meridian has been plowed? Colaianni: Yes, sir. Cavener: And if there -- if our residents feel that their spot was missed call the hotline -- Colaianni: Call the hotline. If you know the resident, reach out -- reach out to me personally, we will take care of it. Cavener: That's incredible. Colaianni: It is. Cavener: I want you to know at least from one Council Member's perspective, I recognize the feat and the amount of people involved and I just think that's incredible that a city of our size has been able to accomplish that. Colaianni: Yeah. I do, too. And I was on the -- Cavener: Kudos to the team. Colaianni: Thank you. I was on call all weekend. I was the IC all weekend and so I got to field a lot of the e -mails and everything that came in and so -- but it was a good collaborative effort. We put it together really well. I don't know -- I can't tell you how long this is going to go. How long do we go? How much money? You know, what's the process? We simply don't know. I will tell you this: We are going to know a lot more in 48 hours. If this isn't bad we should be able to start ramping down and we have in some sense started ramping down a little bit, but I think there will be light at the end of the tunnel. Hopefully not a blizzard. Cavener: Mr. President? One more question if I may. Meridian City Council January 17, 2017 Page 63 of 67 Colaianni: Yes, sir. Cavener: Also last week the chief updated us about concerns about potential flooding. Where are we at as far as -- are those concerns still as critical as they were a week ago? Greater? Less than? Colaianni: Good question. So, no, they are not right now. However, given the fact that it is going to warm up, one of the things we have activated starting tomorrow is our sandbag operations. They are going to go run from 12:00 o'clock until 8:00 o'clock. The sand has already been dropped behind the Public Safety Training Center there at the PD on the secured side. There will be a command post there -- excuse me -- manned by fire. Citizens, then, could come, we will verify that they are in the City of Meridian, they will be allotted ten bags and they can fill their sand bags and leave. We will have shovels there. We will help them if they need help, so they can take sandbags to their location. Now, we have about 3,000 sandbags and that's only 300 homes, we recognize that, so we are working to try and secure some more sandbags, but we have had to divvy them up between Boise, Eagle, Star and those different areas. Cavener: Sure. Colaianni: But we are moving to sandbagging to prepare for that just contingency if it gets warm. It's all set up ready to go starting tomorrow at noon and if you want to swing by you can sure see the operation . So, we are going to be tracking that as well. Milam: Mr. President? Bird: Mrs. Milam. Milam: What are the hours of that? Colaianni: 12:00 to 8:00. Milam: 12:00 to 8:00. Okay. Colaianni: Yes. 12:00 to 8:00. Milam: Thank you. And wonderful teamwork that you guys have done. We really appreciate it. Colaianni: Thank you. I will turn it over to Keith. Bird: Thank you, lieutenant. Thanks for your leadership. Colaianni: I appreciate it. Meridian City Council January 17, 2017 Page 64 of 67 Bird: We appreciate it. Colaianni: Thank you. Watts: Hi, Council President, Council Members. Currently we have obligated about 117,000 dollars -- or authorized about 117,000 and of that we had 68,880 dollars that were assigned just to those loaders to clean the city's cul-de-sacs and that -- that task has ceased at this moment, so they are done. They have actually wrapped up and invoiced the city -- or in the process of invoicing the city, but we do have their man hours, so we have those totals and that -- the cul-de- sac cleanup, essentially, came up to 47,040 dollars. We still have 21,840 dollars left on the POs to both Titan and Granite combined and if it turns out to be a large event and we have to use those, we have that money readily available and ACHD will turn those guy loose. They are in contact with those contractors. The city won't have to do anything. ACHD will make that contact and I spoke to both those contractors today and they are standing by waiting for a call from ACHD. The rest of it is equipment maintenance -- or equipment rentals that we have got. We have kept some of them -- like we talked about before, we kept that equipment rental for this next week, just so we wouldn't lose it and not be able to get it back and with that and some contracted labor from Hemker and Franz Witte to do the sidewalk cleanup for right now, like I said, we are around 117,000 dollars out of the 200,000. What has not been in this total is any city overtime labor or labor in general to cover this and we are keeping that separate. We will track it as a separate issue and I believe that was how Council would like us to do that. This is for contracted labor only. I am constantly working with our own staff to keep these funds for this. I get multiple calls every day -- can we use those funds for this, can we use it for that. No, it's not any preventative. This is strictly for this emergency event. So, we are -- we are maintaining those funds just for this and we will -- the building maintenance items that -- there have been multiple building maintenance issues related to the storm. We are going to track that with the project numbers, so we will be able to give you a total of what the storm-related damages actually were, but we will keep the 200,000 with our contractors totally separate. Bird: I understand that. Keith -- and I hope that you will make sure that these bills from these private contractors are expedited through, so they get their money, because they are paying their people overtime and stuff and, you know, they are having to do that on a weekly basis. So, let's make sure we don't drag out -- let's make sure when we get the bill that it's okayed by our team, let's get it paid. Watts: Absolutely. Nary: Mr. President? Mr. President, Members of the Council, just to add onto what Keith said, you know, one of the things that we felt was important and we Meridian City Council January 17, 2017 Page 65 of 67 made sure that -- you know, we have contracts with all of these folks. So, I mean we still adhere to the same requirements of contracting. We have had -- to this point we have had very little other related snow damage , either to city property, city buildings, or private property. We have had a couple of claims -- pretty small. We had some that maybe are going to -- may be significant in regards to building damage and we have submitted those to our insurer. So, we have been tracking all of these things. I think probably at the end of this is our after-action item we will be able to report to you all the varieties of things we have talked about, the costs we have expended, the costs related to overtime, costs related to city facilities, those types of things, but we are tracking all of those. Bird: Thank you very much, Mr. Nary. Thank you, Keith. Cavener: Mr. President? I know that we probably want to wrap things up, but, Keith, do you have projections on overtime costs? Watts: Currently from the Parks Department -- what I have done is I have taken the estimated man hours and I have broken that -- I actually looked at all the maintenance staff salaries. There is four different levels, combined them, took an average and calculated -- calculated that by the 420 hours. So, I'm estimating about 21,000 just for Parks overtime. That's not regular time, that's just the overtime hours that Parks has spent. I do not have anything from Fire or Police as of yet, but I know -- and Public Works, although all three of those will have hours associated to this project as well. Cavener: Then, Mr. President, one more just to clarify that. Our previous contractors are working currently with ACHD, but when this next storm comes we have the ability to have them come back into operations that focus specifically on city-related -- Watts: Correct. And they are on standby right now. They have pulled off. They are done. Completed like -- as Scott had said, they have -- we have completed about 99.9 percent. They are on standby for if they are needed again. Cavener: Great. Bird: Anything else? Thank you, Keith. Appreciate it. Thank you, lieutenant. Colaianni: Could I -- just one -- just to make sure we are really clear. So, Granite and Titan are under ACHD now and they are going to be housed out of the Cloverdale location. So, if they activate them again they are going to keep them in this geographic area like they have been to work on the area . They are not going to send them all over Boise, just because they are under their span of control. I wanted to make sure that nuance was clear. Meridian City Council January 17, 2017 Page 66 of 67 Watts: Correct. They are contracted with us. ACHD directs them strictly for city operation. Cavener: Mr. President, maybe just one more comment and this just goes to our communication team. I think that the public outreach that the city's had on this has been remarkable from getting information out on the phone line , the stories on the media about what our employees are doing , Fire, Police, Parks, Public Works -- you know, I really think that we are the envy of other municipalities and when I talk to my friends and colleagues who live in Boise and Eagle and Kuna and Star and -- and Idaho Falls, I know that all those communities are struggling as well, but when -- when we are able to effectively communicate and solve the issues, I just think it's really, really remarkable and something that all city employees should be really proud of . So, thanks again for the update tonight. I really appreciate it. Watts: Thank you. I kind of tooted our horn around my neighborhood and everybody was absolutely thrilled to find out that that was actually a city operation that was cleaning up the neighborhood and the cul-de-sac, so -- Bird: I think everybody has stepped to the forefront on this and our leadership has been unreal in the City of Meridian as far as I'm concerned. Item 9: Future Meeting Topics Bird: Anyway, anything for future meeting topics? I will tell you, Thursday, the 19th, we have retirement party at 3:00 o'clock here for a police officer that has done a fantastic job with the City of Meridian and hope we can all make it there and -- Cavener: If we don't show does he not retire? Bird: I don't think that's going to happen. I think -- I think he's -- I think he's ready to retire. Okay. With that I would entertain a motion to adjourn. Milam: So moved. Cavener: Second. Bird: All in favor? MOTION CARRIED: FIVE AYES. ONE ABSENT. Bird: Good night. Thank you guys. MEETING ADJOURNED AT 9:28 P.M. (AUDIO RECORDING ON FILE OF THESE PROCEEDINGS) Meridian City Council January 17, 2017 Page 67 of 67 MAYOR TA7 DE WEERD ATTEST: n C. JAV@OLESL/CITY CLERK /z/ -)V/ � DATE APPROVED \�Gp�QpRATEDq�cGs� w D1AN� Meridian City Council Meeting DATE: January 17, 2017 ITEM NUMBER: 5A PROJECT NUMBER: ITEM TITLE: Meeting Minutes Approve Minutes of January 3, 2017 City Council Regular Meeting MEETING NOTES 9 APPROVED Community Item/Presentations Presenter Contact Info./Notes CLERKS OFFICE FINAL ACTION DATE: E-MAILED TO STAFF SENT TO AGENCY SENT TO APPLICANT NOTES INITIALS Meridian City Council January 3, 2017 Page 29 of 29 MOTION CARRIED: FOUR AYES. TWO ABSENT. Borton: I need a motion to adjourn. Milam: So moved. Palmer: Second. Borton: All in favor say aye? MOTION CARRIED: FOUR AYES. TWO ABSENT. MEETING AqJOURNED AT 8:20 P.M. (AU1O R OR I G�N FILE OF HESE PROCEEDINGS) ATTEST: Kei1.� 134 -I / 1 / / ,:Z217 DATE APPROVED Meridian City Council Meeting DATE: January 17, 2017 ITEM NUMBER: 5B PROJECT NUMBER: H-2016-0134 ITEM TITLE: Jump Creek Subdivision No. 2 Final Plat for Jump Creek Subdivision No. 2 (H-2016-0134) by Trilogy Idaho Located 5335 N. Black Cat Road MEETING NOTES Mr' APPROVED Community Item/Presentations Presenter Contact Info./Notes CLERKS OFFICE FINAL ACTION DATE: E-MAILED TO STAFF SENT TO AGENCY SENT TO APPLICANT NOTES INITIALS Meridian City Council Meeting DATE: January 17, 2017 ITEM NUMBER: PROJECT NUMBER: H-2016-0131 ITEM TITLE: Dorado Subdivision Findings of Fact, Conclusions of Law for Dorado Subdivision (H-2016-0131) by Jake Wylie Located 2490 and 2976 E. Overland Road MEETING NOTES c✓ APPROVED Community Item/Presentations Presenter Contact Info./Notes CLERKS OFFICE FINAL ACTION DATE: E-MAILED TO STAFF SENT TO AGENCY SENT TO APPLICANT NOTES INITIALS CITY OF MERIDIAN FINDINGS OF FACT, CONCLUSIONS OF LAW AND DECISION & ORDER FILE NO(S). H-2016-0131 - 1 - CITY OF MERIDIAN FINDINGS OF FACT, CONCLUSIONS OF LAW AND DECISION & ORDER In the Matter of the Request for a Modification to the Existing Development Agreement to Remove the Requirement for a Conditional Use Permit on Lots 1 and 2, Block 1, Dorado Subdivision, by Jake Wylie. Case No(s). H-2016-0131 For the City Council Hearing Date of: January 3, 2017 (Findings on January 17, 2017) A. Findings of Fact 1. Hearing Facts (see attached Staff Report for the hearing date of January 3, 2017, incorporated by reference) 2. Process Facts (see attached Staff Report for the hearing date of January 3, 2017, incorporated by reference) 3. Application and Property Facts (see attached Staff Report for the hearing date of January 3, 2017, incorporated by reference) 4. Required Findings per the Unified Development Code (see attached Staff Report for the hearing date of January 3, 2017, incorporated by reference) B. Conclusions of Law 1. The City of Meridian shall exercise the powers conferred upon it by the “Local Land Use Planning Act of 1975,” codified at Chapter 65, Title 67, Idaho Code (I.C. §67-6503). 2. The Meridian City Council takes judicial notice of its Unified Development Code codified at Title 11 Meridian City Code, and all current zoning maps thereof. The City of Meridian has, by ordinance, established the Impact Area and the Amended Comprehensive Plan of the City of Meridian, which was adopted April 19, 2011, Resolution No. 11-784 and Maps. 3. The conditions shall be reviewable by the City Council pursuant to Meridian City Code § 11-5A. 4. Due consideration has been given to the comment(s) received from the governmental subdivisions providing services in the City of Meridian planning jurisdiction. 5. It is found public facilities and services required by the proposed development will not impose expense upon the public if the attached conditions of approval are imposed. 6. That the City has granted an order of approval in accordance with this Decision, which shall be signed by the Mayor and City Clerk and then a copy served by the Clerk upon the applicant, the Community Development Department, the Public Works Department and any affected party requesting notice. CITY OF MERIDIAN FINDINGS OF FACT, CONCLUSIONS OF LAW AND DECISION & ORDER FILE NO(S). H-2016-0131 - 2 - 7. That this approval is subject to the Conditions of Approval all in the attached Staff Report for the hearing date of January 3, 2017, incorporated by reference. The conditions are concluded to be reasonable and the applicant shall meet such requirements as a condition of approval of the application. C. Decision and Order Pursuant to the City Council’s authority as provided in Meridian City Code § 11-5A and based upon the above and foregoing Findings of Fact which are herein adopted, it is hereby ordered that: 1. The applicant’s request for a development agreement modification is hereby approved per the provisions in the Staff Report for the hearing date of January 3, 2017, attached as Exhibit A. D. Notice of Applicable Time Limits Notice of Development Agreement Duration The city and/or an applicant may request a development agreement or a modification to a development agreement consistent with Idaho Code section 67-6511A. The development agreement may be initiated by the city or applicant as part of a request for annexation and/or rezone at any time prior to the adoption of findings for such request. A development agreement may be modified by the city or an affected party of the development agreement. Decision on the development agreement modification is made by the city council in accord with this chapter. When approved, said development agreement shall be signed by the property owner(s) and returned to the city within six (6) months of the city council granting the modification. A modification to the development agreement may be initiated prior to signature of the agreement by all parties and/or may be requested to extend the time allowed for the agreement to be signed and returned to the city if filed prior to the end of the six (6) month approval period. E. Notice of Final Action and Right to Regulatory Takings Analysis 1. The Applicant is hereby notified that pursuant to Idaho Code 67-8003, denial of a development application entitles the Owner to request a regulatory taking analysis. Such request must be in writing, and must be filed with the City Clerk not more than twenty-eight (28) days after the final decision concerning the matter at issue. A request for a regulatory takings analysis will toll the time period within which a Petition for Judicial Review may be filed. 2. Please take notice that this is a final action of the governing body of the City of Meridian. When applicable and pursuant to Idaho Code § 67-6521, any affected person being a person who has an interest in real property which may be adversely affected by the final action of the governing board may within twenty-eight (28) days after the date of this decision and order seek a judicial review as provided by Chapter 52, Title 67, Idaho Code. F. Attached: Staff Report for the hearing date of January 3, 2017 By action of the City Council at its regular meeting held on the 2017. COUNCIL PRESIDENT KEITH BIRD COUNCIL VICE PRESIDENT JOE BORTON COUNCIL MEMBER ANNE LITTLE ROBERTS COUNCIL MEMBER TY PALMER COUNCIL MEMBER LUKE CAVENER COUNCIL MEMBER GENESIS MILAM MAYOR TAMMY de WEERD (TIE BREAKER) 1 7 day of q /J , VOTED �� VOTED VOTED Y�4 VOTED VOTED yam, VOTED VOTED le -eel Attest: \�G�. "�\ s� 31 L�t� wm10440 J y Co s m2,S�441, �itv Clerk Copy served upon Applicant, Community Development Department, Public Works Department and City Attorney. By: C . 6,0 A Dated: City Clerk's Office CITY OF MERIDIAN FINDINGS OF FACT, CONCLUSIONS OF LAW AND DECISION & ORDER FILE NO(S). H-2016-0131 -3 - EXHIBIT A Dorado Subdivision – MDA H-2016-0131 1 STAFF REPORT HEARING DATE: January 3, 2017 TO: Mayor & City Council FROM: Sonya Watters, Associate City Planner 208-884-5533 SUBJECT: Dorado Subdivision – MDA H-2016-0131 I. SUMMARY DESCRIPTION OF APPLICANT’S REQUEST The applicant, Jake Wylie, requests a modification to the existing development agreement (MDA) (Instrument No. 105127512) to remove the requirement for a conditional use permit on Lots 1 and 2, Block 1, Dorado Subdivision. See Section IX Analysis for more information. II. SUMMARY RECOMMENDATION Staff recommends approval of the proposed MDA as requested by the applicant. The Meridian City Council heard this item on January 3, 2017. At the public hearing, the Council approved the subject MDA request. a. Summary of City Council Public Hearing: i. In favor: James Wylie ii. In opposition: None iii. Commenting: None iv. Written testimony: None v. Staff presenting application: Sonya Allen vi. Other staff commenting on application: None b. Key issue(s) of Public Testimony: i. None c. Key Issues of Discussion by Council: i. None d. Key Council Changes to Staff/Commission Recommendation i. None III. PROPOSED MOTION Approval After considering all staff, applicant and public testimony, I move to approve File Number H-2016-0131 as presented in the staff report for the hearing date of January 3, 2017, with the following modifications: (Add any proposed modifications.) Denial After considering all staff, applicant and public testimony, I move to deny H-2016-0131 as presented during the hearing on January 3, 2017, for the following reasons: (You should state specific reasons for denial.) Continuance I move to continue File Number H-2016-0131 to the hearing date of (insert continued hearing date here) for the following reason(s): (You should state specific reason(s) for continuance.) EXHIBIT A Dorado Subdivision – MDA H-2016-0131 2 IV. APPLICATION AND PROPERTY FACTS A. Site Address/Location: The site is located at 2490 & 2976 E. Overland Road, in the southeast ¼ of Section 17, Township 3N., Range 1E. B. Owners: W. H. Moore 1940 S. Bonito Way, Ste. 168 Meridian, ID 83642 C. Applicant: Jake Wylie 1464 E. Territory Drive Meridian, ID 83646 D. Agent/Contact: Greg Toolson, JGT Architecture 1212 12th Avenue South Nampa, ID 83651 E. Applicant's Statement/Justification: Please see applicant’s narrative for this information. V. PROCESS FACTS A. The subject application is for a development agreement modification. A public hearing is required before the City Council on this matter, consistent with Meridian City Code Title 11, Chapter 5. B. Newspaper notifications published on: December 12 and 26, 2016 C. Radius notices mailed to properties within 300 feet on: December 9, 2016 D. Applicant posted notice on site by: December 23, 2016 VI. LAND USE A. Existing Land Use(s): This property has not yet been developed and is zoned C-G. B. Character of Surrounding Area and Adjacent Land Use and Zoning: North: Single-family residential properties, zoned R1 in Ada County West: Single-family residential properties, zoned R1 in Ada County South: Commercial/restaurant uses, zoned C-C East: Commercial/restaurant uses, zoned C-G C. History of Previous Actions: In 2005, this property received the following approvals: Annexation and zoning (AZ-05-019) with a C-G zoning district. A development agreement (DA) was recorded as a provision of annexation (Instrument No. 105127512). Preliminary plat (PP-05-024) Conditional use permit/planned development (CUP-05-031) Final plat (FP-05-057) EXHIBIT A Dorado Subdivision – MDA H-2016-0131 3 In 2008, a property boundary adjustment was approved for Dorado Subdivision which included the subject property, recorded as Record of Survey (#7551). VII. ANALYSIS A. Analysis of Facts Leading to Staff Recommendation: The applicant requests a modification to the existing development agreement (Instrument No. 105127512) to remove the requirement for a conditional use permit (CUP) for development on Lots 1 and 2, Block 1, Dorado Subdivision. When the CUP was approved for this subdivision in 2005, the City had not yet adopted standards for design review and required development to obtain CUP approval to ensure quality of design. Since that time, the City has adopted standards for building and site design and no longer requires CUP approval if the use is a principal permitted use in the zone. For this reason, staff doesn’t feel it’s necessary to require a CUP as all future development is subject to design review. Any uses that require CUP approval in the C-G district per UDC Table 11-2B-2 will still be subject to a CUP. X. EXHIBITS A. Drawings/Other 1. Zoning & Vicinity Map 2. Proposed Change to the Development Agreement EXHIBIT A Dorado Subdivision – MDA H-2016-0131 4 Exhibit A.1: Vicinity/Zoning Map ÚÚd ººe SAGECREST ROLLING HILL L-O TN-RR-15 C-C I-L L-O RUT C-G R1 R-40 R1 C-G R-4 R1 RUT C-G E OVERLAND RD S E A G L E R D §¨¦84 S W E L L S S T S L O D E R P L E GOLDSTONE ST S M I L L E N N I U M W A Y EGOLDSTON E D R E PEWTER FALLS STEBLUEHORIZONDR E GALA CT S L U X U R Y L N S M U S T A N G S T E WELLS CIR ECINEMA DR E GALA ST S J A D E W A Y E ONYX ST E F R E E W A Y D R E C O N T I N E N T A L D R E TARPONDR S T O P A Z A V E S R A C K H A M W A Y S B O N I T O W A Y S B O N I T O W A Y S W E L L S A V E S C O B A L T P O I N T W A Y S S I L V E R S TO N E W A Y S CELEBRATION AVE S J A D E A V E S T O P A Z W A Y SILVERSTONE NO 03 GRAMERCY NO 02 JEWEL BONITO SILVERSTONE SQUARE CONDOS ENNIS KRAFT CONDOS RIVERBIRCH COURTYARD CONDOS MEDICAL MILLENNIUM CONDOS LOCUST VIEW HEIGHTS NO 02 WYNDSTONE PLACE SILVERSTONE OVERLAND WAY GAUDRY SEEGMILLER SILVERSTONE CAMPUS SILVERSTONE TOWN SQUARE CONDOS PROJ AMD NO 01 VALENCIA PLAZA CONDOS MAGIC VIEW GOLDSTONE CENTER CONDOS DESTINATION PLACE BONITO NO 02 VALENCIA PLAZA SILVERSTONE CORPORATE PLAZA CONDOS MAGIC VIEW AMD GOLDSTONE CENTER CONDOS PROJ AMD NO 01 DESTINATION PLACE NO 02 RESOLUTION NO 01 GALA PARK HUMMINGBIRD ACCOLADE NO 01 LOCUST VIEW HEIGHTS GRAMERCY NO 01 DORADO EXHIBIT A Dorado Subdivision – MDA H-2016-0131 5 Exhibit A.2: Applicant’s Proposed Change to the Development Agreement (Inst. #105127512) Page 3 of 9 5. CONDITIONS GOVERNING DEVELOPMENT OF SUBJECT PROPERTY: 5.1.1 Notwithstanding the status of the property as a planned development, no new buildings are approved for construction on that part of the property that is identified as lots 1, 2, 3, 15 & 16 on the preliminary plat except pursuant to an application for conditional use permit submitted and approved by City prior to submittal of any Certificate of Zoning Compliance application and/or building permit. If the property within Overland Way Subdivision adjoining said lots to the north and west ceases to be used for residential purposes, this requirement shall be deemed waived with respect to any of said lots which abut such adjoining property. Note: No other changes to the provisions are requested or approved. Meridian City Council Meeting DATE: January 17, 2017 ITEM NUMBER: 5D PROJECT NUMBER: H-2016-0132 ITEM TITLE: Una Mas Findings of Fact, Conclusions of Law for Una Mas (H-2016-0132) by Chad Olsen Located Southwest Corner of N. Records Avenue and E. Tecate Lane MEETING NOTES c✓i AMU& Community Item/Presentations Presenter Contact Info./Notes CLERKS OFFICE FINAL ACTION DATE: E-MAILED TO STAFF SENT TO AGENCY SENT TO APPLICANT NOTES INITIALS CITY OF MERIDIAN FINDINGS OF FACT, CONCLUSIONS OF LAW AND DECISION & ORDER FILE NO(S). H-2016-0132 - 1 - CITY OF MERIDIAN FINDINGS OF FACT, CONCLUSIONS OF LAW AND DECISION & ORDER In the Matter of the Request for a Modification to the Development Agreement for Una Mas Subdivision to Allow a Reduced Buffer Width on the C-G Zoning Property to Residential Uses, by Chad Olsen. Case No(s). H-2016-0132 For the City Council Hearing Date of: January 3, 2017 (Findings on January 17, 2017) A. Findings of Fact 1. Hearing Facts (see attached Staff Report for the hearing date of January 17, 2017, incorporated by reference) 2. Process Facts (see attached Staff Report for the hearing date of January 17, 2017, incorporated by reference) 3. Application and Property Facts (see attached Staff Report for the hearing date of January 17, 2017, incorporated by reference) 4. Required Findings per the Unified Development Code (see attached Staff Report for the hearing date of January 17, 2017, incorporated by reference) B. Conclusions of Law 1. The City of Meridian shall exercise the powers conferred upon it by the “Local Land Use Planning Act of 1975,” codified at Chapter 65, Title 67, Idaho Code (I.C. §67-6503). 2. The Meridian City Council takes judicial notice of its Unified Development Code codified at Title 11 Meridian City Code, and all current zoning maps thereof. The City of Meridian has, by ordinance, established the Impact Area and the Amended Comprehensive Plan of the City of Meridian, which was adopted April 19, 2011, Resolution No. 11-784 and Maps. 3. The conditions shall be reviewable by the City Council pursuant to Meridian City Code § 11-5A. 4. Due consideration has been given to the comment(s) received from the governmental subdivisions providing services in the City of Meridian planning jurisdiction. 5. It is found public facilities and services required by the proposed development will not impose expense upon the public if the attached conditions of approval are imposed. 6. That the City has granted an order of approval in accordance with this Decision, which shall be signed by the Mayor and City Clerk and then a copy served by the Clerk upon the applicant, the Community Development Department, the Public Works Department and any affected party requesting notice. CITY OF MERIDIAN FINDINGS OF FACT, CONCLUSIONS OF LAW AND DECISION & ORDER FILE NO(S). H-2016-0132 - 2 - 7. That this approval is subject to the Conditions of Approval all in the attached Staff Report for the hearing date of January 17, 2017, incorporated by reference. The conditions are concluded to be reasonable and the applicant shall meet such requirements as a condition of approval of the application. C. Decision and Order Pursuant to the City Council’s authority as provided in Meridian City Code § 11-5A and based upon the above and foregoing Findings of Fact which are herein adopted, it is hereby ordered that: 1. The applicant’s request for a modification to the development agreement is hereby approved per the provisions in the Staff Report for the hearing date of January 17, 2017, attached as Exhibit A. D. Notice of Applicable Time Limits Notice of Development Agreement Duration The city and/or an applicant may request a development agreement or a modification to a development agreement consistent with Idaho Code section 67-6511A. The development agreement may be initiated by the city or applicant as part of a request for annexation and/or rezone at any time prior to the adoption of findings for such request. A development agreement may be modified by the city or an affected party of the development agreement. Decision on the development agreement modification is made by the city council in accord with this chapter. When approved, said development agreement shall be signed by the property owner(s) and returned to the city within six (6) months of the city council granting the modification. A modification to the development agreement may be initiated prior to signature of the agreement by all parties and/or may be requested to extend the time allowed for the agreement to be signed and returned to the city if filed prior to the end of the six (6) month approval period. E. Notice of Final Action and Right to Regulatory Takings Analysis 1. The Applicant is hereby notified that pursuant to Idaho Code 67-8003, denial of a development application entitles the Owner to request a regulatory taking analysis. Such request must be in writing, and must be filed with the City Clerk not more than twenty-eight (28) days after the final decision concerning the matter at issue. A request for a regulatory takings analysis will toll the time period within which a Petition for Judicial Review may be filed. 2. Please take notice that this is a final action of the governing body of the City of Meridian. When applicable and pursuant to Idaho Code § 67-6521, any affected person being a person who has an interest in real property which may be adversely affected by the final action of the governing board may within twenty-eight (28) days after the date of this decision and order seek a judicial review as provided by Chapter 52, Title 67, Idaho Code. F. Attached: Staff Report for the hearing date of January 17, 2017 By action of the City Council at its regular meeting held on the 2017. COUNCIL PRESIDENT KEITH BIRD COUNCIL VICE PRESIDENT JOE BORTON COUNCIL MEMBER ANNE LITTLE ROBERTS COUNCIL MEMBER TY PALMER COUNCIL MEMBER LUKE CAVENER COUNCIL MEMBER GENESIS MILAM MAYOR TAMMY de WEERD (TIE BREAKER) Attest: Cly CA City Clerk 1-7 day of S�d U6 VOTED VOTED VOTED VOTED VOTED Y(4 VOTED Y(l VOTED f Gw�c;� P�s1� �Cei� f3c� -f, o� IpI c Copy served upon Applicant, Community Development Department, Public Works Department and City Attorney. By: L' SGf`1 60 Dated: City Clerk's Office CITY OF MERIDIAN FINDINGS OF FACT, CONCLUSIONS OF LAW AND DECISION & ORDER FILE NO(S). H-2016-0132 - 3 - EXHIBIT A Una Mas – MDA H-2016-0132 1 STAFF REPORT HEARING DATE: January 3, 2017 TO: Mayor & City Council FROM: Sonya Watters, Associate City Planner 208-884-5533 SUBJECT: Una Mas – MDA H-2016-0132 I. SUMMARY DESCRIPTION OF APPLICANT’S REQUEST The applicant, Chad Olsen, requests a modification to the existing development agreement (MDA) (Instrument No. 106137048) to allow a reduced buffer width from 25 feet to five feet on the C-G zoned property to residential uses. See Section IX Analysis for more information. II. SUMMARY RECOMMENDATION Staff recommends approval of the proposed MDA as requested by the applicant. The Meridian City Council heard these items on January 3, 2017. At the public hearing, the Council approved the subject MDA request. a. Summary of City Council Public Hearing: i. In favor: Chad Olsen ii. In opposition: None iii. Commenting: None iv. Written testimony: Chad Olsen v. Staff presenting application: Sonya Allen vi. Other staff commenting on application: None b. Key issue(s) of Public Testimony: i. None c. Key Issues of Discussion by Council: i. None d. Key Council Changes to Staff/Commission Recommendation i. None III. PROPOSED MOTION Approval After considering all staff, applicant and public testimony, I move to approve File Number H-2016-0132 as presented in the staff report for the hearing date of January 3, 2017, with the following modifications: (Add any proposed modifications.) Denial After considering all staff, applicant and public testimony, I move to deny H-2016-0132 as presented during the hearing on January 3, 2017, for the following reasons: (You should state specific reasons for denial.) Continuance I move to continue File Number H-2016-0132 to the hearing date of (insert continued hearing date here) for the following reason(s): (You should state specific reason(s) for continuance.) EXHIBIT A Una Mas – MDA H-2016-0132 2 IV. APPLICATION AND PROPERTY FACTS A. Site Address/Location: The Una Mas development is located at the southwest corner of E. Ustick Road and N. Records Avenue, in the northwest ¼ of Section 4, Township 3N., Range 1E. The specific area of this request is located off the southwest corner of N. Records Avenue and E. Tecate Lane. B. Owners: Una Mas, LLC 1717 E. Chisholm Drive Nampa, ID 83713 C. Applicant: Chad Olsen 12790 W. Telemark Street Boise, ID 83713 D. Representative: Same as Applicant E. Applicant's Statement/Justification: Please see applicant’s narrative for this information. V. PROCESS FACTS A. The subject application is for a development agreement modification. A public hearing is required before the City Council on this matter, consistent with Meridian City Code Title 11, Chapter 5. B. Newspaper notifications published on: December 19 and 26, 2016 C. Radius notices mailed to properties within 300 feet on: December 15, 2016 D. Applicant posted notice on site by: December 21, 2016 VI. LAND USE A. Existing Land Use(s): This property has not yet been developed and is zoned I-L. B. Character of Surrounding Area and Adjacent Land Use and Zoning: North: E. Ustick Road and commercial property (Lowe’s), zoned C-G West: Various commercial uses, zoned C-G South: Multi-family development (Verraso) and subsequent phases in the development process, zoned C-G East: Records Avenue and a funeral home, church and rural residential properties, zoned C-C, R-8 and R1 respectively C. History of Previous Actions: The subject property was annexed (AZ-05-061, Ord. #06-1251) in 2005 with a C-G zoning district. A development agreement (DA) was recorded as a provision of annexation (Instrument No. 106137048). A preliminary plat (PP-08-007) was approved in 2008 for Una Mas Subdivision. A private street (PS-08-006) application was also approved for two private streets within the development, E. Tecate Lane and E. Modelo Lane. EXHIBIT A Una Mas – MDA H-2016-0132 3 A final plat (FP-09-002) was approved in 2009 for Una Mas Subdivision and was later recorded in 2011 (Bk. 103, Pg. 13894). A modification to the final plat (MFP-11-002) was approved in 2011, which allowed a right-in/right-out access via N. Records Ave. for Lot 1 and others as approved specifically by the City and ACHD. A modification to the development agreement (H-2015-0016) to remove the requirement for all building elevations to be in substantial conformance with the previously approved elevations was approved was approved in 2015 (Instrument No. 2016-106279). VII. ANALYSIS A. Analysis of Facts Leading to Staff Recommendation: The applicant requests a modification to the existing development agreement (Instrument No. 106137048 & 2016-106279) to include a provision to allow a reduced buffer width from 25 feet on the C-G zoned property to residential uses. The applicant proposes a 5-foot wide buffer on the C-G zoned property and a 5-foot wide buffer on the residential property along the shared property line for a total of a 10-foot wide buffer. The UDC (Table 11-2B-3) requires a 25-foot wide buffer to residential uses on C-G zoned property. Modifications to the width of the buffer are only allowed with approval from City Council at a public hearing with notice to surrounding property owners (UDC 11-3B-9C). A reduction to the buffer width does not affect building setbacks. All of the properties in Una Mas subdivision are zoned C-G. The first phase of a multi-family residential project (Verraso) has developed at the south end of the subdivision and two additional phases are proposed to the north that will abut property that is anticipated to develop with commercial uses (see vicinity map in Exhibit A.1 and site plan in Exhibit A.2). In addition to the proposed 10-foot wide buffer, a 20’ foot wide driveway for access to the residential units is proposed along the north boundary of the residential development. Twenty-foot deep garages are also proposed, which buffers and separates the living area of the residential units even more from the future commercial uses. If dense landscaping within the buffer is provided in accord with the standards listed in UDC 11-3B-9C, Staff feels the physical separation and landscaping will provide an adequate buffer. Therefore, staff recommends approval of the request and recommends a provision is added to the DA allowing a reduced buffer width (see Exhibit A.3). X. EXHIBITS A. Drawings/Other 1. Zoning & Vicinity Map 2. Site/Landscape Plan 3. Proposed Change to the Text of the Development Agreement EXHIBIT A Una Mas – MDA H-2016-0132 4 Exhibit A.1: Vicinity/Zoning Map EXHIBIT A Una Mas – MDA H-2016-0132 5 EXHIBIT A Una Mas – MDA H-2016-0132 6 Exhibit A.2: Site/Landscape Plan EXHIBIT A Una Mas – MDA H-2016-0132 7 Exhibit A.3: Applicant’s Proposed Change to the Text of the Development Agreement (Inst. #106137048) Page 5 of 11 5. CONDITIONS GOVERNING DEVELOPMENT OF SUBJECT PROPERTY: 5.1.13 A reduced buffer width on C-G zoned property to residential uses is allowed from 25 feet to 5 feet with an additional 5 feet being provided along the north boundary of the residential property as approved by City Council in accord with UDC 11-3B-9C.2. Landscaping shall be installed within the collective buffer in accord with the standards listed in UDC 11-3B-9C. Note: No other changes to the provisions are requested or approved. Meridian City Council Meeting DATE: January 17, 2017 ITEM NUMBER: 5 PROJECT NUMBER: H-2016-0133 ITEM TITLE: Southridge Subdivision No. 3 Final Order for Southridge Subdivision No. 3 (H-2016-0133) by Corey Barton Homes, Inc. Located Southwest Corner of S. Linder Road and W. Overland Road MEETING NOTES Community Item/Presentations Presenter Contact Info./Notes CLERKS OFFICE FINAL ACTION DATE: E-MAILED TO STAFF SENT TO AGENCY SENT TO APPLICANT NOTES INITIALS ORDER OF CONDITIONAL APPROVAL OF FINAL PLAT FOR SOUTHRIDGE SUBDIVISION NO. 3 – FP H-2016-0133 Page 1 of 3 BEFORE THE MERIDIAN CITY COUNCIL HEARING DATE: JANUARY 3, 2017 IN THE MATTER OF THE REQUEST FOR FINAL PLAT CONSISTING OF FORTY THREE (43) BUILDING LOTS AND EIGHT (8) COMMON LOTS ON 14.75 ACRES OF LAND IN THE R-4 AND R-8 ZONING DISTRICTS FOR SOUTHRIDGE SUBDIVISION NO. 3. BY: COREY BARTON HOMES, INC. APPLICANT ) ) ) ) ) ) ) ) ) ) ) ) ) CASE NO. H-2016-0133 ORDER OF CONDITIONAL APPROVAL OF FINAL PLAT This matter coming before the City Council on January 3, 2017 for final plat approval pursuant to Unified Development Code (UDC) 11-6B-3 and the Council finding that the Administrative Review is complete by the Planning and Development Services Divisions of the Community Development Department, to the Mayor and Council, and the Council having considered the requirements of the preliminary plat, the Council takes the following action: IT IS HEREBY ORDERED THAT: 1. The Final Plat of “SOUTHRIDGE SUBDIVISION PHASE 3, LOCATED IN THE NORTHEAST ONE QUARTER OF SECTION 23, TOWNSHIP 3 NORTH, RANGE 1 WEST, BOISE MERIDIAN, MERIDIAN, ADA COUNTY, IDAHO, 2017, HANDWRITTEN DATE: 12/5/2016, by JAMES R. ORDER OF CONDITIONAL APPROVAL OF FINAL PLAT FOR SOUTHRIDGE SUBDIVISION NO. 3 – FP H-2016-0133 Page 2 of 3 WASHBURN, PLS, SHEET 1 OF 5,” is conditionally approved subject to those conditions of Staff as set forth in the staff report to the Mayor and City Council from the Planning and Development Services divisions of the Community Development Department dated January 3, 2017, a true and correct copy of which is attached hereto marked “Exhibit A” and by this reference incorporated herein, and the response letter from Jason Densmer, The Land Group, a true and correct copy of which is attached hereto marked “Exhibit B” and by this reference incorporated herein. 2. The final plat upon which there is contained the certification and signature of the City Clerk and the City Engineer verifying that the plat meets the City’s requirements shall be signed only at such time as: 2.1 The plat dimensions are approved by the City Engineer; and 2.2 The City Engineer has verified that all off-site improvements are completed and/or the appropriate letter of credit or cash surety has been issued guaranteeing the completion of off-site and required on-site improvements. NOTICE OF FINAL ACTION AND RIGHT TO REGULATORY TAKINGS ANALYSIS The Applicant is hereby notified that pursuant to Idaho Code § 67-8003, the Owner may request a regulatory taking analysis. Such request must be in writing, and must be filed with the City Clerk not more than twenty-eight (28) days after the final decision concerning the matter at issue. A request for a regulatory takings analysis will toll the time period within which a Petition for Judicial Review may be filed. Please take notice that this is a final action of the governing body of the City of Meridian, pursuant to Idaho Code § 67-6521. An affected person being a person who has an interest in real property which may be adversely affected by this decision may, within twenty- eight (28) days after the date of this decision and order, seek a judicial review pursuant to Idaho Code§ 67-52. By action of the City Council at its regular meeting held on the Cu./UCy►� , 2017. Attest: C.J,i-Y Cole City Clerk p0RA By: -�a Int X mayor, City of Meridian Pia, deg' m 4p,4,9 m q w S day of Copy served upon the Applicant, Planning and Development Services Divisions of the Community Development Department and City Attorney. By: C Dated: ll l �Z lam` 7 ORDER OF CONDITIONAL APPROVAL OF FINAL PLAT FOR SOUTHRIDGE SUBDIVISION NO. 3 — FP H-2016-0133 Page 3 of 3 EXHIBIT A Southridge Subdivision No. 3 - FP H-2016-0133 PAGE 1 STAFF REPORT MEETING DATE: January 3, 2017 TO: Mayor and City Council FROM: Sonya Allen, Associate City Planner 208-884-5533 Bruce Freckleton, Development Services Manager 208-887-2211 SUBJECT: H-2016-0133 – Southridge No. 3 I. APPLICATION SUMMARY The applicant has applied for a final plat (FP) consisting of 43 single-family residential building lots and 8 common area lots on 14.75 acres of land in the R-4 and R-8 zoning districts. II. STAFF RECOMMENDATION Staff recommends approval of the Southridge No. 3 final plat subject to the conditions noted in Sections VI and VII below. These conditions shall be considered in full, unless expressly modified or deleted by motion of the City Council. III. PROPOSED MOTION Approval I move to approve File Number H-2016-0133 as presented in the staff report for the hearing date of January 3, 2017, with the following modifications: (Add any proposed modifications.) Denial I move to deny File Number H-2016-0133, as presented during the hearing on January 3, 2017, for the following reasons: (You should state specific reasons for denial.) Continuance I move to continue File Number H-2016-0133 to the hearing date of (insert continued hearing date here) for the following reason(s): (You should state specific reason(s) for continuance.) IV. APPLICATION AND PROPERTY FACTS A. Site Address/Location: (Parcel # S1223142050) The site is located near the southwest corner of S. Linder Road and W. Overland Road, in the northeast ¼ of Section 23, Township 3N, Range 1W. B. Owner(s): Corey D. Barton 1977 E. Overland Road Meridian, ID 83642 C. Applicant: Corey Barton Homes, Inc. 1977 E. Overland Road Meridian, ID 83642 EXHIBIT A Southridge Subdivision No. 3 - FP H-2016-0133 PAGE 2 D. Agent/Representative: Jason Densmer, The Land Group 462 E. Shore Dr., Ste. 100 Eagle, ID 83616 V. STAFF ANALYSIS The proposed final plat depicts 43 single-family residential building lots and 8 common area lots on 14.75 acres of land in the R-4 and R-8 zoning districts. This is the third phase of development for Southridge Subdivision. Staff has reviewed the proposed final plat for substantial compliance with the approved preliminary plat (PP-14-017). Because the number of building lots shown on the final plat is the same as the approved preliminary plat and the amount of qualified open space number is consistent with the approved landscape plan, staff deems the final plat to be in substantial compliance as required by UDC11-6B-3C.2. VI. SITE SPECIFIC CONDITIONS 1. Applicant shall comply with all terms of the approved annexation (AZ-06-031); rezone (RZ-14- 007); preliminary plat (PP-14-017); and recorded development agreement (DA #113077158). 2. The applicant shall obtain the City Engineer’s signature on the final plat within two (2) years of the City Engineer’s signature on a previous final plat. 3. Prior to submittal for the City Engineer’s signature, have the Certificate of Owners and the accompanying acknowledgement signed and notarized. 4. The final plat prepared by The Land Group, Inc., stamped on December 5, 2016, by James R. Washburn, shall be revised as follows: a. Note #8: Include who will own and maintain the noted lots. b. Note #9: Include recording instrument number. c. Notes #13 and #14: Include recorded instrument number. d. Note #15: Delete note as it’s not applicable to this phase e. Note #17: Include book and page number. 5. The landscape plan prepared by The Land Group Inc., dated October 27, 2016 (stamped & signed on 11/1/16), shall be revised as follows: a. The developer is responsible for constructing fences abutting pathways and common open space lots to distinguish common from private areas; depict fencing on the plan in accord with the standards listed in UDC 11-3A-7. b. The Ridenbaugh Canal is required to be fenced with an open vision fence at least six (6) feet in height and having an 11-guage, 2-inch mesh or other construction, equivalent in ability to deter access to said canal, if left open and not piped; depict fencing on plat. c. Include a calculations table on the plan that details the linear feet of parkways, amount of qualified open space and the required/proposed number of trees for each within this phase. Also, include mitigation calculations if applicable for any trees 4-inch caliper or greater that are proposed to be removed as set forth in UDC 11-3B-10C. EXHIBIT A Southridge Subdivision No. 3 - FP H-2016-0133 PAGE 3 6. All fencing installed on the site shall comply with UDC 11-3A-6 and 11-3A-7. If permanent fencing does not exist at the subdivision boundary, temporary construction fencing to contain debris shall be installed around this phase prior to release of building permits for the subdivision. 7. A public pedestrian easement for the 10-foot wide multi-use pathway is required to be submitted to the Planning Division for approval by City Council and subsequent recordation prior to submittal of the final plat for City Engineer signature. Coordinate the details of the easement with Jay Gibbons, Park’s Department (208-888-3579). 8. Staff’s failure to cite specific ordinance provisions or conditions from the preliminary plat does not relieve the applicant of responsibility for compliance. 9. Prior to the issuance of any new building permit, the final plat shall be recorded in accordance with the UDC. 10. Prior to signature of the final plat by the City Engineer, the applicant shall provide a letter from the United States Postal Service stating that the applicant has received approval for the location of mailboxes. Contact the Meridian Postmaster, Kimberly Cutler, at 887-1620 for more information. 11. Homes constructed in this subdivision shall generally comply with the sample elevations and design guidelines approved with the preliminary plat. 12. All common driveways shall be constructed in accordance with UDC 11-6C-3D, and be paved a minimum of 20-feet wide with a surface capable of supporting 75,000 lbs. All properties that abut a common driveway shall take access from the driveway. File a perpetual ingress/egress easement for all lots that share a driveway. The applicant may record an easement and include the instrument number on the face of the plat prior to signature of the City Engineer, OR dedicate said easements via the plat, if a common drive is utilized for said lots. 13. A Street Light Plan will be required with the submittal of the civil construction plans. Plan requirements can be found in section 6-5 of the Improvement Standards for Street Lighting at http://www.meridiancity.org/public_works.aspx?id=272. 14. Due to the elevation differentials in this development, the applicant shall be required to submit an engineered master grading and drainage plan for approval by the Community Development Department prior to signature on the final plat by the City Engineer. This plan shall establish, at a minimum; the finish floor elevation of each building lot, the finish grade elevations of the rear lot corners, the drainage patterns away from each building pad, the drainage patterns of the overall blocks, and any special swales or subsurface drainage features necessary to control and maintain storm water drainage. Applicant's engineer shall consult the 2012 International Residential Code when establishing the finish floor elevations and drainage patterns away from the building pads. 15. The applicant has submitted development plans showing a 12-inch diameter water main south from the intersection of S. Grand Fork Way and S. Spanish Fork Way, this main can be 8-inch diameter. The main heading north from this intersection must remain 12-inch. 16. By virtue of plat note #3, Lots 1 and 3, Block 10 will have 10-foot wide Public Utility, Drainage and Irrigation Easement on their sides adjacent to what will be adjacent lots. If these widths are not necessary due to buried utilities, they may be reduced in width to 5-foot. VII. GENERAL REQUIREMENTS 1. Sanitary sewer service to this development is available via extension of existing mains adjacent to the development. The applicant shall install mains to and through this subdivision; applicant shall coordinate main size and routing with the Public Works Department, and execute standard forms of easements for any mains that are required to provide service. Minimum cover over sewer mains is three feet, if cover from top of pipe to sub-grade is less than three feet than alternate EXHIBIT A Southridge Subdivision No. 3 - FP H-2016-0133 PAGE 4 materials shall be used in conformance of City of Meridian Public Works Departments Standard Specifications. 2. Water service to this site is available via extension of existing mains adjacent to the development. The applicant shall be responsible to install water mains to and through this development, coordinate main size and routing with Public Works. 3. All improvements related to public life, safety and health shall be completed prior to occupancy of the structures. Where approved by the City Engineer, an owner may post a performance surety for such improvements in order to obtain City Engineer signature on the final plat as set forth in UDC 11-5C-3B. 4. Upon installation of the landscaping and prior to inspection by Planning Department staff, the applicant shall provide a written certificate of completion as set forth in UDC 11-3B-14A. 5. A letter of credit or cash surety in the amount of 110% will be required for all incomplete fencing, landscaping, amenities, pressurized irrigation, prior to signature on the final plat. 6. The City of Meridian requires that the owner post with the City a performance surety in the amount of 125% of the total construction cost for all incomplete sewer, water infrastructure prior to final plat signature. This surety will be verified by a line item cost estimate provided by the owner to the City. The applicant shall be required to enter into a Development Surety Agreement with the City of Meridian. The surety can be posted in the form of an irrevocable letter of credit, cash deposit or bond. Applicant must file an application for surety, which can be found on the Community Development Department website. Please contact Land Development Service for more information at 887-2211. 7. The City of Meridian requires that the owner post to the City a warranty surety in the amount of 20% of the total construction cost for all completed sewer, and water infrastructure for a duration of two years. This surety amount will be verified by a line item final cost invoicing provided by the owner to the City. The surety can be posted in the form of an irrevocable letter of credit, cash deposit or bond. Applicant must file an application for surety, which can be found on the Community Development Department website. Please contact Land Development Service for more information at 887-2211. 8. In the event that an applicant and/or owner cannot complete non-life, non-safety and non-health improvements, prior to City Engineer signature on the final plat and/or prior to occupancy, a surety agreement may be approved as set forth in UDC 11-5C-3C. 9. Applicant shall be required to pay Public Works development plan review, and construction inspection fees, as determined during the plan review process, prior to the issuance of a plan approval letter. 10. It shall be the responsibility of the applicant to ensure that all development features comply with the Americans with Disabilities Act and the Fair Housing Act. 11. Applicant shall be responsible for application and compliance with any Section 404 Permitting that may be required by the Army Corps of Engineers. 12. Developer shall coordinate mailbox locations with the Meridian Post Office. 13. All grading of the site shall be performed in conformance with MCC 11-1-4B. 14. Compaction test results shall be submitted to the Meridian Building Department for all building pads receiving engineered backfill, where footing would sit atop fill material. 15. The engineer shall be required to certify that the street centerline elevations are set a minimum of 3-feet above the highest established peak groundwater elevation. This is to ensure that the bottom EXHIBIT A Southridge Subdivision No. 3 - FP H-2016-0133 PAGE 5 elevation of the crawl spaces of homes is at least 1-foot above. 16. The applicants design engineer shall be responsible for inspection of all irrigation and/or drainage facility within this project that do not fall under the jurisdiction of an irrigation district or ACHD. The design engineer shall provide certification that the facilities have been installed in accordance with the approved design plans. This certification will be required before a certificate of occupancy is issued for any structures within the project. 17. At the completion of the project, the applicant shall be responsible to submit record drawings per the City of Meridian AutoCAD standards. These record drawings must be received and approved prior to the issuance of a certification of occupancy for any structures within the project. 18. Street light plan requirements are listed in section 6-5 of the Improvement Standards for Street Lighting (http://www.meridiancity.org/public_works.aspx?id=272). All street lights shall be installed at developer’s expense. Final design shall be submitted as part of the development plan set for approval, which must include the location of any existing street lights. The contractor’s work and materials shall conform to the ISPWC and the City of Meridian Supplemental Specifications to the ISPWC. Contact the City of Meridian Transportation and Utility Coordinator at 898-5500 for information on the locations of existing street lighting. 19. The applicant shall provide easement(s) for all public water/sewer mains outside of public right of way (include all water services and hydrants). The easement widths shall be 20-feet wide for a single utility, or 30-feet wide for two. The easements shall not be dedicated via the plat, but rather dedicated outside the plat process using the City of Meridian’s standard forms. The easement shall be graphically depicted on the plat for reference purposes. Submit an executed easement (on the form available from Public Works), a legal description prepared by an Idaho Licensed Professional Land Surveyor, which must include the area of the easement (marked EXHIBIT A) and an 81/2” x 11” map with bearings and distances (marked EXHIBIT B) for review. Both exhibits must be sealed, signed and dated by a Professional Land Surveyor. DO NOT RECORD. Add a note to the plat referencing this document. All easements must be submitted, reviewed, and approved prior to signature of the final plat by the City Engineer. 20. Applicant shall be responsible for application and compliance with and NPDES permitting that may be required by the Environmental Protection Agency. 21. Any existing domestic well system within this project shall be removed from domestic service per City Ordinance Section 9-1-4 and 9 4 8 contact the City of Meridian Water Department at (208)888-5242 for inspections of disconnection of services. Wells may be used for non-domestic purposes such as landscape irrigation if approved by Idaho Department of Water Resources. 22. Any existing septic systems within this project shall be removed from service per City Ordinance Section 9-1-4 and 9 4 8. Contact the Central District Health Department for abandonment procedures and inspections. 23. The City of Meridian requires that pressurized irrigation systems be supplied by a year -round source of water (MCC 9-1-28.C.1). The applicant should be required to use any existing surface or well water for the primary source. If a surface or well source is not available, a single -point connection to the culinary water system shall be required. If a single -point connection is utilized, the developer will be responsible for the payment of assessments for the common areas prior to development plan approval. 24. All irrigation ditches, canals, laterals, or drains, exclusive of natural waterways, intersecting, crossing or laying adjacent and contiguous to the area being subdivided shall be tiled per UDC 11-3A-6. In performing such work, the applicant shall comply with Idaho Code 42-1207 and any other applicable law or regulation. EXHIBIT A Southridge Subdivision No. 3 - FP H-2016-0133 PAGE 6 VIII. EXHIBITS A. Vicinity Map B. Approved Preliminary Plat (PP-14-017) C. Proposed Final Plat (stamped/dated: 12/5/2016) D. Proposed Landscape Plan (dated: 10/27/2016, signed 11/1/2016) Exhibit A – Vicinity/Zoning Map ""d ÚÚd GEORGE DAVIS SHEPHERD CREEK STRADA BELLISSIMA NO 02 W. KO D I A K D R . W. K A R L U K RIVE R D R . W. WHI T E H A L L DR. W. C H R I S T O P H E R DR. W. O L D S RIVE R D R . S. B R O O K TR O U T A V E . S. S P O O N B I L L AV E . S. S P O O N B I L L AV E . S. S O C K E Y E AVE . W. CALDE R W O O D DR. W. ELIAS D R . W. E L I A S D R . S. S O C K E Y E AVE . S. S P O O N B I L L WA Y W. K O D I A K D R . R-8 TN-R R1 RUT M-E R-2 L-O I-L C2 R1 R-4 R-8 R-8 C-C R-2 RUT R1 RUT R-2 I-L C-C RUT TN-C L-O RUT R-15 TN-R R-4 RUT R-8 C-G R-4 S T E N M I L E R D S L I N D E R R D S S T O D D A R D R D W O V E R L A N D R D S W O O D H O U S E AV E W CUB ST W HEAVY TIMBER DR S S P A N I S H F O R K W A Y S I C E B E A R W A Y S B E A R T O O T H W A Y S A L A S K A W A Y W DUTCH FARM RD W A M E R I C A N F O RKDR W DAVENPORT ST W KA R L U K RIV ER D R W FLOWER GARDEN ST W O LDS RIVER DR W DAVENPORT ST W ORSO DR W KODIAK DR W A SPENCOVE D R W C H R I S T O P H E R ST W GRIZZLY DR S A P P I A A V E S F R A N C I N E L N S G R A Y L I N G W A Y W B E A R T R ACK DR S M A L A Y A N AV E S M O D E L F A R M W A Y W CAVE BEAR ST W TASA DR W POLAR BEAR ST S B E A R T O O T H P L S A P P I A P L W D A V IS LN W VERNEAL LN W ELIAS ST S D E L R E Y LN S W H I T E PO I N T E L N W A S P E N C O V E C I R W WOODINGTON ST S J E R S E Y WAY W W O O DINGTONST S D E N A L I P L S W O O D S A G E A V E W BEAR TRACK CT S P E L I C A N A V E W ASPEN COVE D R S T E C H L N W B EARTRACKDR W VERNEAL CT W C A L D E RWOOD ST S A R I E L L N W E G G E R S P L S G A R I B A L D I A V E S B E A R T O O T H W A Y W VAL VISTA CT W WHITEHALL DR S B E A R C L A W W A Y S CO B B L E W A Y S WINDY RIDGE LN SSPA NIS H S U N WAY S B E A R C L A W W A Y S C O B B L E A V E S C A B A L L A R L N S D E N A L I W A Y S B L U E M A R L I N L N S C O B B L E W A Y S M O D E L F A R M DR S O L D T H O R N L N S O L D T H O R N L N BEAR CREEK NO 07 PARCEL FIVE TWELVE ARIEL ESTATES MAJESTIC VIEW VAL VISTA BEAR CREEK NO 04 MODEL FARM ACRES SPLENDOR SUMMIT RANCH ESTATES BEAR CREEK NO 01 ASPEN COVE BEAR CREEK NO 08 FALL CREEK NO 01 BEAR CREEK NO 06 INTERSTATE CENTER WHITE MOUNTAIN RANCH QUEENLAND ACRES PEBBLE LANE ESTATES SAGEWOOD FALL CREEK NO 03 FALL CREEK NO 02 BEAR CREEK NO 05 TESTERS STRADA BELLISSIMA NO 01 FREEDOMWORKS CHEVIOT HILLS ESTATES NO 01 VAL VISTA NO 02 ASPEN COVE ROSEBUD BEAR CREEK NO 03 WHITE MOUNTAIN RANCH NO 02 BARLETTA KENNEDY COMMERCIAL CENTER EGGERS BEAR CREEK NO 02 SOUTHRIDGE PHASE 01 EXHIBIT A Southridge Subdivision No. 3 - FP H-2016-0133 PAGE 7 Exhibit B – Approved Preliminary Plat (PP-14-017) EXHIBIT A Southridge Subdivision No. 3 - FP H-2016-0133 PAGE 8 Exhibit C – Proposed Final Plat (stamped/dated: 12/5/2016) EXHIBIT A Southridge Subdivision No. 3 - FP H-2016-0133 PAGE 9 EXHIBIT A Southridge Subdivision No. 3 - FP H-2016-0133 PAGE 10 Exhibit D –Proposed Landscape Plan (dated: 10/27/2016, signed 11/1/2016) Sonya Allen EXHIBIT B From: Jason Densmer <jason@thelandgroupinc.com> Sent: Tuesday, December 27, 2016 11:55 AM To: Sonya Allen; Barbara Shiffer; C.Jay Coles; Charlene Way; Machelle Hill Cc: Bruce Freckleton; Bill Parsons Subject: RE: Southridge Sub. No. 3 - FP H-2016-0133 Staff Report for 1/3 Council Mtg Sonya: I have reviewed the staff report and agree with Staff's conclusions as presented. Thanks, principal civil engineer_ jason densmer, pe 208.939.4041 p 208.570.3663 c 462 e shore dr, ste 100 eagle, idaho 83616 jason@thelandgroupinc.com THE LAND GROUP I thelandRrouoinc.com From: Sonya Allen[mailto:sallen@meridiancity.org] Sent: Friday, December 23, 2016 4:05 PM To: Barbara Shiffer <bshiffer@meridiancity.org>; C.Jay Coles <cicoles@meridiancity.org>; Charlene Way <cway@meridiancity.org>; Machelle Hill <mhill@meridiancity.org> Cc: Jason Densmer <iason@thelandgroupinc.com>; Bruce Freckleton <bfreckleton@meridiancity.org>; Bill Parsons <bparsons@meridiancity.org> Subject: Southridge Sub. No. 3 - FP H-2016-0133 Staff Report for 1/3 Council Mtg Attached is the staff report for the proposed final plat for Southridge Subdivision No. 3. This item is scheduled to be on the Council agenda on January 3rd. The public hearing will be held at City Hall, 33 E. Broadway Avenue, beginning at 6:00 pm. Please call or e-mail with any questions. Jason - Please submit any written response you may have to the staff report to the City Clerk's office (mhill@meridiancity.org, iiones@meridiancity.org), cway@meridiancity.orp, bshiffer@meridiancity.orR and myself (e-mail or fax) as soon as possible. Thanks, Sonya Allen I Associate City Planner City of Meridian I Community Development Department 33 E. Broadway Ave., Ste. 102, Meridian, Idaho 83642 Phone: 208-884-5533 ( Direct: 208-489-0578 Fax: 208-489-0578 (:�VE ID,— Built for Business, Designed for Living Meridian City Council Meeting DATE: January 17, 2017 ITEM NUMBER: 5F PROJECT NUMBER: ITEM TITLE: Paramount Square Apartments Brighton Investments LLC Sanitary Sewer and Water Main Easement within Paramount Square Apartments MEETING NOTES 9 APPROVED Community Item/Presentations Presenter Contact Info./Notes CLERKS OFFICE FINAL ACTION DATE: E-MAILED TO STAFF SENT TO AGENCY SENT TO APPLICANT NOTES INITIALS ADA COUNTY RECORDER Christopher D. Rich 2017-005699 BOISE IDAHO Pgs=13 LISA BATT 01/19/2017 11:18 AM CITY OF MERIDIAN, IDAHO NO FEE SANITARY SEWER AND WATER MAIN EASEMENT THIS INDENTURE, made this % 7 day of �'C d , 207between Brighton investments LLC, the parties of the first part, and hereinafter called the Grantors, and the City of Meridian, Ada County, Idaho, the party of the second part, and hereinafter called the Grantee; WITNESSETH: WHEREAS, the Grantors desire to provide a sanitary sewer and water main right-of-way across the premises and property hereinafter particularly bounded and described; and WHEREAS, the sanitary sewer and water is to be provided for through underground pipelines to be constructed by others; and WHEREAS, it will be necessary to maintain and service said pipelines from time to time by the Grantee; NOW, THEREFORE, in consideration of the benefits to be received by the Grantors, and other good and valuable consideration, the Grantors do hereby give, grant and convey unto the Grantee the right-of-way for an easement for the operation and maintenance of sanitary sewer and water mains over and across the following described property: (SEE ATTACHED EXHIBITS A and B) The easement hereby granted is for the purpose of construction and operation of sanitary sewer and water mains and their allied facilities, together with their maintenance, repair and replacement at the convenience of the Grantee, with the free right of access to such facilities at any and all times. TO HAVE AND TO HOLD, the said easement and right-of-way unto the said Grantee, it's successors and assigns forever. IT IS EXPRESSLY UNDERSTOOD AND AGREED, by and between the parties hereto, that after making repairs or performing other maintenance, Grantee shall restore the area of the easement and adjacent property to that existent prior to undertaking such repairs and maintenance. However, Grantee shall not be responsible for repairing, replacing or restoring anything placed within the area described in this easement that was placed there in violation of this easement. THE GRANTORS hereby covenant and agree that they will not place or allow to be placed Sanitary Sewer and Water Main Easement REV. 08/15/16 any permanent structures, trees, brush, or perennial shrubs or flowers within the area described for this easement, which would interfere with the use of said easement, for the purposes stated herein. THE GRANTORS hereby covenant and agree with the Grantee that should any part of the right-of-way and easement hereby granted shall become part of, or lie within the boundaries of any public street, then, to such extent, such right-of-way and easement hereby granted which lies within such boundary thereof or which is a part thereof, shall cease and become null and void and of no further effect and shall be completely relinquished. THE GRANTORS do hereby covenant with the Grantee that they are lawfully seized and possessed of the aforementioned and described tract of land, and that they have a good and lawful right to convey said easement, and that they will warrant and forever defend the title and quiet possession thereof against the lawful claims of all persons whomsoever. IN WITNESS WHEREOF, the said parties of the first part have hereunto subscribed their signatures the day and year first herein above written. GR I TOR: Pt�e4 JA V1 A-1 i n5 IA4eM W 12601 W. EXXI"v- b./. if z -W, goiw_ lb e3113 Address Seerstafy STATE OF IDAHO ) ) ss County of Ada ) On this _ 01'' day of December , 2016 , before me, the undersigned, a Notary Public in and for said State, personally appeared ` >Md W, ]E*u j n 19v h and- �s� -- kno n entified to me to be the Rf4i &PQ Seeretaty;-re�ely, of the t r- t t executed the within instrument, and acknowledged to me that suchQaWZ executed the same. IN WITNESS WHEREOF, I have hereunto set my h nd and affixed my official seal the day and year fist above written. AMANDA MCCURRY NgrARY PUBI, C FOR IDAHO NOTARY PUBLIC Residing at: 9?litr, STATE OF IDAHO Commission Expires: S r Sanitary Sewer and Water Main Easement REV. 08/15/16 GRANTEE; C UACI'G Ft2&i k" Ke, t"' /3!�r,� / ,I- A st b .Jay Coles, City Clerk \�GO�VORATeolq&- N� Approved By City Council On; // 171 201-7 STATE OF IDAHO, ) . ss. County of Ada ) On this_day of � , 20n, before me, the undersigned, a Notary lh°r � Public in and for said State, personal appeared--afA ny-de-fte and C.Jay Coles, known to P � J m toe b he-Ma3-e"nd City Clerk, respectively, of the City of Meridian, Idaho, and who executed the within instrument, and acknowledged to me that the City of Meridian executed the same. IN WITNESS WHEREOF, I have hereunto set my hand and affixed my official seal the day and year first above written. .,*••. o ;•••$"...... (SEAI.�•.��~L aPr SAO 4� •z , o O'nanten — NOTARY PUBLIC FOR AHO Residing at: Commission Expires:a0 Sanitary Sewer and Water Main Easement REV. 08/15/16 6M OM 9233 WEST STATE STREET I BOISE, ID 83714 1 208.639.6939 1 FAX 208.639.6930 October 11, 2016 Project No. 16-112 Paramount Square Apartments Exhibit A City Of Meridian Sewer And Water Easement Legal Description A parcel of land for a sewer and water easement being situated in a portion of lot 1, Block 3, Paramount Square Subdivision, (Book 109, Page 15,586-15,558, records of Ada County, Idaho) in the Southeast 1/4 of Section 25, Township 4 North, Range 1 West, Boise Meridian, City of Meridian, Ada County, Idaho, and being more particularly described as follows: Commencing at a 5/8 -inch rebar marking the northeast corner of said Lot 1, thence following the westerly right-of-way of North Dyver Avenue, S00°23'20"W a distance of 275.43 feet to the POINT OF BEGINNING. Thence following said easterly right-of-way line, S00°23'20"W a distance of 30.00 feet to a point; Thence leaving said easterly right-of-way line, N89°37'49"W a distance of 77.03 feet to a point; Thence S00°23'14"W a distance of 185.17 feet to a point; Thence S89°36'40"E a distance of 53.00 feet to a point; Thence S00°23'20"W a distance of 8.82 feet to a point; Thence N89036'40"W a distance of 53.00 feet to a point; Thence S00°23'14"W a distance of 22.49 feet to a point; Thence N89°3749"W a distance of 75.21 feet to a point; Thence S00022'11"W a distance of 39.73 feet to a point on the northerly right-of-way line of W. Archerfield St.; Thence following said northerly right-of-way line, N89°36'40"W a distance of 20.00 feet to a point; Thence leaving said northerly right-of-way line, N00°22'11"E a distance of 39.72 feet to a point; Thence N89037'49"W a distance of 61.16 feet to a point; Thence S00°22'11"W a distance of 7.30 feet to a point; Thence N89°36'40"W a distance of 10.00 feet to a point; Thence N00°22'11"E a distance of 7.29 feet to a point; Thence N89°37'49"W a distance of 26.76 feet to a point; Thence N33°51'00"W a distance of 146.63 feet to a point; Thence S56°09'00"W a distance of 6.53 feet to a point; Thence N34°58'31"W a distance of 20.41 feet to a point; Thence N56009'00"E a distance of 6.93 feet to a point; Thence N33°51'00"W a distance of 159.54 feet to a point; Thence N56°09'00"E a distance of 7.98 feet to a point; Thence N33°50'59"W a distance of 54.08 feet to a point; Thence S51°47'16"W a distance of 22.80 feet to a point; Thence S40°59'13"E a distance of 16.86 feet to a point; Thence S49°00'47"W a distance of 10.00 feet to a point; Thence N40°59'13"W a distance of 17.35 feet to a point; Thence S51°47'16"W a distance of 49.75 feet to a point; ENGINEERS I SURVEYORS I PLANNERS Thence S42°49'43"W a distance of 132.47 feet to a point; Thence S11°09'18"W a distance of 44.90 feet to a point hereinafter referred to as Point A; Thence N62°37'19"W a distance of 20.83 feet to a point; Thence N11°09'18"E a distance of 44.75 feet to a point; Thence N42°4943"E a distance of 139.71 feet to a point; Thence N51047'16"E a distance of 170.08 feet to a point; Thence N63°02'16"E a distance of 113.68 feet to a point; Thence N26°5744"W a distance of 10.00 feet to a point; Thence N63°02'16"E a distance of 110.55 feet to a point; Thence S89°41'09"E a distance of 151.43 feet to a point; Thence S00°23'14"W a distance of 48.39 feet to a point; Thence S89°36'46"E a distance of 8.34 feet to a point; Thence S00°22'11"W a distance of 10.00 feet to a point; Thence N8903646"W a distance of 8.35 feet to a point; Thence S00°23'14"W a distance of 195.60 feet to a point; Thence N89036'46"W a distance of 30.00 feet to a point; Thence S00°23'14"W a distance of 188.71 feet to a point; Thence N89036'46"W a distance of 8.61 feet to a point; Thence S00°22'11"W a distance of 13.40 feet to a point; Thence S89°36'46"E a distance of 8.60 feet to a point; Thence S00°23'14"W a distance of 14.39 feet to a point; Thence N89°37'49"W a distance of 147.27 feet to a point; Thence N33°51'00"W a distance of 134.66 feet to a point; Thence N56°09'00"E a distance of 7.89 feet to a point; Thence N33°50'50"W a distance of 11.47 feet to a point; Thence S56°09'00"W a distance of 7.89 feet to a point; Thence N33°51'00"W a distance of 220.33 feet to a point; Thence N51°47'16"E a distance of 61.91 feet to a point; Thence N63°02'16"E a distance of 214.98 feet to a point; Thence S89°41'09"E a distance of 6.93 feet to a point; Thence S00°23'20"W a distance of 7.78 feet to a point; Thence S89036'40"E a distance of 10.00 feet to a point; Thence N00°23'20"E a distance of 7.81 feet to a point; Thence S89°41'09"E a distance of 67.10 feet to a point; Thence S00°18'51"W a distance of 8.19 feet to a point, Thence S90°00'00"E a distance of 14.28 feet to a point; Thence N00°18'51"E a distance of 8.11 feet to a point, Thence S89°41'09"E a distance of 15.79 feet to a point; Thence S00°23'14"W a distance of 223.96 feet to a point; Thence 589°36'46"E a distance of 30.00 feet to a point; Thence S89°37'49"E a distance of 77.03 feet to the POINT OF BEGINNING; TOGETHER WITH: BEGINNING at a point previously referred to as Point A, S33°50'50"E a distance of 180.49 feet to a point; Thence N56°09'10"E a distance of 9.20 feet to a point; Thence S33°32'42"E a distance of 10.81 feet to a point; PAGE 12 Thence S56°09'10"W a distance of 9.15 feet to a point, Thence S33°50'50"E a distance of 158.44 feet to a point; Thence S34°17'34"W a distance of 54.42 feet to a point; Thence S00°32'30"W a distance of 55.42 feet to a point; Thence S89°27'26"E a distance of 39.29 feet to a point on the westerly right-of-way line of N. Elsinore Avenue; Thence following said right-of-way line, 24.00 feet along the arc of a circular curve to the left, said curve having a radius of 252.00 feet, delta angle of 05'27'27", a chord bearing of S03°57'44"W and chord distance of 23.99 feet to a point; Thence leaving said right-of-way line, S60°35'04"W a distance of 28.14 feet to a point; Thence N89°27'30"W a distance of 13.48 feet to a point; Thence S00032'30"W a distance of 90.57 feet to a point; Thence S89°27'30"W a distance of 11.54 feet to a point; Thence S00023'20"W a distance of 10.00 feet to a point; Thence N89°27'30"E a distance of 11.57 feet to a point; Thence S00°32'30"W a distance of 207.01 feet to a point; Thence N89°27'20"W a distance of 181.36 feet to a point; Thence S00°32'34"W a distance of 30.97 feet to a point; Thence N88°46'53"W a distance of 14.09 feet to a point; Thence N00°32'34"E a distance of 24.56 feet to a point; Thence N89°27'20"W a distance of 14.07 feet to a point; Thence N00°32'40"W a distance of 6.25 feet to a point; Thence N89°27'20"W a distance of 157.05 feet to a point; Thence N00°22'11"E a distance of 186.23 feet to a point; Thence N10°52'49"W a distance of 22.09 feet to a point; Thence N00°22'11"E a distance of 31.53 feet to a point; Thence N89037'49"W a distance of 11.87 feet to a point; Thence N00°27'49"E a distance of 10.00 feet to a point; Thence S89°37'49"E a distance of 11.86 feet to a point; Thence N00022'11"E a distance of 185.24 feet to a point; Thence N11°56'57"W a distance of 63.79 feet to a point; Thence N33°05'15"E a distance of 164.52 feet to a point; Thence N55'44'29"W a distance of 5.71 feet to a point; Thence N33003'03"E a distance of 3.70 feet to a point; Thence N56°5657"W a distance of 21.77 feet to a point on the westerly line of said Lot 1; Thence following said westerly line, N33°33'50"E a distance of 20.00 feet to a point; Thence leaving said westerly line, S56056'57"E a distance of 27.20 feet to a point; Thence N33°03'03"E a distance of 76.93 feet to a point; Thence N68°13'00"E a distance of 62.17 feet to a point; Thence S62°37'19"E a distance of 20.83 feet to a point; Thence 540°57'07"W a distance of 31.09 feet to a point; Thence S33°50'50"E a distance of 176.58 feet to a point; Thence S56°09'10"W a distance of 5.65 feet to a point; Thence S33°50'42"E a distance of 10.00 feet to a point; Thence N56°09'10"E a distance of 5.65 feet to a point; Thence 533050'50"E a distance of 21.65 feet to a point; Thence S56°09'10"W a distance of 5.43 feet to a point; Thence 533050'42"E a distance of 7.94 feet to a point; PAGE 13 Thence N56009'10"E a distance of 5.43 feet to a point, Thence S33°50'50"E a distance of 87.05 feet to a point; Thence N56°09'18"E a distance of 9.78 feet to a point; Thence S33°50'42"E a distance of 24.95 feet to a point; Thence S34017'34"W a distance of 46.72 feet to a point; Thence S00°32'30"W a distance of 59.55 feet to a point; Thence N89°2726"W a distance of 10.00 feet to a point; Thence S00032'30"W a distance of 113.14 feet to a point; Thence N89°37'48"W a distance of 30.84 feet to a point; Thence S00°22'12"W a distance of 15.23 feet to a point; Thence S8903748"E a distance of 30.80 feet to a point; Thence S00°32'30"W a distance of 83.52 feet to a point, Thence S89°27'30"E a distance of 10.00 feet to a point, Thence S00°32'30"Wa distance of 114.53 feet to a point; Thence N89°27'20"W a distance of 45.72 feet to a point; Thence N00°32'40"E a distance of 8.90 feet to a point; Thence N89°27'20"W a distance of 161.37 feet to a point; Thence N00032'34"E a distance of 31.27 feet to a point; Thence N89027'26"W a distance of 10.00 feet to a point; Thence S00°32'34"W a distance of 31.27 feet to a point, Thence N89°27'20"W a distance of 55.86 feet to a point; Thence N00°32'40"E a distance of 11.28 feet to a point; Thence N89027'26"W a distance of 10.00' feet to a point; Thence S00032'40"W a distance of 11.28 feet to a point; Thence N89°27'20"W`a distance of 33.69 feet to a point; Thence N00022'11"E a distance of 159.28 feet to a point, Thence N10052'49"W a distance of 22.09 feet to a point; Thence N00°22'11"E a distance of 27.84 feet to a point; NL LA/yp Thence S89032'11"E a distance of 32.54 feet to a point; ��� AGE Nsc-©sG Thence N00°22'11"E a distance of 10.00 feet to a point; Thence N89032'11"W a distance of 32.54 feet to a point, Thence N00°22'11"E a distance of 189.21 feet to a point; a Thence N11056'57"W a distance of 54.60 feet to a point; s XXd A OF VDD* Thence N33003'03"E' a distance of 175.64 feet to a point; Iq Thence S57°35'01"E a distance of 31.68 feet to a point, I ENE Thence N33°03'03"E a distance of 10.00 feet to a point; Thence N57035'01"W a distance of 31.63 feet to a point; �''i Thence N32058'45"E a distance of 49.33 feet to a point; Thence S56"56'57"E a distance of 7.46 feet to a point; Thence N33"03'03"E a distance of 10.52 feet to a point; Thence N56056'57"W a distance of 5.95 feet to a point; Thence N68013'00"E a distance of 36.03 feet to a point, Thence N40°57'06"E a distance of 31.09' feet to POINT `A` BEING THE POINT OF BEGINNING. Said easement contains a total of 2.52 acres, more or less, and is subject to all existing easements and/or rights-of-way of record or implied. Attached hereto is Exhibit'B and by this reference is made a part of. PAGE 14 Ps\16.071\CAD\EXHIBITS\16=112 SEWER EASEMENT REV.I.DWG, KELLY KEHRER,1/4/2017, KYOCERA TASKALFA 4550C1 KX.PC3, ---- PRop , S s s� N. PRICE WAY rn -� _® - ®� m rn =_—._.. --- s o iv o 0 9 I _ur— ��� -- r—JL N. ELSINORE AVE, t 1 II z L x I C m _ __ ----1 ® m ( �---- z I -- -- rFn �I— I T— --„--� n I r Iv m m m m I I I I m N. DYVER AVE. -P W N rn 1 1 1 Z 1 0 0 0 rrn �z v 0 c m v a) N v m X o c n 0 g,42mo y c v EXHIBIT B --04 m Z m o' v r zr o "u ED a mz Z C m g z v m m PARAMOUNT SQUARE - N �=^ e C z m z m EXHIBIT B 1 Z P * APARTMENTS MERIDIAN, IDAHO N PARAMOUNT SQUARE - N �=^ e O w 0 'I'1 a,� rn CITYOF MERIDIAN SEWER AND WATER EASEMENT -OVERALL z A PORTION OF LOT 1 BLOCK 3 OF PARAMOUNT SQUARE SUBDIVISION m �, 11411 W. ENSENADA DR POINT OF COMMENCEMENT 0 50 100 200 5/8 INCH REBAR Plan Scale L38 -----=---t cn � 8 —L62 M L66 I � L40 I / „o- L36-- /, /L59--� su `L61 -moi 64t°rl kIL42 �. N En ZZ9�\ �o 030.00. °°od L4 _L6 f L54 I I ( w \ �3 ► L20 `\ `s' POINT A � L52 I „., C ,156• F\ L18 ! I I L46 Z , frn i —L50 _L48_L4 \ L16 L12 L15 L14 �L13 L8 1=Iy��iRe� 100000L10 W. ARCHERFIELD ST. ENGINEERS= SURVEYORS. PLANNERS / �� 9233 WEST STATE STREET BOISE, IDAHO 83714 PHONE (208) 639-6939 FAX (208) 639-6930 EXHIBIT B PARAMOUNT SQUARE APARTMENTS - MERIDIAN, IDAHO DATE: 10/11/2016 PROJECT- 16-112 SHEET: CITY OF MERIDIAN SEWER AND WATER EASEMENT- NORTH 2 OF 6 A PORTION OF LOT 1 BLOCK 3 OF PARAMOUNT SQUARE SUBDIVISION J� IM 3� J POINT A 0 50 100 264 tr L155,Sh,F op Plan Scale\\t os R►- LANA S \gENSF10 + 662 On F� Y KEH��` Vq1t"7 Q 1 Lu V Q CL z no ki-m ENGINEERS. SURVEYORS. PLANNER! 9233 WEST STATE STREET BOISE, IDAHO 83714 PHONE (208) 639.6939 FAX(208)639.6930 /1-102102 �-L153 lam0cP\ ���y0 ��� /L101 L10 0 // " \` \ L70 �R L709 \ `-L72 1-111• L1 13 L114L115 �1 \ 0\ V t J 1-118 "I I 130,.00i to L121 1 1-76 I I N L78 C 6 n77 1L145 I 1( J 1N 1 d tL123� I 1-9 I Jl— -f `-19 -'-' 1-143 [1251 L82J N I1�'--L141 N 1 (' 1 1 1-127 I I I IM 01 I L133 L� 1 N s Li 37 M iM �I 1 1 L139 ''` L135!3I I: — — L131 1-129 1 I 1 L138 1-136 1-130 (' 1-90 1-89 t� 1-88 L86 EXHIBIT B PARAMOUNT SQUARE APARTMENTS- MERIDIAN, IDAHO PROJECT. 16-112 SHEET: CITY OF MERIDIAN SEWER AND WATER EASEMENT -SOUTH 3 OF 6 A PORTION OF LOT1 BLOCK 3 OF PARAMOUNT SQUARE SUBDIVISION CURVE TABLE CURVE RADIUS LENGTH DELTA CHORD BRG CHORD C1 252.00' 24.00' 527'27 S3'57'44"W 23.99' I LINETABLE I LINE# LENGTH DIRECTION L1 30.00 SO'23'20"W L2 77.03 N89'37'49"W L3 185.17 SO -23'1 4"W L4 53.00 S89'36'40"E L5 8.82 SO'23'20"W L6 53.00 N89'36'40"W L7 22.49SO2314"W 146.63 L8 75.21 N89'3749"W L9 39.73 SO' 22'11"W L10 20.00 N89'36'40"W L11 39.72 NO'22' 11 "E N34'58'31 "W 170.08 N51'47'1 VE I L12 1 61.16 N89 37 49 o L13 1 7.30 SO'22' 11 "W W Y J W O ..I 3� ENGINEERS. SURVEYORS. PLANNER! 9233 WEST STATE STREET BOISE, IDAHO 83714 PHONE (208) 639.6939 FAX (208) 639.6930 m DATE' 10/11/2016 PROJECT: 16-112 SHEET: 4 OF 6 n. LINE TABLE LINE # LENGTH I DIRECTION L21 159.54 N33 -51'00"W L22 7.98 L14 10.00 N89'36'40"W m L24 L15 7.29N022'11"E L25 16.86 S40!59'1 YE L26 10.00 S49'00'47"W a 17.35 L16 26.76 N89'37'49"W 3 L29 L17 146.63 N33'51'00"W a S11'09'18"W L31 L18 6.53 S56'09'00"W 9 N 11'09'1 8"E L33 L19 20.41 N34'58'31 "W 170.08 N51'47'1 VE L35 113.68 N63'02'16"E L36 10.00 N26'57'44"W L37 L20 6.93 N56'09'00"E W Y J W O ..I 3� ENGINEERS. SURVEYORS. PLANNER! 9233 WEST STATE STREET BOISE, IDAHO 83714 PHONE (208) 639.6939 FAX (208) 639.6930 m DATE' 10/11/2016 PROJECT: 16-112 SHEET: 4 OF 6 n. LINE TABLE LINE # LENGTH I DIRECTION L21 159.54 N33 -51'00"W L22 7.98 N56'09'00"E L23 54.08 N33'50'59"W L24 22.80 S51'47' 16"W L25 16.86 S40!59'1 YE L26 10.00 S49'00'47"W L27 17.35 N40'59'13"W L28 49.75 S51'47'16"W L29 132.47 S42'49'43"W L30 44.90 S11'09'18"W L31 20.83 N62'37'19"W L32 44.75 N 11'09'1 8"E L33 139.71 N42'49'43"E L34 170.08 N51'47'1 VE L35 113.68 N63'02'16"E L36 10.00 N26'57'44"W L37 110.55 N63'02'16"E L38 151.43 S89'41'09"E L39 48.39 SO'23'14"W L40 8.34 S89 -36-46"E LINE TABLE LINE# LENGTH DIRECTION L41 10.00 SO'22'11"W L42 8.35 N89'36'46"W L43 195.60 SO'23'14"W L44 30.00 N89'36'46"W L45 188.71 SO'23'14"W L46 8.61 N89'36'46"W L47 13.40 SO' 22'111 "IN L48 8.60 S89'36'46"E L49 14.39 SO'23' 14"W L50 147.27 N89'37'49"W L51 134.66 N33'51'00"W L52 7.89 N56'09'00"E L53 11.47 N33'50'50"W L54 7.89 S56'09'00"W L55 220.33 N33'51'00"W L56 61.91 N51'47' 16"E L57 214.98 N63'02'16"E L58 6.93 S89'41'09"E L597.78 SO'23'20"W L60 10.00 S89'36'40"E 0%. LAND �y5 �\CENSF� GSL 0 0 6662 0 OF F� 4 Y KEHRti EXHIBIT B PARAMOUNT SQUARE APARTMENTS - MERIDIAN, IDAHO CITY OF MERIDIAN SEWER AND WATER EASEMENT A PORTION OF LOT 1 BLOCK 3 OF PARAMOUNT SQUARE SUBDIVISION LINE# L61 L62 L63 L64 L65 L66 L67 L68 L69 L70 L71 L72 L73 L74 LINE TABLE LENGTH DIRECTION 7.81 NO'23'20"E 67.10 S89'41'09"E 8.19 so* 18'51"W 14.25 S90'00'00"E 8.11 NO' 18'51"E 15.79 S89'41'09"E 223.96 S923'1 4"W 77.03 S89'37'49"E 180.49 S33'50'50"E 9.20 N56'09'1 8"E 10.81 S33'32'42"E 9.15 S56'09'10"W 158.44 S33'50'50"E 54.42 S34'17'34"W L91 I NW L75 55.42 SO 32 30 I L76 39.29 S89'27'26"E 0 d LENGTH L78 13.48 N89'27'30"W m L83 L79 90.57 SO'32'30"W 181.36 N89'27'20"W LBO 11.54 S89'27'30"E 01 F14.09 1.81 10.00 I SO'23'20"W u z a N V M W Y J W Y 3 a ENGINEERS. SURVEYORS. PLANNER! 9233 WEST STATE STREET y BOISE, IDAHO 83714 PHONE 1208) 639-6939 N FAX(208)639-6930 r m DATE: 10/11/2016 PROJECT: 16.112 SHEET: 5 OF 6 c: LINE TABLE LINE# LENGTH DIRECTION L82 11.57 N89'27'30"W L83 207.01 S932'30"W L84 181.36 N89'27'20"W L85 N33'03'03"E SO'32'34"W L86 F14.09 N88'46'53"W L87 24.56 NO'32'34"E L88 14.07 N89'27'20"W L89 6.25 NO'32'40"E L90 157.05 N89'27'20"W L91 186.23 NO'22' 11 "E L92 22.09 N10 -52'49"W L94 11.87 N8W37'49"W L95 10.00 NO'27'49"E L96 11.86 S89'37'49"E L97 185.24 N922'11"E L98 63.79 N11'56'57"W L99 164.52 N33'05'15"E L100 5.71 N55'44'29"W L101 3.70 N33'03'03"E L102 21.77 N5656'57"W l LAND S 55� � tENSF� G�'L Ck I n. f1�,�i'/ 1 �' ,¢ T� OF ��P�� F<<Y K_Z"' 11 EXHIBIT B PARAMOUNT SQUARE APARTMENTS - MERIDIAN, IDAHO CITY OF MERIDIAN SEWER AND WATER EASEMENT A PORTION OF LOT 1 BLOCK 3 OF PARAMOUNT SQUARE SUBDIVISION LINE TABLE LINE # LENGTH DIRECTION L103 20.00 N33'33'50"E L104 27.20 S56'56'57"E L105 76.93 N33'03'03"E L106 62.17 N68' 13'00"E L107 31.09 S40'57'06"W L108 176.58 S33'50'50"E L109 5.65 S56'09'1 8"W L110 10.00 S33'50'42"E L111 5.65 1 N56'09'18"E L112 21.65 S33'50'50"E L113 5.43 S56'09'10"W L114 7.94 S33'50'42"E L715 5.43 N56'09'10"E L116 87.05 S33'50'50"E L117 9.78 N56'09'18"E L118 24.95 S33'50'42"E L119 46.72 S3417'34"W L120 59.55 SO'32'30"W L121 10.00 N89'2726"W L722 113.14 SO'32'30"W l LAND S 55� � tENSF� G�'L Ck I n. f1�,�i'/ 1 �' ,¢ T� OF ��P�� F<<Y K_Z"' 11 EXHIBIT B PARAMOUNT SQUARE APARTMENTS - MERIDIAN, IDAHO CITY OF MERIDIAN SEWER AND WATER EASEMENT A PORTION OF LOT 1 BLOCK 3 OF PARAMOUNT SQUARE SUBDIVISION Meridian City Council Meeting DATE: January 17, 2017 ITEM NUMBER: 5G PROJECT NUMBER: ITEM TITLE: Nampa & Meridian Irrigation District Addendum to the Water Right Transfer Application Agreement with Nampa & Meridian Irrigation District MEETING NOTES Yf APPROVED Community Item/Presentations Presenter Contact Info./Notes CLERKS OFFICE FINAL ACTION DATE: E-MAILED TO STAFF SENT TO AGENCY SENT TO APPLICANT NOTES INITIALS DATE: 15 FEBRUARY 2017 TO: Sawtooth Law Offices, PLLC FROM: NAMPA & MERIDIAN IRRIGATION DISTRICT License, Project and/or Crossing Agreement(s)Approved Board Meeting 7 February 2017 Addendum to Water Right 3 pages Transfer Application Agreement Meridian, City of ADA COUNTY RECORDER Christopher D Rich BOISE IDAHO Pgs=3 VICTORIA BATLEY 2017-012739 - NAMPA & MERIDIAN IRRIGATION 02/1012011 11;5858M A 1111111 IIIIII11II1I1IIIIIIII 11111111 VIII I I NO FEE 0032808120170012739003003g III III THIS PAGE HAS BEEN ADDED TO PROVIDE ADDITIONAL SPACE FOR RECORDING. ADDENDUM TO WATER RIGHT TRANSFER APPLICATION AGREEMENT THIS ADDENDUM is to the WATER RIGHT TRANSFER APPLICATION AGREEMENT ("Agreement") made and entered into on or about the 5`h day of January, 2016, by and between the City of Meridian ("City"), and Nampa & Meridian Irrigation District ("District"), addressing the January 6, 2015 Application for Transfer of Water Rights, Transfer No. 79778 (hereinafter "Application I ") filed with the Idaho Department of Water Resources ("IDWR") by the City. Recitals: 1. Application 1 was approved as a Final Order by IDWR on October 4, 2016, and resulted in the addition of existing municipal wells as points of diversion to the City's municipal ground water rights. 2. Since approval of Application 1, the City filed a second Application for Transfer of Water Rights, Transfer No. 81351 (hereinafter "Application 2") with IDWR on December 9, 2016 to add new wells and future wells as points of diversion to City municipal ground water rights. 3. Application 2 raises the same concerns for the District as did Application 1 and as are stated in the Agreement. 4. It is expected that the City may file future Applications for Transfer of Water Rights to add additional wells as points of diversion to City municipal ground water rights that raise the same concerns for the District as did Application 1 and as does Application 2. 5. The parties desire to reiterate and confirm the Recitals and Terms in the Agreement such that such Recitals and Ten -ns apply to Application 2 and all future City Applications for Transfer of Water Rights that attempt to add additional wells as points of diversion to City municipal ground water rights. Aereement• 1. The City and District hereby reiterate and confirm the Recitals and Terms of the Agreement both as applied to Application l and the water rights subject to such Application 1, and confirm that said Terms and Conditions of the Agreement are hereby incorporated herein and shall be applicable as applied to Application 2 and the water rights which are subject to Application 2. 2. The City and District further agree that the Recitals and Terms of the Agreement are to be applied to any future City Applications for Transfer of Water Rights requesting the addition of wells (whether existing at the time of such future Applications or not) as points of diversion to City municipal ground water rights, and are to be applied to the water rights subject to such ADDENDUM TO WATER RIGHT TRANSFER APPLICATION AGREEMENT - Page l of 2 future applications. The Recitals and Terms of the Agreement shall automatically be applicable and incorporated therein to any future City Applications for Transfer of Water rights requesting the addition of wells as points of diversion to City municipal ground water rights and no further agreements or addendum shall be necessary to incorporate and apply the Recitals and Terms of the Agreenient to said future City Applications. Gp����KLn A17CLrsTf 0 City of iDIAN'-`. SEAL, Attest: Its City Cler Date 1 / l 71 )91-7 Date/ / 12Z ?017 Nampa & Meridian Irrigation District tAN/)& OA L ; • Its President c o Date C /A test: r:sn' Its Secretary nn ��,,, Date qw� ADDENDUM TO WATER RIGHT TRANSFER APPLICATION AGREEMENT - Page 2 of 2 Meridian City Council Meeting DATE: January 17, 2017 ITEM NUMBER: 5H PROJECT NUMBER: ITEM TITLE: Artwork in Initial Point Gallery Acceptance Agreements for Display of Artwork in Initial Point Gallery, Meridian City Hall between City of Meridian and: MEETING NOTES F1 APPROVED Community Item/Presentations Presenter Contact Info./Notes CLERKS OFFICE FINAL ACTION DATE: E-MAILED TO STAFF SENT TO AGENCY SENT TO APPLICANT NOTES INITIALS ACCEPTANCE AGREEMENT: DISPLAY OF ARTWORK IN INITIAL POINT GALLERY, MERIDIAN CITY HALL This ACCEPTANCE AGREEMENT: DISPLAY OF ARTWORK IN INITIAL POINT GALLERY, MERIDIAN CITY HALL ("Agreement") is made on the -L- L 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 Tim Allen, an individual person ("Artist"). (City and Artist may hereinafter be collectively referred to as "Parties.") WHEREAS, the City desires that public art will be a component of Meridian City Hall and to that end, the Meridian Arts Commission has invited Artist to display artwork in Initial Point Gallery, an art gallery on the third floor of Meridian City Hall, the address of which is 33 E. Broadway Ave., Meridian, Idaho ("hlitial Point Gallery"); WHEREAS, on November 10, 2016, the Meridian Arts Commission ("Commission") recommended to the Meridian City Council that Artist's artwork, as depicted in the Proposal, be displayed in Initial Point Gallery; WHEREAS, at its regular meeting on December 6, 2016, the Meridian City Council adopted such recommendation and directed the Commission to work with Artist to establish a display of Artist's artwork in Initial Point Gallery; and WHEREAS, the Parties acknowledge that Meridian City Hall is primarily a place of public business, that Initial Point Gallery is a public place, and that while the City seeks to encourage artistic expression and public dialogue, the City must simultaneously ensure that Meridian City Hall is a place where citizens, employees, and visitors of diverse ages and perspectives feel welcome and comfortable; 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 personally deliver artwork to Initial Point Gallery, on February 3, 2017, at such time as is specified by the Arts & Culture Specialist. Artist shall be responsible for hanging such artwork on February 3, 2017, at the direction of the Arts & Culture Specialist; shall allow the display of such work in Initial Point Gallery from February 3, 2017through March 2, 2017, in accordance with the terms of this Agreement; and shall be responsible for removal of such artwork on March 3, 2017, at such time as is specified by the Arts & Culture Specialist. II. COMPENSATION AND SALE OF ARTWORK. A. No compensation. Artist shall display Artist's artwork in Initial Point Gallery at the pleasure of the Meridian City Council. City shall not provide compensation to Artist for services, work, and/or any activity undertaken pursuant to or related to this Agreement. B. Sale of artwork. Artist may, at the direction of and in the manner established by the ACCEPTANCE AGREEMENT - INITIAL POINT GALLERY DISPLAY PAGE 1 ACCEPTANCE AGREEMENT – INITIAL POINT GALLERY DISPLAY PAGE 2 Arts & Culture Specialist, passively offer the artwork on display in Initial Point Gallery for sale. No price shall be displayed on or be proximate to any piece on display in Initial Point Gallery. City personnel shall not facilitate in any way the sale of Artist’s work; any transaction related to the sale of artwork shall be handled solely by Artist. Artist acknowledges the Commission’s request that Artist voluntarily donate to the Commission twenty percent (20%) of proceeds from any artwork sold due to its display in Initial Point Gallery. Upon the sale of a piece of artwork on display in Initial Point Gallery, Artist may remove such artwork from the Gallery, provided that Artist replaces the removed piece with another piece of artwork within twenty-four (24) hours of such removal. Artist shall coordinate the removal, replacement, and/or substitution of any and all artwork with the Arts & Culture Specialist prior to such activity. III. TIME OF PERFORMANCE . Artist shall provide services described in this Agreement in a timely manner, as described herein. Artist acknowledges and agrees 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 default of this Agreement. IV. INSTALLATION . A. Coordination with Curator. Prior to the installation, removal, replacement, and/or substitution of the display in Initial Point Gallery or any portion or component thereof, Artist shall coordinate any and all such activity with the Gallery Curator. Artist shall be responsible for contacting the Gallery Curator between December 30, 2016 and January 20, 2017to confirm details regarding the installation, removal, publicity, and promotion of the exhibit . Artist’s failure to affirmatively contact the Gallery Curator as required by this paragraph shall constitute a default of this Agreement. B. Inspection of display. Prior to or after installation, the Arts & Culture Specialist and/or the City may inspect and/or review the artwork proposed by Artist for display in Initial Point Gallery to ensure compliance with all criteria set forth in the Call to Artists attached hereto as Exhibit A , and the Application and Acknowledgements Form attached hereto in Exhibit B, as well as to ensure that such artwork may be safely and appropriately displayed in Initial Point Gallery. If the Arts & Culture Specialist or the City concludes that the display or any portion or component thereof does not meet the criteria set forth in Exhibits A and B, does not reflect artwork as described and depicted in the Proposal set forth in Exhibit B , or cannot be safely and/or appropriately displayed in Initial Point Gallery, the Arts & Culture Specialist or the City may require the immediate removal of such artwork from Initial Point Gallery. Further, the Arts & Culture Specialist or the City may require the immediate removal of such artwork from Initial Point Gallery where such removal serves the best interest of the City. V. DISPLAY . A. Original artwork. Artist warrants that any and all artwork provided by Artist for display in Initial Point Gallery shall be, and is, original work conceived and created by Artist. ACCEPTANCE AGREEMENT – INITIAL POINT GALLERY DISPLAY PAGE 3 B. Photographs of artwork. City may photograph the artwork displayed in Initial Point Gallery, as City may desire for purposes of advertising, marketing, and public information. Where practicable and to the extent of City’s authority, Artist shall be acknowledged on each such photograph to be the creator of the original subject thereof, provided that photographic reproductions of artwork shall not be identified as or represented to be the finished artwork. C. Use of Artist’s name. Artist hereby conveys to City permission to use Artist’s name for purposes of advertising, marketing, and public information, without violation of Artist’s rights of privacy or any other rights Artist may possess under this Agreement, provided that City shall not use Artist’s logo, if any, for any purpose without the express, written permission of Artist. D. Use of City’s name. City hereby conveys to Artist permission to use City’s name for purposes of advertising, marketing, and public information, without violation of City’s rights of privacy or any other rights City may possess under this Agreement, provided that Artist shall not use City’s logo for any purpose without the express, written permission of the Mayor’s Chief of Staff. E. Removal of artwork by City. City shall have the right to remove Artist’s artwork from public display at any time and for any reason. Such removal may be temporary or permanent in nature. Where such artwork is or is intended to be removed from public display for longer than forty-eight (48) hours, City shall notify Artist in the manner set forth herein. While it is intended that Artist’s artwork will be displayed in Initial Point Gallery for the period set forth herein, this period may be shortened by City for any reason, without notice to the Artist. F. Removal of artwork by Artist. Artist shall coordinate with the Arts & Culture Specialist the removal, replacement, and/or substitution of any and all artwork prior to such activity, whether such activity is necessary due to the sale of a piece or for any other reason. G. Simultaneous display. City may elect to display the work of more than one Artist or Organization in Initial Point Gallery at any time, at the City’s sole discretion. The manner and arrangement of the display(s) in Initial Point Gallery shall be determined by the Arts & Culture Specialist. VI. INDEMNIFICATION , WAIVER , AND INSURANCE . A. Indemnification. Artist shall, and hereby does, 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 invitees. B. Waiver. Artist shall, and hereby does, waive 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 ACCEPTANCE AGREEMENT – INITIAL POINT GALLERY DISPLAY PAGE 4 performance of this Agreement, whether such loss or damage may be attributable to known or unknown conditions, except for liability arising out of the tortious conduct of City or its officers, agents or employees. C. Insurance Artist’s responsibility. City shall not provide insurance to cover loss, theft, or damage of artwork displayed in Initial Point Gallery or to cover any activity undertaken by Artist in the furtherance of Artists’ rights or obligations described herein. Insurance of the artwork; of the Artist’s person, property, or interests; and/or of the Artist’s employees or agents shall be the sole responsibility of Artist. Artist shall obtain all necessary insurance as may be required in order to protect Artist’s insurable interests for its rights and obligations described within this Agreement, including, but not limited to, liability insurance, automobile insurance, worker’s compensation insurance, and/or insurance of the artwork to be displayed in Initial Point Gallery. Artist shall bear any and all risks of, and actual, loss of, theft of, and/or damage to the artwork prepared for, transported to, transported from, installed or hung in, and/or displayed in Initial Point Gallery. VII. TERMINATION . A. Termination for cause. If City determines that Artist has failed to comply with or is in default of 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 providing written notice to the defaulting party of its intent to terminate, and shall specify the grounds for termination. The defaulting party shall have two (2) calendar days, not including Sundays or federal holidays, after the other party mails such notice to cure the default. If the default is not cured within such period, this Agreement shall be terminated immediately upon mailing of written notice of termination. B. Termination without cause. City may immediately terminate this Agreement for any reason at any time without prior notice to Artist. C. Termination upon death or incapacity of Artist. This Agreement shall automatically terminate upon the death or incapacity of Artist. D. Non-waiver. 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. GENERAL PROVISIONS . A. Relationship of Parties. It is the express intention of Parties that Artist is an independent party and not an employee, agent, joint venturer, or partner of City. 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 official, agent, or employee of City. Both parties acknowledge that Artist is not an ACCEPTANCE AGREEMENT – INITIAL POINT GALLERY DISPLAY PAGE 5 employee of City. Artist shall retain the right to perform services for others during the term of this Agreement. B. Compliance with law. Throughout the course of this Agreement, Artist shall comply with any and all applicable federal, state, and local laws. C. Non-Discrimination . In fulfilling or exercising any right or obligation under 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 disability. D. 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, and whether previous to the execution hereof or contemporaneous herewith. The terms of this Agreement may not be enlarged, modified or altered except upon written agreement signed by both parties hereto. E. 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. F. 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. G. 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. H. Successors and assigns. 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 subcontract or assign obligations that do not require Artist’s artistic talent or expertise. 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. I. Notice. Any and all notice required to be provided by the Parties hereto, unless otherwise stated in this Agreement, shall be in writing and shall be deemed communicated upon mailing by United States Mail, addressed as follows: Artist: City: Tim Allen Hillary Bodnar 906 Main Street, Apt. A Arts & Culture Specialist Meridian ID 83642 33 E. Broadway Ave. Meridian ID 83642 Either party may change its respective mailing address by giving written notice of such change in the manner herein provided. J. City Council approval required. The validity of this Agreement shall be expressly conditioned upon City Council action approving the Agreement. Execution of this Agreement 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 'V THEREOF, the parties hereto have executed this Agreement on the Effective Date written above. ARTIST: im Allen CITY OF MEIZ11 AN: r- i' BY: Attest: /Z,, 4: � 4�-� Jay C es, City Clerk ACCTPTANCE AGRF'F\-II NT - INITIAL POINT GALLERY DisPLAY PAGP 6 ACCEPTANCE AGREEMENT – INITIAL POINT GALLERY DISPLAY PAGE 7 EXHIBIT A CALL TO ARTISTS Call for Artists: 2017 INITIAL POINT GALLERY SERIES OVERVIEW: The Meridian Arts Commission (MAC) seeks proposals for the display of two-dimensional and/or three-dimensional artwork as part of the 2017 Initial Point Gallery Series, a series of one-month exhibitions in Initial Point Gallery. Initial Point Gallery is located on the third floor of Meridian City Hall (33 E. Broadway Avenue, Meridian, Idaho), and is open to the public during City working hours. Initial Point Gallery provides about 100 feet of total wall space for hanging two-dimensional artwork, and four enclosed display cases for three-dimensional artwork. MAC requests that artists voluntarily donate to MAC 20% of proceeds from sales of art displayed in Initial Point Gallery. ELIGIBILITY: Two-dimensional works displayed in Initial Point Gallery must be comprised of professional-quality, ready-to-hang, original art. Selectees must fill all or half of the gallery. Three-dimensional works may be of any medium, but must fit within the four supplied display cases. No artwork will be displayed which: cannot be safely hung or displayed using the gallery’s equipment; requires unusual maintenance, handling, or security; or is disruptive or likely to offend the sensibilities of the general public. Each piece to be displayed will be evaluated for its compliance with these general requirements. Selectees will be required to pay a $35 gallery maintenance fee and enter into an Acceptance Agreement with the City setting forth specific conditions of display. Selectees and invitees may reapply annually and if selected again, 75% of the display must be artwork that has not been previously displayed in Initial Point Gallery. Small, informal groups of 2-4 artists are encouraged to propose an exhibition including all artists’ work. PROPOSAL REQUIREMENTS: Artists or organizations wishing to display work in the 2017 Initial Point Gallery Series must provide the following materials and information to MAC via email in order to be considered for selection. Completed, signed Application & Acknowledgements form; Letter of intent, including biography of the artist(s) or informational statement regarding organization; 250-word informational paragraph about the artist or organization (for use in gallery publicity if selected); and Five (5) digital images representational of the works proposed for display (for organizations, each image must be of a different artist’s work); and $35 gallery maintenance fee, upon acceptance. (nonrefundable) Details and forms are available at the City’s website, http://www.meridiancity.org or upon request. Limited assistance producing digital images may be available upon request. Materials submitted will not be returned. DEADLINE: To be considered, all proposals must be received by MAC by 5:00 p.m. on Friday, October 7, 2016. SELECTION PROCESS: The selection of art for the 2017 Initial Point Gallery Series will be made by MAC. MAC will notify selectees by email. In evaluating eligible proposals, the following factors will be considered: Proposal’s adherence to the Call for Artists; Quality of work; Appropriateness of subject and concept for a functioning government workplace; Consistency with City policy and community values; and Contribution to aesthetic and cultural atmosphere of Meridian City Hall. RESOURCES PROVIDED UPON SELECTION: Following selection, s electees will be required to pay a $35 gallery maintenance fee and enter into an Acceptance Agreement with the City setting forth specific conditions of display. The City of Meridian will provide selected artists/ organizations with the following resources: Volunteers to assist artist/organization with installing and removing each piece of artwork; Track system for hanging 2D art and four enclosed pedestals for 3D art; Space for artist information and/or an information board; and Limited publicity of the exhibit through City contacts, local media, and other informational forums. CONTACT MAC: mac@meridiancity.org ACCEPTANCE AGREEMENT – INITIAL POINT GALLERY DISPLAY PAGE 9 EXHIBIT B APPLICATION AND ACKNOWLEDGMENTS FORM ACCEPTANCE AGREEMENT: DISPLAY OF ARTWORK IN INITIAL POINT GALLERY, MERIDIAN CITY HALL This ACCEPTANCE AGREEMENT: DISPLAY OF ARTWORK IN INITIAL POINT GALLERY, MERIDIAN CITY HALL ("Agreement") is made on the 1-7 day of -K /Ua , 2017 ("Effective Date"), by and between the City of Meridian, a municipal corporation organized under the laws of the State of Idaho ("City"), and Paula Ryan, an individual person ("Artist"). (City and Artist may hereinafter be collectively referred to as "Parties.") WHEREAS, the City desires that public art will be a component of Meridian City Hall and to that end, the Meridian Arts Commission has invited Artist to display artwork in Initial Point Gallery, an art gallery on the third floor of Meridian City Hall, the address of which is 33 E. Broadway Ave., Meridian, Idaho ("Initial Point Gallery"); WHEREAS, on November 10, 2016, the Meridian Arts Commission ("Commission") recommended to the Meridian City Council that Artist's artwork, as depicted in the Proposal, be displayed in Initial Point Gallery; WHEREAS, at its regular meeting on December 6, 2016, the Meridian City Council adopted such recommendation and directed the Commission to work with Artist to establish a display of Artist's artwork in Initial Point Gallery; and WHEREAS, the Parties acknowledge that Meridian City Hall is primarily a place of public business, that Initial Point Gallery is a public place, and that while the City seeks to encourage artistic expression and public dialogue, the City must simultaneously ensure that Meridian City Hall is a place where citizens, employees, and visitors of diverse ages and perspectives feel welcome and comfortable; 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 personally deliver artwork to Initial Point Gallery, on February 3, 2017, at such time as is specified by the Arts & Culture Specialist. Artist shall be responsible for hanging such artwork on February 3, 2017, at the direction of the Arts & Culture Specialist; shall allow the display of such work in Initial Point Gallery from February 3, 2017 through March 2, 2017, in accordance with the terms of this Agreement; and shall be responsible for removal of such artwork on March 3, 2017, at such time as is specified by the Arts & Culture Specialist. ACCEPTANCE AGREEMENT - INITIAL POINT GALLERY DISPLAY PAGE 1 ACCEPTANCE AGREEMENT – INITIAL POINT GALLERY DISPLAY PAGE 2 II. COMPENSATION AND SALE OF ARTWORK . A. No compensation. Artist shall display Artist’s artwork in Initial Point Gallery at the pleasure of the Meridian City Council. City shall not provide compensation to Artist for services, work, and/or any activity undertaken pursuant to or related to this Agreement. B. Sale of artwork. Artist may, at the direction of and in the manner established by the Arts & Culture Specialist, passively offer the artwork on display in Initial Point Gallery for sale. No price shall be displayed on or be proximate to any piece on display in Initial Point Gallery. City personnel shall not facilitate in any way the sale of Artist’s work; any transaction related to the sale of artwork shall be handled solely by Artist. Artist acknowledges the Commission’s request that Artist voluntarily donate to the Commission twenty percent (20%) of proceeds from any artwork sold due to its display in Initial Point Gallery. Upon the sale of a piece of artwork on display in Initial Point Gallery, Artist may remove such artwork from the Gallery, provided that Artist replaces the removed piece with another piece of artwork within twenty-four (24) hours of such removal. Artist shall coordinate the removal, replacement, and/or substitution of any and all artwork with the Arts & Culture Specialist prior to such activity. III. TIME OF PERFORMANCE . Artist shall provide services described in this Agreement in a timely manner, as described herein. Artist acknowledges and agrees 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 default of this Agreement. IV. INSTALLATION . A. Coordination with Curator. Prior to the installation, removal, replacement, and/or substitution of the display in Initial Point Gallery or any portion or component thereof, Artist shall coordinate any and all such activity with the Gallery Curator. Artist shall be responsible for contacting the Gallery Curator between December 30, 2016 and January 30, 2017 to confirm details regarding the installation, removal, publicity, and promotion of the exhibit . Artist’s failure to affirmatively contact the Gallery Curator as required by this paragraph shall constitute a default of this Agreement. B. Inspection of display. Prior to or after installation, the Arts & Culture Specialist and/or the City may inspect and/or review the artwork proposed by Artist for display in Initial Point Gallery to ensure compliance with all criteria set forth in the Call to Artists attached hereto as Exhibit A , and the Application and Acknowledgements Form attached hereto in Exhibit B, as well as to ensure that such artwork may be safely and appropriately displayed in Initial Point Gallery. If the Arts & Culture Specialist or the City concludes that the display or any portion or component thereof does not meet the criteria set forth in Exhibits A and B, does not reflect artwork as described and depicted in the Proposal set forth in Exhibit B , or cannot be safely and/or appropriately displayed in Initial Point Gallery, the Arts & Culture Specialist or the City may require the immediate removal of such artwork from Initial Point Gallery. Further, the Arts & Culture Specialist or the City ACCEPTANCE AGREEMENT – INITIAL POINT GALLERY DISPLAY PAGE 3 may require the immediate removal of such artwork from Initial Point Gallery where such removal serves the best interest of the City. V. DISPLAY . A. Original artwork. Artist warrants that any and all artwork provided by Artist for display in Initial Point Gallery shall be, and is, original work conceived and created by Artist. B. Photographs of artwork. City may photograph the artwork displayed in Initial Point Gallery, as City may desire for purposes of advertising, marketing, and public information. Where practicable and to the extent of City’s authority, Artist shall be acknowledged on each such photograph to be the creator of the original subject thereof, provided that photographic reproductions of artwork shall not be identified as or represented to be the finished artwork. C. Use of Artist’s name. Artist hereby conveys to City permission to use Artist’s name for purposes of advertising, marketing, and public information, without violation of Artist’s rights of privacy or any other rights Artist may possess under this Agreement, provided that City shall not use Artist’s logo, if any, for any purpose without the express, written permission of Artist. D. Use of City’s name. City hereby conveys to Artist permission to use City’s name for purposes of advertising, marketing, and public information, without violation of City’s rights of privacy or any other rights City may possess under this Agreement, provided that Artist shall not use City’s logo for any purpose without the express, written permission of the Mayor’s Chief of Staff. E. Removal of artwork by City. City shall have the right to remove Artist’s artwork from public display at any time and for any reason. Such removal may be temporary or permanent in nature. Where such artwork is or is intended to be removed from public display for longer than forty-eight (48) hours, City shall notify Artist in the manner set forth herein. While it is intended that Artist’s artwork will be displayed in Initial Point Gallery for the period set forth herein, this period may be shortened by City for any reason, without notice to the Artist. F. Removal of artwork by Artist. Artist shall coordinate with the Arts & Culture Specialist the removal, replacement, and/or substitution of any and all artwork prior to such activity, whether such activity is necessary due to the sale of a piece or for any other reason. G. Simultaneous display. City may elect to display the work of more than one Artist or Organization in Initial Point Gallery at any time, at the City’s sole discretion. The manner and arrangement of the display(s) in Initial Point Gallery shall be determined by the Arts & Culture Specialist. ACCEPTANCE AGREEMENT – INITIAL POINT GALLERY DISPLAY PAGE 4 VI. INDEMNIFICATION , WAIVER , AND INSURANCE . A. Indemnification. Artist shall, and hereby does, 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 invitees. B. Waiver. Artist shall, and hereby does, waive 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 the tortious conduct of City or its officers, agents or employees. C. Insurance Artist’s responsibility. City shall not provide insurance to cover loss, theft, or damage of artwork displayed in Initial Point Gallery or to cover any activity undertaken by Artist in the furtherance of Artists’ rights or obligations described herein. Insurance of the artwork; of the Artist’s person, property, or interests; and/or of the Artist’s employees or agents shall be the sole responsibility of Artist. Artist shall obtain all necessary insurance as may be required in order to protect Artist’s insurable interests for its rights and obligations described within this Agreement, including, but not limited to, liability insurance, automobile insurance, worker’s compensation insurance, and/or insurance of the artwork to be displayed in Initial Point Gallery. Artist shall bear any and all risks of, and actual, loss of, theft of, and/or damage to the artwork prepared for, transported to, transported from, installed or hung in, and/or displayed in Initial Point Gallery. VII. TERMINATION . A. Termination for cause. If City determines that Artist has failed to comply with or is in default of 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 providing written notice to the defaulting party of its intent to terminate, and shall specify the grounds for termination. The defaulting party shall have two (2) calendar days, not including Sundays or federal holidays, after the other party mails such notice to cure the default. If the default is not cured within such period, this Agreement shall be terminated immediately upon mailing of written notice of termination. B. Termination without cause. City may immediately terminate this Agreement for any reason at any time without prior notice to Artist. C. Termination upon death or incapacity of Artist. This Agreement shall automatically terminate upon the death or incapacity of Artist. ACCEPTANCE AGREEMENT – INITIAL POINT GALLERY DISPLAY PAGE 5 D. Non-waiver. 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. GENERAL PROVISIONS . A. Relationship of Parties. It is the express intention of Parties that Artist is an independent party and not an employee, agent, joint venturer, or partner of City. 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 official, 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. B. Compliance with law. Throughout the course of this Agreement, Artist shall comply with any and all applicable federal, state, and local laws. C. Non-Discrimination . In fulfilling or exercising any right or obligation under 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 disability. D. 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, and whether previous to the execution hereof or contemporaneous herewith. The terms of this Agreement may not be enlarged, modified or altered except upon written agreement signed by both parties hereto. E. 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. F. 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. G. 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. H. Successors and assigns. 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 subcontract or assign obligations that do not require Artist’s artistic talent or expertise. 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. I. Notice. Any and all notice required to be provided by the Parties hereto, unless otherwise stated in this Agreement, shall be in writing and shall be deemed communicated upon mailing by United States Mail, addressed as follows: Artist: Paula Ryan 876 N. Player Avenue Eagle ID 83616 City Hillary Bodnar Arts & Culture Specialist 33 E. Broadway Ave. Meridian ID 83642 Either party may change its respective mailing address by giving written notice of such change in the manner herein provided. J. City Council approval required. The validity of this Agreement shall be expressly conditioned upon City Council action approving the Agreement. Execution of this Agreement 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 Agreement on the Effective Date written above. ARTIST: GORPORATFD N Paula Ryan .t o CITY OF mri, IAN: z, S� dlq� Cl) t rr r�O BY: lRFASUREVP��r &X)A& 9. Ale ,-t� 13 i kt ACCEPTANCE AGREEMENT- INITIAL POINT GALLERY DISPLAY Attest: /4/1//� C, ay Cbfes, City Clerk PAGE 6 ACCEPTANCE AGREEMENT – INITIAL POINT GALLERY DISPLAY PAGE 7 EXHIBIT A CALL TO ARTISTS Call for Artists: 2017 INITIAL POINT GALLERY SERIES OVERVIEW: The Meridian Arts Commission (MAC) seeks proposals for the display of two-dimensional and/or three-dimensional artwork as part of the 2017 Initial Point Gallery Series, a series of one-month exhibitions in Initial Point Gallery. Initial Point Gallery is located on the third floor of Meridian City Hall (33 E. Broadway Avenue, Meridian, Idaho), and is open to the public during City working hours. Initial Point Gallery provides about 100 feet of total wall space for hanging two-dimensional artwork, and four enclosed display cases for three-dimensional artwork. MAC requests that artists voluntarily donate to MAC 20% of proceeds from sales of art displayed in Initial Point Gallery. ELIGIBILITY: Two-dimensional works displayed in Initial Point Gallery must be comprised of professional-quality, ready-to-hang, original art. Selectees must fill all or half of the gallery. Three-dimensional works may be of any medium, but must fit within the four supplied display cases. No artwork will be displayed which: cannot be safely hung or displayed using the gallery’s equipment; requires unusual maintenance, handling, or security; or is disruptive or likely to offend the sensibilities of the general public. Each piece to be displayed will be evaluated for its compliance with these general requirements. Selectees will be required to pay a $35 gallery maintenance fee and enter into an Acceptance Agreement with the City setting forth specific conditions of display. Selectees and invitees may reapply annually and if selected again, 75% of the display must be artwork that has not been previously displayed in Initial Point Gallery. Small, informal groups of 2-4 artists are encouraged to propose an exhibition including all artists’ work. PROPOSAL REQUIREMENTS: Artists or organizations wishing to display work in the 2017 Initial Point Gallery Series must provide the following materials and information to MAC via email in order to be considered for selection. Completed, signed Application & Acknowledgements form; Letter of intent, including biography of the artist(s) or informational statement regarding organization; 250-word informational paragraph about the artist or organization (for use in gallery publicity if selected); and Five (5) digital images representational of the works proposed for display (for organizations, each image must be of a different artist’s work); and $35 gallery maintenance fee, upon acceptance. (nonrefundable) Details and forms are available at the City’s website, http://www.meridiancity.org or upon request. Limited assistance producing digital images may be available upon request. Materials submitted will not be returned. DEADLINE: To be considered, all proposals must be received by MAC by 5:00 p.m. on Friday, October 7, 2016. SELECTION PROCESS: The selection of art for the 2017 Initial Point Gallery Series will be made by MAC. MAC will notify selectees by email. In evaluating eligible proposals, the following factors will be considered: Proposal’s adherence to the Call for Artists; Quality of work; Appropriateness of subject and concept for a functioning government workplace; Consistency with City policy and community values; and Contribution to aesthetic and cultural atmosphere of Meridian City Hall. RESOURCES PROVIDED UPON SELECTION: Following selection, s electees will be required to pay a $35 gallery maintenance fee and enter into an Acceptance Agreement with the City setting forth specific conditions of display. The City of Meridian will provide selected artists/ organizations with the following resources: Volunteers to assist artist/organization with installing and removing each piece of artwork; Track system for hanging 2D art and four enclosed pedestals for 3D art; Space for artist information and/or an information board; and Limited publicity of the exhibit through City contacts, local media, and other informational forums. CONTACT MAC: mac@meridiancity.org ACCEPTANCE AGREEMENT – INITIAL POINT GALLERY DISPLAY PAGE 9 EXHIBIT B APPLICATION AND ACKNOWLEDGMENTS FORM .7 Meridian \ Commission Application & Acknowledgments: 2017 INITIAL POINT GALLERY SERIES APPLICANT CONTACT INFORMATION Check one: am submitting this application as an individual. • I am submitting this application for this organization: • I am submitting this-application for an informal group: Applicant: "Pfot/rt . KAA Cu\ Applicant E-mail: Mailing Address: Physical Address: Applicant Phone: Dav: C£// Evening: i • // Cell: APPLICATION OVERVIEW: Check all that apply: K l/we propose to fill one half of Initial Point Gallery with two-dimensional artwork. • l/we propose to fill the entire Initial Point Gallery with two-dimensional artwork. • l/we propose to fill C31 D2 D3 Q4 of the display cases with 3D artwork Number of 2D pieces: / 5" - Average size of 2D pieces: /AfhC^ IT rffalH^ Number of 3D pieces: Average size of 3D pieces: Proposed title or theme of show: APPLICATION MATERIALS: All materials must be received via email to mac@meridiancity.org 0 Completed, signed Application & Acknowledgements Form. (Informal groups: each artist must sign separate form.) • Biography of artist or informational statement regarding organization, no longer than one 8V2 x 11" page; • A letter of intent, describing: a. Artist/Organization/Group's vision for and/or theme of the proposed display; b. Number, dimensions, prices, and medium or media utilized in the works to be displayed; c. Any publicity that the Artist/Organization/Group plans to undertake if selected; and/or d. Any atypical issues or challenges regarding hanging or display of the works proposed for display. • Up to five digital images of work representational of the artist's/organization/group's work in .jpg format. DISPLAY INFORMATION: Initial Point Gallery is equipped with a track system for hanging two-dimensional artwork. Two-dimensional artwork will be hung from cables, using hooks, and therefore must be equipped with two D rings (fig. 1) on the side rails on the back of the frame (fig. 2). The inside of each D ring must allow a space of at least one-quarter inch (!£") for insertion of the hooks; any wire constricting this space must be removed. The D rings should be approximately a quarter of the distance of the total frame height from the top of the frame in order to avoid slanting away from the wall. Wires, eyehooks, and clip frames may not be used for hanging. Initial Point Gallery also provides four display cases, each with different dimensions (fig. 3), for displaying three-dimensional artwork. FIG. 2. BACK OF FRAME 5-6" y / ] 6" "A . A V A / • • A t y ;< • / .-..;...^t^..J, FIG. 3.3D ART DISPLAY CASES ACKNOWLEDGMENTS: ielected for display at Initia , hereby acknowledge the following stipulations and agree that if this proposal is selected for display at Initial Point Gallery, such display shall occur subject to these general terms and conditions, as well as subject to other specific terms and conditions that shall be set forth in a separate, written Acceptance Agreement between myself and the City of Meridian. I specifically acknowledge that: INITIAL INITIAL PK*. INITIAL Before my work will be displayed in Initial Point Gallery, I will be required to pay a $35 gallery maintenance fee via cash, check, or money order, enter into an Acceptance Agreement with the City of Meridian establishing the specific terms and conditions of the display of the particular works displayed. If my work is selected for display in Initial Point Gallery, the City of Meridian and its agents will exercise professional care in handling and securing all artwork displayed in Initial Point Gallery, but cannot and will not assume liability for any loss or damage. Any insurance of the artwork displayed in Initial Point Gallery shall be the sole responsibility of the artist. The City of Meridian shall not provide insurance to cover loss, theft, or damage of artwork displayed in Initial Point Gallery. While artwork displayed in Initial Point Gallery may be passively offered for sale by means of an informational table, board, or handout as provided or allowed by the City of Meridian, no piece displayed in Initial Point Gallery may have a visible price tag. While it is intended that each exhibit in Initial Point Gallery will be displayed for a one- to three- month period, this period may be shortened by the City of Meridian for any reason, without notice to the artist or organization. The City may display the work of more than one artist or organization in Initial Point Gallery at any time, at the City's sole discretion. Artwork submitted for display in Initial Point Gallery must be original works conceived and created by the artist (or by artist members of the organization or group) submitting this application. The opening night reception is scheduled by MAC; though a table and minimal staff/volunteer support will be provided, I understand that I am the host and as such will be primarily responsible for any and all reception invitations, publicity, refreshments, music, set up, tear-down, and clean-up. Meridian City Hall is primarily a place of public business and Initial Point Gallery is a public place. The City seeks to encourage artistic expression and public dialogue, but must simultaneously ensure that City Hall is a place where citizens, employees, and visitors of diverse ages and perspectives feel welcome and comfortable. To this end, only artists and artwork meeting the eligibility standards described in the Call for Artists and following the terms set forth in the Acceptance Agreement shall be displayed in Initial Point Gallery. I do acknowledge and understand each and all of the foregoing stipulations and do agree to these general terms and conditions. . • •> Signature: F. INITIAL IS. H. INITIAL 2JL INITIAL h Li/ PL f^\jG**s^_ Print name: fAul^- /<! * Parent Signature - If Applicant is Under 18: Date: iR/07/ZDlb- To propose an exhibition in Initial Point Gallery, please submit this Application and Acknowledgements form, completed in full, with the required materials, via e-mail to: mac@meridiancity.org Thank you for your interest! Meridian \ Commission About the Artist Paula Ryan has called several places “Home”, with each affecting her art in unique ways. As a young child, the art scene in Laguna Beach sparked an interest in oil painting. Soon, her art studies expanded into working with other mediums, including charcoal and colored pencil. Paula spent high school living on a Rocky Mountain ranch north of Estes Park, Colorado. The mountains and local color influenced her love of painting and drawing wilderness landscapes. After graduating from Bethany College (Kansas) with a degree in education, Paula employed her skills as an artist in her teaching career. She taught in both public and private schools for 20 years and incorporated art into lessons for children of all ages. Paula moved to Idaho in 2001, where she continued teaching, while spending much of her free time hiking, fishing, and gleaning ideas for artistic work. She retired from teaching in 2013 to pursue her love of art full time. When she is not painting, Paula enjoys spending time with her husband and their two dogs in the woods and mountains, where she finds more inspiration for her art. More about Paula: • Juried selection by the Idaho State Historical Society to display art at the state capital in 2015 • Award winner at the Western Idaho Fair in 2012, 2013, 2014, 2016 • Award winner at the Hells Canyon Art Festival in 2014 • Member of the River City Artists’ Guild • Artist/Contributor to “Light My Fire” for the Boise/Meridian Fire Departments • Former gallery member in Boise’s downtown district • Member of Plein Air Painters of Idaho (PAPI) • Selected by Eagle Arts Commission for display at Eagle City Hall, 2015 • Selected by jury for Art Finder Gallery, London, England • Art and Roses Show, 2015 • Thousand Springs Art Festival artist, 2015 • Paula’s paintings are purchased by collectors across the United States and in Europe. December 7, 2016 Dear Meridian Arts Council, I am deeply grateful for the opportunity to display my work in the Initial Point Gallery during the month of February, 2017. I look forward to working with you in a public forum to make this the best possible display of my oil paintings. Painting is, for me, an ever evolving art form. My work, which started as tight and representational, is moving toward a looser, freer style. As an artist, I always want the paint to speak. As I work with it, I discover new ways to give it a voice. While I paint landscapes, still life, and, infrequently, animals, I never want to lose awareness of seeing paint on canvas. The paint itself is my primary subject. Beautiful motifs give it form and meaning, but paint has its own, varied expressions. This is the theme I hope to convey to viewers enjoying the gallery. At the writing of this letter, I have over 30 paintings on hand, ready for display in a gallery. Since space will be shared with other artists in February, my number of paintings will be adjusted according to availability of wall space. Most of my paintings measure 11 by 14 inches; some are slightly larger, and some smaller. Except for a few gallery-wrapped canvases, all my paintings are framed, with frames averaging four inches in width. Artwork is priced according to its size. In general, an 11x14 painting will cost $197 unframed. Frames are sold at cost (also relevant to size), and typically run about $25. Tax is included in all prices. Since I am a member of several artist groups, I will let them know about the artists’ reception on opening night. I will also employ various forms of social media, including my personal website, and my website at Art Finder. Let’s hope all represented artists get a good turnout at the reception. Again, I wish to express my appreciation for inviting me to participate in this event. I hope to do my part to make it fun and festive. Sincerely, Paula Ryan ACCEPTANCE AGREEMENT: DISPLAY OF ARTWORK IN INITIAL POINT GALLERY, MERIDIAN CITY HALL This ACCEPTANCE AGREEMENT: DISPLAY OF ARTWORK IN INITIAL POINT GALLERY, MERIDIAN CITY HALL ("Agreement") is made on the _jam day of �✓Ulu�Sr , 2017 ("Effective Date"), by and between the City of Meridian, a municipal corporation organized under the laws of the State of Idaho ("City"), and Cyndy Lounsbury, an individual person ("Artist"), (City and Artist may hereinafter be collectively referred to as "Parties.") WHEREAS, the City desires that public art will be a component of Meridian City Hall and to that end, the Meridian Arts Commission has invited Artist to display artwork in Initial Point Gallery, an art gallery on the third floor of Meridian City Hall, the address of which is 33 E. Broadway Ave., Meridian, Idaho ("Initial Point Gallery"); WHEREAS, on November 10, 2016, the Meridian Arts Commission ("Commission") recommended to the Meridian City Council that Artist's artwork, as depicted in the Proposal, be displayed in Initial Point Gallery; WHEREAS, at its regular meeting on December 6, 2016, the Meridian City Council adopted such recommendation and directed the Commission to work with Artist to establish a display of Artist's artwork in Initial Point Gallery; and WHEREAS, the Parties acknowledge that Meridian City Hall is primarily a place of public business, that Initial Point Gallery is a public place, and that while the City seeks to encourage artistic expression and public dialogue, the City must simultaneously ensure that Meridian City Hall is a place where citizens, employees, and visitors of diverse ages and perspectives feel welcome and comfortable; 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 personally deliver artwork to Initial Point Gallery, on March 3, 2017, at such time as is specified by the Arts & Culture Specialist. Artist shall be responsible for hanging such artwork on March 3, 2017, at the direction of the Arts & Culture Specialist; shall allow the display of such work in Initial Point Gallery from March 3, 2017through March 30, 2017, in accordance with the terms of this Agreement; and shall be responsible for removal of such artwork on March 31, 2017, at such time as is specified by the Arts & Culture Specialist. II. COMPENSATION AND SALE OF ARTWORK. A. No compensation. Artist shall display Artist's artwork in Initial Point Gallery at the pleasure of the Meridian City Council. City shall not provide compensation to Artist for services, work, and/or any activity undertaken pursuant to or related to this Agreement. B. Sale of artwork. Artist may, at the direction of and in the manner established by the ACCEPTANCE AGREEMENT - INITIAL POINT GALLERY DISPLAY PAGE I ACCEPTANCE AGREEMENT – INITIAL POINT GALLERY DISPLAY PAGE 2 Arts & Culture Specialist, passively offer the artwork on display in Initial Point Gallery for sale. No price shall be displayed on or be proximate to any piece on display in Initial Point Gallery. City personnel shall not facilitate in any way the sale of Artist’s work; any transaction related to the sale of artwork shall be handled solely by Artist. Artist acknowledges the Commission’s request that Artist voluntarily donate to the Commission twenty percent (20%) of proceeds from any artwork sold due to its display in Initial Point Gallery. Upon the sale of a piece of artwork on display in Initial Point Gallery, Artist may remove such artwork from the Gallery, provided that Artist replaces the removed piece with another piece of artwork within twenty-four (24) hours of such removal. Artist shall coordinate the removal, replacement, and/or substitution of any and all artwork with the Arts & Culture Specialist prior to such activity. III. TIME OF PERFORMANCE . Artist shall provide services described in this Agreement in a timely manner, as described herein. Artist acknowledges and agrees 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 default of this Agreement. IV. INSTALLATION . A. Coordination with Curator. Prior to the installation, removal, replacement, and/or substitution of the display in Initial Point Gallery or any portion or component thereof, Artist shall coordinate any and all such activity with the Gallery Curator. Artist shall be responsible for contacting the Gallery Curator between January 3, 2017 and February 3, 2017to confirm details regarding the installation, removal, publicity, and promotion of the exhibit . Artist’s failure to affirmatively contact the Gallery Curator as required by this paragraph shall constitute a default of this Agreement. B. Inspection of display. Prior to or after installation, the Arts & Culture Specialist and/or the City may inspect and/or review the artwork proposed by Artist for display in Initial Point Gallery to ensure compliance with all criteria set forth in the Call to Artists attached hereto as Exhibit A , and the Application and Acknowledgements Form attached hereto in Exhibit B, as well as to ensure that such artwork may be safely and appropriately displayed in Initial Point Gallery. If the Arts & Culture Specialist or the City concludes that the display or any portion or component thereof does not meet the criteria set forth in Exhibits A and B, does not reflect artwork as described and depicted in the Proposal set forth in Exhibit B , or cannot be safely and/or appropriately displayed in Initial Point Gallery, the Arts & Culture Specialist or the City may require the immediate removal of such artwork from Initial Point Gallery. Further, the Arts & Culture Specialist or the City may require the immediate removal of such artwork from Initial Point Gallery where such removal serves the best interest of the City. V. DISPLAY . A. Original artwork. Artist warrants that any and all artwork provided by Artist for display in Initial Point Gallery shall be, and is, original work conceived and created by Artist. ACCEPTANCE AGREEMENT – INITIAL POINT GALLERY DISPLAY PAGE 3 B. Photographs of artwork. City may photograph the artwork displayed in Initial Point Gallery, as City may desire for purposes of advertising, marketing, and public information. Where practicable and to the extent of City’s authority, Artist shall be acknowledged on each such photograph to be the creator of the original subject thereof, provided that photographic reproductions of artwork shall not be identified as or represented to be the finished artwork. C. Use of Artist’s name. Artist hereby conveys to City permission to use Artist’s name for purposes of advertising, marketing, and public information, without violation of Artist’s rights of privacy or any other rights Artist may possess under this Agreement, provided that City shall not use Artist’s logo, if any, for any purpose without the express, written permission of Artist. D. Use of City’s name. City hereby conveys to Artist permission to use City’s name for purposes of advertising, marketing, and public information, without violation of City’s rights of privacy or any other rights City may possess under this Agreement, provided that Artist shall not use City’s logo for any purpose without the express, written permission of the Mayor’s Chief of Staff. E. Removal of artwork by City. City shall have the right to remove Artist’s artwork from public display at any time and for any reason. Such removal may be temporary or permanent in nature. Where such artwork is or is intended to be removed from public display for longer than forty-eight (48) hours, City shall notify Artist in the manner set forth herein. While it is intended that Artist’s artwork will be displayed in Initial Point Gallery for the period set forth herein, this period may be shortened by City for any reason, without notice to the Artist. F. Removal of artwork by Artist. Artist shall coordinate with the Arts & Culture Specialist the removal, replacement, and/or substitution of any and all artwork prior to such activity, whether such activity is necessary due to the sale of a piece or for any other reason. G. Simultaneous display. City may elect to display the work of more than one Artist or Organization in Initial Point Gallery at any time, at the City’s sole discretion. The manner and arrangement of the display(s) in Initial Point Gallery shall be determined by the Arts & Culture Specialist. VI. INDEMNIFICATION , WAIVER , AND INSURANCE . A. Indemnification. Artist shall, and hereby does, 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 invitees. B. Waiver. Artist shall, and hereby does, waive 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 ACCEPTANCE AGREEMENT – INITIAL POINT GALLERY DISPLAY PAGE 4 performance of this Agreement, whether such loss or damage may be attributable to known or unknown conditions, except for liability arising out of the tortious conduct of City or its officers, agents or employees. C. Insurance Artist’s responsibility. City shall not provide insurance to cover loss, theft, or damage of artwork displayed in Initial Point Gallery or to cover any activity undertaken by Artist in the furtherance of Artists’ rights or obligations described herein. Insurance of the artwork; of the Artist’s person, property, or interests; and/or of the Artist’s employees or agents shall be the sole responsibility of Artist. Artist shall obtain all necessary insurance as may be required in order to protect Artist’s insurable interests for its rights and obligations described within this Agreement, including, but not limited to, liability insurance, automobile insurance, worker’s compensation insurance, and/or insurance of the artwork to be displayed in Initial Point Gallery. Artist shall bear any and all risks of, and actual, loss of, theft of, and/or damage to the artwork prepared for, transported to, transported from, installed or hung in, and/or displayed in Initial Point Gallery. VII. TERMINATION . A. Termination for cause. If City determines that Artist has failed to comply with or is in default of 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 providing written notice to the defaulting party of its intent to terminate, and shall specify the grounds for termination. The defaulting party shall have two (2) calendar days, not including Sundays or federal holidays, after the other party mails such notice to cure the default. If the default is not cured within such period, this Agreement shall be terminated immediately upon mailing of written notice of termination. B. Termination without cause. City may immediately terminate this Agreement for any reason at any time without prior notice to Artist. C. Termination upon death or incapacity of Artist. This Agreement shall automatically terminate upon the death or incapacity of Artist. D. Non-waiver. 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. GENERAL PROVISIONS . A. Relationship of Parties. It is the express intention of Parties that Artist is an independent party and not an employee, agent, joint venturer, or partner of City. 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 official, agent, or employee of City. Both parties acknowledge that Artist is not an ACCEPTANCE AGREEMENT – INITIAL POINT GALLERY DISPLAY PAGE 5 employee of City. Artist shall retain the right to perform services for others during the term of this Agreement. B. Compliance with law. Throughout the course of this Agreement, Artist shall comply with any and all applicable federal, state, and local laws. C. Non-Discrimination . In fulfilling or exercising any right or obligation under 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 disability. D. 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, and whether previous to the execution hereof or contemporaneous herewith. The terms of this Agreement may not be enlarged, modified or altered except upon written agreement signed by both parties hereto. E. 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. F. 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. G. 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. H. Successors and assigns. 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 subcontract or assign obligations that do not require Artist’s artistic talent or expertise. 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. I. Notice. Any and all notice required to be provided by the Parties hereto, unless otherwise stated in this Agreement, shall be in writing and shall be deemed communicated upon mailing by United States Mail, addressed as follows: Artist: City: Cyndy Lounsbury Hillary Bodnar 2071 Rockridge Way Arts & Culture Specialist Boise ID 83712 33 E. Broadway Ave. Meridian ID 83642 Either party may change its respective mailing address by giving written notice of such change in the manner herein provided. J. City Council approval required. The validity of this Agreement shall be expressly conditioned upon City Council action approving the Agreement. Execution of this Agreement 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 WIIEREO F, the parties hereto have executed this Agreement on the Effective Date written above. C,09PORA Cyn Lou CITY OF MERIT A. N X BY: -Tamffit-de Wecrd,-May44.r-- SU rr- \1 Attest: . aaC �e-, Acc,FPTANcE AGREEMFNT - INITIAL POINT GALLFRY DISPLAY PAGE ACCEPTANCE AGREEMENT – INITIAL POINT GALLERY DISPLAY PAGE 7 EXHIBIT A CALL TO ARTISTS Call for Artists: 2017 INITIAL POINT GALLERY SERIES OVERVIEW: The Meridian Arts Commission (MAC) seeks proposals for the display of two-dimensional and/or three-dimensional artwork as part of the 2017 Initial Point Gallery Series, a series of one-month exhibitions in Initial Point Gallery. Initial Point Gallery is located on the third floor of Meridian City Hall (33 E. Broadway Avenue, Meridian, Idaho), and is open to the public during City working hours. Initial Point Gallery provides about 100 feet of total wall space for hanging two-dimensional artwork, and four enclosed display cases for three-dimensional artwork. MAC requests that artists voluntarily donate to MAC 20% of proceeds from sales of art displayed in Initial Point Gallery. ELIGIBILITY: Two-dimensional works displayed in Initial Point Gallery must be comprised of professional-quality, ready-to-hang, original art. Selectees must fill all or half of the gallery. Three-dimensional works may be of any medium, but must fit within the four supplied display cases. No artwork will be displayed which: cannot be safely hung or displayed using the gallery’s equipment; requires unusual maintenance, handling, or security; or is disruptive or likely to offend the sensibilities of the general public. Each piece to be displayed will be evaluated for its compliance with these general requirements. Selectees will be required to pay a $35 gallery maintenance fee and enter into an Acceptance Agreement with the City setting forth specific conditions of display. Selectees and invitees may reapply annually and if selected again, 75% of the display must be artwork that has not been previously displayed in Initial Point Gallery. Small, informal groups of 2-4 artists are encouraged to propose an exhibition including all artists’ work. PROPOSAL REQUIREMENTS: Artists or organizations wishing to display work in the 2017 Initial Point Gallery Series must provide the following materials and information to MAC via email in order to be considered for selection. Completed, signed Application & Acknowledgements form; Letter of intent, including biography of the artist(s) or informational statement regarding organization; 250-word informational paragraph about the artist or organization (for use in gallery publicity if selected); and Five (5) digital images representational of the works proposed for display (for organizations, each image must be of a different artist’s work); and $35 gallery maintenance fee, upon acceptance. (nonrefundable) Details and forms are available at the City’s website, http://www.meridiancity.org or upon request. Limited assistance producing digital images may be available upon request. Materials submitted will not be returned. DEADLINE: To be considered, all proposals must be received by MAC by 5:00 p.m. on Friday, October 7, 2016. SELECTION PROCESS: The selection of art for the 2017 Initial Point Gallery Series will be made by MAC. MAC will notify selectees by email. In evaluating eligible proposals, the following factors will be considered: Proposal’s adherence to the Call for Artists; Quality of work; Appropriateness of subject and concept for a functioning government workplace; Consistency with City policy and community values; and Contribution to aesthetic and cultural atmosphere of Meridian City Hall. RESOURCES PROVIDED UPON SELECTION: Following selection, s electees will be required to pay a $35 gallery maintenance fee and enter into an Acceptance Agreement with the City setting forth specific conditions of display. The City of Meridian will provide selected artists/ organizations with the following resources: Volunteers to assist artist/organization with installing and removing each piece of artwork; Track system for hanging 2D art and four enclosed pedestals for 3D art; Space for artist information and/or an information board; and Limited publicity of the exhibit through City contacts, local media, and other informational forums. CONTACT MAC: mac@meridiancity.org ACCEPTANCE AGREEMENT – INITIAL POINT GALLERY DISPLAY PAGE 9 EXHIBIT B APPLICATION AND ACKNOWLEDGMENTS FORM Cyndy Lounsbury 2071 Rockridge Way Boise ID 83712 208.343.2057 pcslounsbury@gmail.com www.cyndylounsbury.com Art Education: University of Illinois, Fine Arts, Champaign, Illinois Boise Art Museum visiting artist workshops Art and Soul, Portland Oregon Selected Exhibits: We Art Women, runner up best of show 2010 Art Source Gallery National Juried Show 2010 Local Color Juried Show 2013 Art Source Gallery Featured Artist October 2013 First National Bank McCall Idaho 2014 Garden Valley Art Center 2015 Metamorphosis Show, Honorable Mention 2016 Publications: Art Doll Quarterly, Fall 2010 Local Color Boise 150 Exhibit 2013 Teaching: Guest Lecturer, Timberline High School 2014, 2012 Galleries: Art Source Gallery Affiliations: Treasure Valley Artist Alliance Art Source Gallery Board of Directors, present ACCEPTANCE AGREEMENT: DISPLAY OF ARTWORK IN INITIAL POINT GALLERY, MERIDIAN CITY HALL This ACCEPTANCE AGREEMENT: DISPLAY OF ARTWORK IN INITIAL POINT GALLERY, MERIDIAN CITY HALL ("Agreement") is made on the 17 day of 5Owt, ' , 2017 ("Effective Date"), by and between the City of Meridian, a municipal corporation v organized under the laws of the State of Idaho ("City"), and Sherri Stehle, an individual person ("Artist"). (City and Artist may hereinafter be collectively referred to as "Parties.") WHEREAS, the City desires that public art will be a component of Meridian City Hall and to that end, the Meridian Arts Commission issued the Call to Artists attached hereto as ExhibitA, seeking proposals for the display of artwork in Initial Point Gallery, an art gallery on the third floor of Meridian City Hall, the address of which is 33 E. Broadway Ave., Meridian, Idaho ("Initial Point Gallery"); WHEREAS, in response to the Call to Artists, Artist did submit a proposal, comprised of the materials attached hereto as Exhibit B ("Proposal"), for the display of artwork in Initial Point Gallery; WHEREAS, on November 10, 2016, the Meridian Arts Commission ("Commission") reviewed the responses to the Call to Artists, selected Artist's work for display based on the Proposal, and recommended to the Meridian City Council that Artist's artwork, as depicted in the Proposal, be displayed in Initial Point Gallery; WHEREAS, at its regular meeting on December 6, 2016, the Meridian City Council adopted such recommendation and directed the Commission to work with Artist to establish a display of Artist's artwork in Initial Point Gallery; and WHEREAS, the Parties acknowledge that Meridian City Hall is primarily a place of public business, that Initial Point Gallery is a public place, and that while the City seeks to encourage artistic expression and public dialogue, the City must simultaneously ensure that Meridian City Hall is a place where citizens, employees, and visitors of diverse ages and perspectives feel welcome and comfortable; 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 personally deliver to Initial Point Gallery, on March 3, 2017, at such time as is specified by the Arts & Culture Specialist, artwork which shall substantially conform to the description of such artwork set forth in Exhibit B hereto. Artist shall be responsible for hanging such artwork on March 3, 2017, at the direction of the Arts & Culture Specialist; shall allow the display of such work in Initial Point Gallery from March 3, 2017 through March 30, 2017, in accordance with the terms of this Agreement; and shall be responsible for removal of such artwork on March 31, 2017, at such time as is specified by the Arts & Culture Specialist. ACCEPTANCE AGREEMENT - INITIAL POINT GALLERY DISPLAY PAGE 1 ACCEPTANCE AGREEMENT – INITIAL POINT GALLERY DISPLAY PAGE 2 II. COMPENSATION AND SALE OF ARTWORK . A. No compensation. Artist shall display Artist’s artwork in Initial Point Gallery at the pleasure of the Meridian City Council. City shall not provide compensation to Artist for services, work, and/or any activity undertaken pursuant to or related to this Agreement. B. Sale of artwork. Artist may, at the direction of and in the manner established by the Arts & Culture Specialist, passively offer the artwork on display in Initial Point Gallery for sale. No price shall be displayed on or be proximate to any piece on display in Initial Point Gallery. City personnel shall not facilitate in any way the sale of Artist’s work; any transaction related to the sale of artwork shall be handled solely by Artist. Artist acknowledges the Commission’s request that Artist voluntarily donate to the Commission twenty percent (20%) of proceeds from any artwork sold due to its display in Initial Point Gallery. Upon the sale of a piece of artwork on display in Initial Point Gallery, Artist may remove such artwork from the Gallery, provided that Artist replaces the removed piece with another piece of artwork within twenty-four (24) hours of such removal. Artist shall coordinate the removal, replacement, and/or substitution of any and all artwork with the Arts & Culture Specialist prior to such activity. III. TIME OF PERFORMANCE . Artist shall provide services described in this Agreement in a timely manner, as described herein. Artist acknowledges and agrees 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 default of this Agreement. IV. INSTALLATION . A. Coordination with Curator. Prior to the installation, removal, replacement, and/or substitution of the display in Initial Point Gallery or any portion or component thereof, Artist shall coordinate any and all such activity with the Gallery Curator. Artist shall be responsible for contacting the Gallery Curator between January 3, 2017 and February 3, 2017 to confirm details regarding the installation, removal, publicity, and promotion of the exhibit . Artist’s failure to affirmatively contact the Gallery Curator as required by this paragraph shall constitute a default of this Agreement. B. Inspection of display. Prior to or after installation, the Arts & Culture Specialist and/or the City may inspect and/or review the artwork proposed by Artist for display in Initial Point Gallery to ensure compliance with all criteria set forth in the Call to Artists attached hereto as Exhibit A , and the Application and Acknowledgements Form attached hereto in Exhibit B , as well as to ensure that such artwork may be safely and appropriately displayed in Initial Point Gallery. If the Arts & Culture Specialist or the City concludes that the display or any portion or component thereof does not meet the criteria set forth in Exhibits A and B, does not reflect artwork as described and depicted in the Proposal set forth in Exhibit B , or cannot be safely and/or appropriately displayed in Initial Point Gallery, the Arts & Culture Specialist or the City may require the immediate removal of such artwork from Initial Point Gallery. Further, the Arts & Culture Specialist or the City ACCEPTANCE AGREEMENT – INITIAL POINT GALLERY DISPLAY PAGE 3 may require the immediate removal of such artwork from Initial Point Gallery where such removal serves the best interest of the City. V. DISPLAY . A. Original artwork. Artist warrants that any and all artwork provided by Artist for display in Initial Point Gallery shall be, and is, original work conceived and created by Artist. B. Photographs of artwork. City may photograph the artwork displayed in Initial Point Gallery, as City may desire for purposes of advertising, marketing, and public information. Where practicable and to the extent of City’s authority, Artist shall be acknowledged on each such photograph to be the creator of the original subject thereof, provided that photographic reproductions of artwork shall not be identified as or represented to be the finished artwork. C. Use of Artist’s name. Artist hereby conveys to City permission to use Artist’s name for purposes of advertising, marketing, and public information, without violation of Artist’s rights of privacy or any other rights Artist may possess under this Agreement, provided that City shall not use Artist’s logo, if any, for any purpose without the express, written permission of Artist. D. Use of City’s name. City hereby conveys to Artist permission to use City’s name for purposes of advertising, marketing, and public information, without violation of City’s rights of privacy or any other rights City may possess under this Agreement, provided that Artist shall not use City’s logo for any purpose without the express, written permission of the Mayor’s Chief of Staff. E. Removal of artwork by City. City shall have the right to remove Artist’s artwork from public display at any time and for any reason. Such removal may be temporary or permanent in nature. Where such artwork is or is intended to be removed from public display for longer than forty-eight (48) hours, City shall notify Artist in the manner set forth herein. While it is intended that Artist’s artwork will be displayed in Initial Point Gallery for the period set forth herein, this period may be shortened by City for any reason, without notice to the Artist. F. Removal of artwork by Artist. Artist shall coordinate with the Arts & Culture Specialist the removal, replacement, and/or substitution of any and all artwork prior to such activity, whether such activity is necessary due to the sale of a piece or for any other reason. G. Simultaneous display. City may elect to display the work of more than one Artist or Organization in Initial Point Gallery at any time, at the City’s sole discretion. The manner and arrangement of the display(s) in Initial Point Gallery shall be determined by the Arts & Culture Specialist. ACCEPTANCE AGREEMENT – INITIAL POINT GALLERY DISPLAY PAGE 4 VI. INDEMNIFICATION , WAIVER , AND INSURANCE . A. Indemnification. Artist shall, and hereby does, 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 invitees. B. Waiver. Artist shall, and hereby does, waive 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 the tortious conduct of City or its officers, agents or employees. C. Insurance Artist’s responsibility. City shall not provide insurance to cover loss, theft, or damage of artwork displayed in Initial Point Gallery or to cover any activity undertaken by Artist in the furtherance of Artists’ rights or obligations described herein. Insurance of the artwork; of the Artist’s person, property, or interests; and/or of the Artist’s employees or agents shall be the sole responsibility of Artist. Artist shall obtain all necessary insurance as may be required in order to protect Artist’s insurable interests for its rights and obligations described within this Agreement, including, but not limited to, liability insurance, automobile insurance, worker’s compensation insurance, and/or insurance of the artwork to be displayed in Initial Point Gallery. Artist shall bear any and all risks of, and actual, loss of, theft of, and/or damage to the artwork prepared for, transported to, transported from, installed or hung in, and/or displayed in Initial Point Gallery. VII. TERMINATION . A. Termination for cause. If City determines that Artist has failed to comply with or is in default of 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 providing written notice to the defaulting party of its intent to terminate, and shall specify the grounds for termination. The defaulting party shall have two (2) calendar days, not including Sundays or federal holidays, after the other party mails such notice to cure the default. If the default is not cured within such period, this Agreement shall be terminated immediately upon mailing of written notice of termination. B. Termination without cause. City may immediately terminate this Agreement for any reason at any time without prior notice to Artist. C. Termination upon death or incapacity of Artist. This Agreement shall automatically terminate upon the death or incapacity of Artist. ACCEPTANCE AGREEMENT – INITIAL POINT GALLERY DISPLAY PAGE 5 D. Non-waiver. 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. GENERAL PROVISIONS . A. Relationship of Parties. It is the express intention of Parties that Artist is an independent party and not an employee, agent, joint venturer, or partner of City. 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 official, 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. B. Compliance with law. Throughout the course of this Agreement, Artist shall comply with any and all applicable federal, state, and local laws. C. Non-Discrimination. In fulfilling or exercising any right or obligation under 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 disability. D. 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, and whether previous to the execution hereof or contemporaneous herewith. The terms of this Agreement may not be enlarged, modified or altered except upon written agreement signed by both parties hereto. E. 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. F. 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. G. 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. H. Successors and assigns. 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 subcontract or assign obligations that do not require Artist’s artistic talent or expertise. 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. I. Notice. Any and all notice required to be provided by the Parties hereto, unless otherwise stated in this Agreement, shall be in writing and shall be deemed communicated upon mailing by United States Mail, addressed as follows: Artist: Sherri Stehle 60 N. Saratoga Court Nampa ID 83687 City Hillary Bodnar Arts & Culture Specialist 33 E. Broadway Ave. Meridian ID 83642 Either party may change its respective mailing address by giving written notice of such change in the manner herein provided. J. City Council approval required: The validity of this Agreement shall be expressly conditioned upon City Council action approving the Agreement. Execution of this Agreement 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 Agreement on the Effective Date written above. ARTIST: Sherri Stehle CITY OF MERI IAN: rj 2 O BY: - '�� qL �Al rREA9U'R�aP4� &UN66 PWS al -P, f ; Attest: A-- bt� ay C es, City Clerk ACCEPTANCE AGREEMENT — INITIAL POINT GALLERY DISPLAY PAGE 6 ACCEPTANCE AGREEMENT – INITIAL POINT GALLERY DISPLAY PAGE 7 EXHIBIT A CALL TO ARTISTS Call for Artists: 2017 INITIAL POINT GALLERY SERIES OVERVIEW: The Meridian Arts Commission (MAC) seeks proposals for the display of two-dimensional and/or three-dimensional artwork as part of the 2017 Initial Point Gallery Series, a series of one-month exhibitions in Initial Point Gallery. Initial Point Gallery is located on the third floor of Meridian City Hall (33 E. Broadway Avenue, Meridian, Idaho), and is open to the public during City working hours. Initial Point Gallery provides about 100 feet of total wall space for hanging two-dimensional artwork, and four enclosed display cases for three-dimensional artwork. MAC requests that artists voluntarily donate to MAC 20% of proceeds from sales of art displayed in Initial Point Gallery. ELIGIBILITY: Two-dimensional works displayed in Initial Point Gallery must be comprised of professional-quality, ready-to-hang, original art. Selectees must fill all or half of the gallery. Three-dimensional works may be of any medium, but must fit within the four supplied display cases. No artwork will be displayed which: cannot be safely hung or displayed using the gallery’s equipment; requires unusual maintenance, handling, or security; or is disruptive or likely to offend the sensibilities of the general public. Each piece to be displayed will be evaluated for its compliance with these general requirements. Selectees will be required to pay a $35 gallery maintenance fee and enter into an Acceptance Agreement with the City setting forth specific conditions of display. Selectees and invitees may reapply annually and if selected again, 75% of the display must be artwork that has not been previously displayed in Initial Point Gallery. Small, informal groups of 2-4 artists are encouraged to propose an exhibition including all artists’ work. PROPOSAL REQUIREMENTS: Artists or organizations wishing to display work in the 2017 Initial Point Gallery Series must provide the following materials and information to MAC via email in order to be considered for selection. Completed, signed Application & Acknowledgements form; Letter of intent, including biography of the artist(s) or informational statement regarding organization; 250-word informational paragraph about the artist or organization (for use in gallery publicity if selected); and Five (5) digital images representational of the works proposed for display (for organizations, each image must be of a different artist’s work); and $35 gallery maintenance fee, upon acceptance. (nonrefundable) Details and forms are available at the City’s website, http://www.meridiancity.org or upon request. Limited assistance producing digital images may be available upon request. Materials submitted will not be returned. DEADLINE: To be considered, all proposals must be received by MAC by 5:00 p.m. on Friday, October 7, 2016. SELECTION PROCESS: The selection of art for the 2017 Initial Point Gallery Series will be made by MAC. MAC will notify selectees by email. In evaluating eligible proposals, the following factors will be considered: Proposal’s adherence to the Call for Artists; Quality of work; Appropriateness of subject and concept for a functioning government workplace; Consistency with City policy and community values; and Contribution to aesthetic and cultural atmosphere of Meridian City Hall. RESOURCES PROVIDED UPON SELECTION: Following selection, s electees will be required to pay a $35 gallery maintenance fee and enter into an Acceptance Agreement with the City setting forth specific conditions of display. The City of Meridian will provide selected artists/ organizations with the following resources: Volunteers to assist artist/organization with installing and removing each piece of artwork; Track system for hanging 2D art and four enclosed pedestals for 3D art; Space for artist information and/or an information board; and Limited publicity of the exhibit through City contacts, local media, and other informational forums. CONTACT MAC: mac@meridiancity.org ACCEPTANCE AGREEMENT – INITIAL POINT GALLERY DISPLAY PAGE 9 EXHIBIT B ARTIST ’S PROPOSAL Publicity Information: Sherri K. Young Stehle – Mixed Media Artist Sherri Young Stehle has been an active artist in the Treasure Valley for over 8 years. Shortly after retiring to Idaho 10 years ago she became involved in taking classes and workshops and decided to make art more than a hobby. Sherri works with mainly abstraction, with acrylics and collage being her main mediums. Her artwork focuses on bright colors and shapes, as well as being unique and non-traditional. Her current work has several themes running through them including “Time” and “Keys”. Sherri says “Both themes came out of some health issues that made me step back and analyze my life”. “Time and its challenge intrigue me, just having enough of it and using it in a worthwhile manner”. Sherri is a current member of the Nampa Art Guild and has served on their Board working with publicity and has chaired some of their Art Exhibits. She is also a member of the Treasure Valley Artist Alliance and volunteers at the Initial Point Galle ry. Sherri says that as an Artist it is important to her to do something art related daily. Whether it is actually painting, going to galleries, researching books, taking classes or working with other artists. She is always looking for new techniques to keep the passion and enthusiasm alive with her art. One of her main philosophy’s is life-long learning in whatever she does. She says “My efforts have taken me down many roads, and it continues to be a journey of discovery and joy. Artist Statement Sherri K. Young Stehle Abstract-Mixed Media Artist “I found I could say things with color and shapes that I couldn't say any other way -- things I had no words for.” This quote from Georgia O’Keeffe totally sums up why I am an artist today. My art is an expression of who I am. The fluidity of abstractio n and the freedom of mixed media together stimulate me to discover and create. I look at every piece as an experiment, an exploration and a journey. My feelings thoughts and memories are my sources of inspiration. Whether it is joy, pain, successes or failures the quirks that make up the whole me are reflected in my work. I now know I should have been an artist all my life , that it was always there but hidden down deep in corporate aspirations. Now there is so much to do in so little time. When deciding on a project it is a matter of not being afraid of venturing into the unknown. To open my heart and mind to what is around me, let my imagination go wild. I tend to do a lot of research before I start a project. Books are a passion so I continually read and study other artists work. I look for new techniques to try that make my work innovative and unique. Playing it safe or painting for the masses has never driven my art. Color, shape and texture are my starting points and the focal themes of all my work. The materials I continually use in my works are paper, paper, paper (I love paper!), paint, glue, molding pastes and texture mediums. I have proved to myself that there is no right or wrong way of doing art, that passion and enthusiasm always prevail. My current work has several running themes to date including “Time” and “Keys”. Both themes came out of some health issues that made me step back and analyze my life. Time and its challenge intrigue me, just having enough of it and using it in a worthwhile manner. And of course “Key” or key to life and its significance is important to me. Both are like secrets stored in a box ready to be unlocked and explored. The other significant theme in many of my pieces is the use of collage. Collage is a treasure hunt for just the right piece to fit a puzzle. My efforts have taken me down many roads, and it continues to be a journey of discovery and joy. ACCEPTANCE AGREEMENT: DISPLAY OF ARTWORK IN INITIAL POINT GALLERY, MERIDIAN CITY HALL This ACCEPTANCE AGREEMENT: DISPLAY OF ARTWORK IN INITIAL POINT GALLERY, MERIDIAN CITY HALL ("Agreement") is made on the Jj day of SCS, , 2017 ("Effective Date"), by and between the City of Meridian, a municipal corporation organized under the laws of the State of Idaho ("City"), and Cindy Gillett, an individual person ("Artist"). (City and Artist may hereinafter be collectively referred to as "Parties.") WHEREAS, the City desires that public art will be a component of Meridian City Hall and to that end, the Meridian Arts Commission has invited Artist to display artwork in Initial Point Gallery, an art gallery on the third floor of Meridian City Hall, the address of which is 33 E. Broadway Ave., Meridian, Idaho ("Initial Point Gallery"); WHEREAS, on November 10, 2016, the Meridian Arts Commission ("Commission") recommended to the Meridian City Council that Artist's artwork, as depicted in the Proposal, be displayed in Initial Point Gallery; WHEREAS, at its regular meeting on December 6, 2016, the Meridian City Council adopted such recommendation and directed the Commission to work with Artist to establish a display of Artist's artwork in Initial Point Gallery; and WHEREAS, the Parties acknowledge that Meridian City Hall is primarily a place of public business, that Initial Point Gallery is a public place, and that while the City seeks to encourage artistic expression and public dialogue, the City must simultaneously ensure that Meridian City Hall is a place where citizens, employees, and visitors of diverse ages and perspectives feel welcome and comfortable; 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 personally deliver artwork to Initial Point Gallery, on March 31, 2017, at such time as is specified by the Arts & Culture Specialist. Artist shall be responsible for hanging such artwork on March 31, 2017, at the direction of the Arts & Culture Specialist; shall allow the display of such work in Initial Point Gallery from March 31, 2017through April 27, 2017, in accordance with the terms of this Agreement; and shall be responsible for removal of such artwork on April 28, 2017, at such time as is specified by the Arts & Culture Specialist. II. COMPENSATION AND SALE OF ARTWORK. A. No compensation. Artist shall display Artist's artwork in Initial Point Gallery at the pleasure of the Meridian City Council. City shall not provide compensation to Artist for services, work, and/or any activity undertaken pursuant to or related to this Agreement. B. Sale of artwork. Artist may, at the direction of and in the manner established by the ACCEPTANCE AGREEMENT - INITIAL POINT GALLERY DISPLAY PAGE I ACCEPTANCE AGREEMENT – INITIAL POINT GALLERY DISPLAY PAGE 2 Arts & Culture Specialist, passively offer the artwork on display in Initial Point Gallery for sale. No price shall be displayed on or be proximate to any piece on display in Initial Point Gallery. City personnel shall not facilitate in any way the sale of Artist’s work; any transaction related to the sale of artwork shall be handled solely by Artist. Artist acknowledges the Commission’s request that Artist voluntarily donate to the Commission twenty percent (20%) of proceeds from any artwork sold due to its display in Initial Point Gallery. Upon the sale of a piece of artwork on display in Initial Point Gallery, Artist may remove such artwork from the Gallery, provided that Artist replaces the removed piece with another piece of artwork within twenty-four (24) hours of such removal. Artist shall coordinate the removal, replacement, and/or substitution of any and all artwork with the Arts & Culture Specialist prior to such activity. III. TIME OF PERFORMANCE . Artist shall provide services described in this Agreement in a timely manner, as described herein. Artist acknowledges and agrees 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 default of this Agreement. IV. INSTALLATION . A. Coordination with Curator. Prior to the installation, removal, replacement, and/or substitution of the display in Initial Point Gallery or any portion or component thereof, Artist shall coordinate any and all such activity with the Gallery Curator. Artist shall be responsible for contacting the Gallery Curator between January 31, 2017 and February 28, 2017to confirm details regarding the installation, removal, publicity, and promotion of the exhibit . Artist’s failure to affirmatively contact the Gallery Curator as required by this paragraph shall constitute a default of this Agreement. B. Inspection of display. Prior to or after installation, the Arts & Culture Specialist and/or the City may inspect and/or review the artwork proposed by Artist for display in Initial Point Gallery to ensure compliance with all criteria set forth in the Call to Artists attached hereto as Exhibit A , and the Application and Acknowledgements Form attached hereto in Exhibit B, as well as to ensure that such artwork may be safely and appropriately displayed in Initial Point Gallery. If the Arts & Culture Specialist or the City concludes that the display or any portion or component thereof does not meet the criteria set forth in Exhibits A and B, does not reflect artwork as described and depicted in the Proposal set forth in Exhibit B , or cannot be safely and/or appropriately displayed in Initial Point Gallery, the Arts & Culture Specialist or the City may require the immediate removal of such artwork from Initial Point Gallery. Further, the Arts & Culture Specialist or the City may require the immediate removal of such artwork from Initial Point Gallery where such removal serves the best interest of the City. V. DISPLAY . A. Original artwork. Artist warrants that any and all artwork provided by Artist for display in Initial Point Gallery shall be, and is, original work conceived and created by Artist. ACCEPTANCE AGREEMENT – INITIAL POINT GALLERY DISPLAY PAGE 3 B. Photographs of artwork. City may photograph the artwork displayed in Initial Point Gallery, as City may desire for purposes of advertising, marketing, and public information. Where practicable and to the extent of City’s authority, Artist shall be acknowledged on each such photograph to be the creator of the original subject thereof, provided that photographic reproductions of artwork shall not be identified as or represented to be the finished artwork. C. Use of Artist’s name. Artist hereby conveys to City permission to use Artist’s name for purposes of advertising, marketing, and public information, without violation of Artist’s rights of privacy or any other rights Artist may possess under this Agreement, provided that City shall not use Artist’s logo, if any, for any purpose without the express, written permission of Artist. D. Use of City’s name. City hereby conveys to Artist permission to use City’s name for purposes of advertising, marketing, and public information, without violation of City’s rights of privacy or any other rights City may possess under this Agreement, provided that Artist shall not use City’s logo for any purpose without the express, written permission of the Mayor’s Chief of Staff. E. Removal of artwork by City. City shall have the right to remove Artist’s artwork from public display at any time and for any reason. Such removal may be temporary or permanent in nature. Where such artwork is or is intended to be removed from public display for longer than forty-eight (48) hours, City shall notify Artist in the manner set forth herein. While it is intended that Artist’s artwork will be displayed in Initial Point Gallery for the period set forth herein, this period may be shortened by City for any reason, without notice to the Artist. F. Removal of artwork by Artist. Artist shall coordinate with the Arts & Culture Specialist the removal, replacement, and/or substitution of any and all artwork prior to such activity, whether such activity is necessary due to the sale of a piece or for any other reason. G. Simultaneous display. City may elect to display the work of more than one Artist or Organization in Initial Point Gallery at any time, at the City’s sole discretion. The manner and arrangement of the display(s) in Initial Point Gallery shall be determined by the Arts & Culture Specialist. VI. INDEMNIFICATION , WAIVER , AND INSURANCE . A. Indemnification. Artist shall, and hereby does, 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 invitees. B. Waiver. Artist shall, and hereby does, waive 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 ACCEPTANCE AGREEMENT – INITIAL POINT GALLERY DISPLAY PAGE 4 performance of this Agreement, whether such loss or damage may be attributable to known or unknown conditions, except for liability arising out of the tortious conduct of City or its officers, agents or employees. C. Insurance Artist’s responsibility. City shall not provide insurance to cover loss, theft, or damage of artwork displayed in Initial Point Gallery or to cover any activity undertaken by Artist in the furtherance of Artists’ rights or obligations described herein. Insurance of the artwork; of the Artist’s person, property, or interests; and/or of the Artist’s employees or agents shall be the sole responsibility of Artist. Artist shall obtain all necessary insurance as may be required in order to protect Artist’s insurable interests for its rights and obligations described within this Agreement, including, but not limited to, liability insurance, automobile insurance, worker’s compensation insurance, and/or insurance of the artwork to be displayed in Initial Point Gallery. Artist shall bear any and all risks of, and actual, loss of, theft of, and/or damage to the artwork prepared for, transported to, transported from, installed or hung in, and/or displayed in Initial Point Gallery. VII. TERMINATION . A. Termination for cause. If City determines that Artist has failed to comply with or is in default of 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 providing written notice to the defaulting party of its intent to terminate, and shall specify the grounds for termination. The defaulting party shall have two (2) calendar days, not including Sundays or federal holidays, after the other party mails such notice to cure the default. If the default is not cured within such period, this Agreement shall be terminated immediately upon mailing of written notice of termination. B. Termination without cause. City may immediately terminate this Agreement for any reason at any time without prior notice to Artist. C. Termination upon death or incapacity of Artist. This Agreement shall automatically terminate upon the death or incapacity of Artist. D. Non-waiver. 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. GENERAL PROVISIONS . A. Relationship of Parties. It is the express intention of Parties that Artist is an independent party and not an employee, agent, joint venturer, or partner of City. 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 official, agent, or employee of City. Both parties acknowledge that Artist is not an ACCEPTANCE AGREEMENT – INITIAL POINT GALLERY DISPLAY PAGE 5 employee of City. Artist shall retain the right to perform services for others during the term of this Agreement. B. Compliance with law. Throughout the course of this Agreement, Artist shall comply with any and all applicable federal, state, and local laws. C. Non-Discrimination . In fulfilling or exercising any right or obligation under 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 disability. D. 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, and whether previous to the execution hereof or contemporaneous herewith. The terms of this Agreement may not be enlarged, modified or altered except upon written agreement signed by both parties hereto. E. 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. F. 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. G. 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. H. Successors and assigns. 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 subcontract or assign obligations that do not require Artist’s artistic talent or expertise. 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. I. Notice. Any and all notice required to be provided by the Parties hereto, unless otherwise stated in this Agreement, shall be in writing and shall be deemed communicated upon mailing by United States Mail, addressed as follows: Artist: City: Cindy Gillett Hillary Bodnar 5264 N. Saguaro Hills Avenue Arts & Culture Specialist Meridian ID 83646 33 E. Broadway Ave. Meridian ID 83642 Ei,4hv-r in.-oy nnniy CC f wqavive r�t ling o0mus in y giving ;&Ue a am ic a of a we h change YQUOUNT hQ16 It Q0Vidt4,d- (Ty CUUM approwol '011g, v�jllidity pf A,grecrumt shallb-c expW-m0y Agf,- ev"i :-:FIt. of qhk AS-(€z,nri fef n telow, rinkx, ki,) ;wcF , j mom., g afi o n a r ap p rovi I F �'h I I rqrru�,M R1-4, pro -of ofvztfidity in lhe ;lb!,;.-rrtco of moridian )IN I U*S& WffEREWIF, ffit pAiu�s "ut-rdr-i bave, x,,,Am,,eitu-d fffi-s A, feeminu m—t ifie rDauv MUM Civdy OlLtfl-", CTTY OF ATERJU 0 ,r ^ HE t6VAZIL Pta kle4,f /�e,;tl, /34 r I * ?P ld CO O AMON: C itv "le t�Toy C _IV ACCEPTANCE AGREEMENT – INITIAL POINT GALLERY DISPLAY PAGE 7 EXHIBIT A CALL TO ARTISTS Call for Artists: 2017 INITIAL POINT GALLERY SERIES OVERVIEW: The Meridian Arts Commission (MAC) seeks proposals for the display of two-dimensional and/or three-dimensional artwork as part of the 2017 Initial Point Gallery Series, a series of one-month exhibitions in Initial Point Gallery. Initial Point Gallery is located on the third floor of Meridian City Hall (33 E. Broadway Avenue, Meridian, Idaho), and is open to the public during City working hours. Initial Point Gallery provides about 100 feet of total wall space for hanging two-dimensional artwork, and four enclosed display cases for three-dimensional artwork. MAC requests that artists voluntarily donate to MAC 20% of proceeds from sales of art displayed in Initial Point Gallery. ELIGIBILITY: Two-dimensional works displayed in Initial Point Gallery must be comprised of professional-quality, ready-to-hang, original art. Selectees must fill all or half of the gallery. Three-dimensional works may be of any medium, but must fit within the four supplied display cases. No artwork will be displayed which: cannot be safely hung or displayed using the gallery’s equipment; requires unusual maintenance, handling, or security; or is disruptive or likely to offend the sensibilities of the general public. Each piece to be displayed will be evaluated for its compliance with these general requirements. Selectees will be required to pay a $35 gallery maintenance fee and enter into an Acceptance Agreement with the City setting forth specific conditions of display. Selectees and invitees may reapply annually and if selected again, 75% of the display must be artwork that has not been previously displayed in Initial Point Gallery. Small, informal groups of 2-4 artists are encouraged to propose an exhibition including all artists’ work. PROPOSAL REQUIREMENTS: Artists or organizations wishing to display work in the 2017 Initial Point Gallery Series must provide the following materials and information to MAC via email in order to be considered for selection. Completed, signed Application & Acknowledgements form; Letter of intent, including biography of the artist(s) or informational statement regarding organization; 250-word informational paragraph about the artist or organization (for use in gallery publicity if selected); and Five (5) digital images representational of the works proposed for display (for organizations, each image must be of a different artist’s work); and $35 gallery maintenance fee, upon acceptance. (nonrefundable) Details and forms are available at the City’s website, http://www.meridiancity.org or upon request. Limited assistance producing digital images may be available upon request. Materials submitted will not be returned. DEADLINE: To be considered, all proposals must be received by MAC by 5:00 p.m. on Friday, October 7, 2016. SELECTION PROCESS: The selection of art for the 2017 Initial Point Gallery Series will be made by MAC. MAC will notify selectees by email. In evaluating eligible proposals, the following factors will be considered: Proposal’s adherence to the Call for Artists; Quality of work; Appropriateness of subject and concept for a functioning government workplace; Consistency with City policy and community values; and Contribution to aesthetic and cultural atmosphere of Meridian City Hall. RESOURCES PROVIDED UPON SELECTION: Following selection, s electees will be required to pay a $35 gallery maintenance fee and enter into an Acceptance Agreement with the City setting forth specific conditions of display. The City of Meridian will provide selected artists/ organizations with the following resources: Volunteers to assist artist/organization with installing and removing each piece of artwork; Track system for hanging 2D art and four enclosed pedestals for 3D art; Space for artist information and/or an information board; and Limited publicity of the exhibit through City contacts, local media, and other informational forums. CONTACT MAC: mac@meridiancity.org ACCEPTANCE AGREEMENT – INITIAL POINT GALLERY DISPLAY PAGE 9 EXHIBIT B APPLICATION AND ACKNOWLEDGMENTS FORM ACCEPTANCE AGREEMENT: DISPLAY OF ARTWORK IN INITIAL POINT GALLERY, MERIDIAN CITY HALL This ACCEPTANCE AGREEMENT: DISPLAY OF ARTWORK IN INITIAL POINT GALLERY, MERIDIAN CITY HALL ("Agreement") is made on the —L7- day of �Ur , 2017 ("Effective Date"), by and between the City of Meridian, a municipal corporation organized under the laws of the State of Idaho ("City"), and Christina Karras, an individual person ("Artist"). (City and Artist may hereinafter be collectively referred to as "Parties.") WHEREAS, the City desires that public art will be a component of Meridian City Hall and to that end, the Meridian Arts Commission has invited Artist to display artwork in Initial Point Gallery, an art gallery on the third floor of Meridian City Hall, the address of which is 33 E. Broadway Ave., Meridian, Idaho ("Initial Point Gallery"); WHEREAS, on November 10, 2016, the Meridian Arts Commission ("Commission") recommended to the Meridian City Council that Artist's artwork, as depicted in the Proposal, be displayed in Initial Point Gallery; WHEREAS, at its regular meeting on December 6, 2016, the Meridian City Council adopted such recommendation and directed the Commission to work with Artist to establish a display of Artist's artwork in Initial Point Gallery; and WHEREAS, the Parties acknowledge that Meridian City Hall is primarily a place of public business, that Initial Point Gallery is a public place, and that while the City seeks to encourage artistic expression and public dialogue, the City must simultaneously ensure that Meridian City Hall is a place where citizens, employees, and visitors of diverse ages and perspectives feel welcome and comfortable; 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 personally deliver artwork to Initial Point Gallery, on March 31, 2017, at such time as is specified by the Arts & Culture Specialist. Artist shall be responsible for hanging such artwork on March 31, 2017, at the direction of the Arts & Culture Specialist; shall allow the display of such work in Initial Point Gallery from March 31, 2017through April 27, 2017, in accordance with the terms of this Agreement; and shall be responsible for removal of such artwork on April 28, 2017, at such time as is specified by the Arts & Culture Specialist, II. COMPENSATION AND SALE OF ARTWORK. A. No compensation. Artist shall display Artist's artwork in Initial Point Gallery at the pleasure of the Meridian City Council. City shall not provide compensation to Artist for services, work, and/or any activity undertaken pursuant to or related to this Agreement. B. Sale of artwork. Artist may, at the direction of and in the manner established by the ACCEPTANCE AGREEMENT - INITIAL POINT GALLERY DISPLAY PAGE I ACCEPTANCE AGREEMENT – INITIAL POINT GALLERY DISPLAY PAGE 2 Arts & Culture Specialist, passively offer the artwork on display in Initial Point Gallery for sale. No price shall be displayed on or be proximate to any piece on display in Initial Point Gallery. City personnel shall not facilitate in any way the sale of Artist’s work; any transaction related to the sale of artwork shall be handled solely by Artist. Artist acknowledges the Commission’s request that Artist voluntarily donate to the Commission twenty percent (20%) of proceeds from any artwork sold due to its display in Initial Point Gallery. Upon the sale of a piece of artwork on display in Initial Point Gallery, Artist may remove such artwork from the Gallery, provided that Artist replaces the removed piece with another piece of artwork within twenty-four (24) hours of such removal. Artist shall coordinate the removal, replacement, and/or substitution of any and all artwork with the Arts & Culture Specialist prior to such activity. III. TIME OF PERFORMANCE . Artist shall provide services described in this Agreement in a timely manner, as described herein. Artist acknowledges and agrees 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 default of this Agreement. IV. INSTALLATION . A. Coordination with Curator. Prior to the installation, removal, replacement, and/or substitution of the display in Initial Point Gallery or any portion or component thereof, Artist shall coordinate any and all such activity with the Gallery Curator. Artist shall be responsible for contacting the Gallery Curator between January 31, 2017 and February 28, 2017to confirm details regarding the installation, removal, publicity, and promotion of the exhibit . Artist’s failure to affirmatively contact the Gallery Curator as required by this paragraph shall constitute a default of this Agreement. B. Inspection of display. Prior to or after installation, the Arts & Culture Specialist and/or the City may inspect and/or review the artwork proposed by Artist for display in Initial Point Gallery to ensure compliance with all criteria set forth in the Call to Artists attached hereto as Exhibit A , and the Application and Acknowledgements Form attached hereto in Exhibit B, as well as to ensure that such artwork may be safely and appropriately displayed in Initial Point Gallery. If the Arts & Culture Specialist or the City concludes that the display or any portion or component thereof does not meet the criteria set forth in Exhibits A and B, does not reflect artwork as described and depicted in the Proposal set forth in Exhibit B , or cannot be safely and/or appropriately displayed in Initial Point Gallery, the Arts & Culture Specialist or the City may require the immediate removal of such artwork from Initial Point Gallery. Further, the Arts & Culture Specialist or the City may require the immediate removal of such artwork from Initial Point Gallery where such removal serves the best interest of the City. V. DISPLAY . A. Original artwork. Artist warrants that any and all artwork provided by Artist for display in Initial Point Gallery shall be, and is, original work conceived and created by Artist. ACCEPTANCE AGREEMENT – INITIAL POINT GALLERY DISPLAY PAGE 3 B. Photographs of artwork. City may photograph the artwork displayed in Initial Point Gallery, as City may desire for purposes of advertising, marketing, and public information. Where practicable and to the extent of City’s authority, Artist shall be acknowledged on each such photograph to be the creator of the original subject thereof, provided that photographic reproductions of artwork shall not be identified as or represented to be the finished artwork. C. Use of Artist’s name. Artist hereby conveys to City permission to use Artist’s name for purposes of advertising, marketing, and public information, without violation of Artist’s rights of privacy or any other rights Artist may possess under this Agreement, provided that City shall not use Artist’s logo, if any, for any purpose without the express, written permission of Artist. D. Use of City’s name. City hereby conveys to Artist permission to use City’s name for purposes of advertising, marketing, and public information, without violation of City’s rights of privacy or any other rights City may possess under this Agreement, provided that Artist shall not use City’s logo for any purpose without the express, written permission of the Mayor’s Chief of Staff. E. Removal of artwork by City. City shall have the right to remove Artist’s artwork from public display at any time and for any reason. Such removal may be temporary or permanent in nature. Where such artwork is or is intended to be removed from public display for longer than forty-eight (48) hours, City shall notify Artist in the manner set forth herein. While it is intended that Artist’s artwork will be displayed in Initial Point Gallery for the period set forth herein, this period may be shortened by City for any reason, without notice to the Artist. F. Removal of artwork by Artist. Artist shall coordinate with the Arts & Culture Specialist the removal, replacement, and/or substitution of any and all artwork prior to such activity, whether such activity is necessary due to the sale of a piece or for any other reason. G. Simultaneous display. City may elect to display the work of more than one Artist or Organization in Initial Point Gallery at any time, at the City’s sole discretion. The manner and arrangement of the display(s) in Initial Point Gallery shall be determined by the Arts & Culture Specialist. VI. INDEMNIFICATION , WAIVER , AND INSURANCE . A. Indemnification. Artist shall, and hereby does, 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 invitees. B. Waiver. Artist shall, and hereby does, waive 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 ACCEPTANCE AGREEMENT – INITIAL POINT GALLERY DISPLAY PAGE 4 performance of this Agreement, whether such loss or damage may be attributable to known or unknown conditions, except for liability arising out of the tortious conduct of City or its officers, agents or employees. C. Insurance Artist’s responsibility. City shall not provide insurance to cover loss, theft, or damage of artwork displayed in Initial Point Gallery or to cover any activity undertaken by Artist in the furtherance of Artists’ rights or obligations described herein. Insurance of the artwork; of the Artist’s person, property, or interests; and/or of the Artist’s employees or agents shall be the sole responsibility of Artist. Artist shall obtain all necessary insurance as may be required in order to protect Artist’s insurable interests for its rights and obligations described within this Agreement, including, but not limited to, liability insurance, automobile insurance, worker’s compensation insurance, and/or insurance of the artwork to be displayed in Initial Point Gallery. Artist shall bear any and all risks of, and actual, loss of, theft of, and/or damage to the artwork prepared for, transported to, transported from, installed or hung in, and/or displayed in Initial Point Gallery. VII. TERMINATION . A. Termination for cause. If City determines that Artist has failed to comply with or is in default of 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 providing written notice to the defaulting party of its intent to terminate, and shall specify the grounds for termination. The defaulting party shall have two (2) calendar days, not including Sundays or federal holidays, after the other party mails such notice to cure the default. If the default is not cured within such period, this Agreement shall be terminated immediately upon mailing of written notice of termination. B. Termination without cause. City may immediately terminate this Agreement for any reason at any time without prior notice to Artist. C. Termination upon death or incapacity of Artist. This Agreement shall automatically terminate upon the death or incapacity of Artist. D. Non-waiver. 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. GENERAL PROVISIONS . A. Relationship of Parties. It is the express intention of Parties that Artist is an independent party and not an employee, agent, joint venturer, or partner of City. 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 official, agent, or employee of City. Both parties acknowledge that Artist is not an ACCEPTANCE AGREEMENT – INITIAL POINT GALLERY DISPLAY PAGE 5 employee of City. Artist shall retain the right to perform services for others during the term of this Agreement. B. Compliance with law. Throughout the course of this Agreement, Artist shall comply with any and all applicable federal, state, and local laws. C. Non-Discrimination . In fulfilling or exercising any right or obligation under 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 disability. D. 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, and whether previous to the execution hereof or contemporaneous herewith. The terms of this Agreement may not be enlarged, modified or altered except upon written agreement signed by both parties hereto. E. 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. F. 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. G. 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. H. Successors and assigns. 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 subcontract or assign obligations that do not require Artist’s artistic talent or expertise. 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. I. Notice. Any and all notice required to be provided by the Parties hereto, unless otherwise stated in this Agreement, shall be in writing and shall be deemed communicated upon mailing by United States Mail, addressed as follows: Artist: City: Christina Karras Hillary Bodnar 4747 W. Albion Street Apt. R Arts & Culture Specialist Boise ID 83705 33 E. Broadway Ave. Meridian ID 83642 Either party may change its respective mailing address by giving written notice of such change in the manner herein provided. I City Council approval required. The validity of this Agreement shall be expressly conditioned upon City Council action approving the Agreement. Execution of this Agreement 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 Agreement on the Effective Date written above. ARTIST: Cestina Karras CITY Attest: Aayyo es, City Clerk ACCEPTANCE AGREEMENT - INITIAL POINT GALLERY DISPLAY PAGE 6 ACCEPTANCE AGREEMENT – INITIAL POINT GALLERY DISPLAY PAGE 7 EXHIBIT A CALL TO ARTISTS Call for Artists: 2017 INITIAL POINT GALLERY SERIES OVERVIEW: The Meridian Arts Commission (MAC) seeks proposals for the display of two-dimensional and/or three-dimensional artwork as part of the 2017 Initial Point Gallery Series, a series of one-month exhibitions in Initial Point Gallery. Initial Point Gallery is located on the third floor of Meridian City Hall (33 E. Broadway Avenue, Meridian, Idaho), and is open to the public during City working hours. Initial Point Gallery provides about 100 feet of total wall space for hanging two-dimensional artwork, and four enclosed display cases for three-dimensional artwork. MAC requests that artists voluntarily donate to MAC 20% of proceeds from sales of art displayed in Initial Point Gallery. ELIGIBILITY: Two-dimensional works displayed in Initial Point Gallery must be comprised of professional-quality, ready-to-hang, original art. Selectees must fill all or half of the gallery. Three-dimensional works may be of any medium, but must fit within the four supplied display cases. No artwork will be displayed which: cannot be safely hung or displayed using the gallery’s equipment; requires unusual maintenance, handling, or security; or is disruptive or likely to offend the sensibilities of the general public. Each piece to be displayed will be evaluated for its compliance with these general requirements. Selectees will be required to pay a $35 gallery maintenance fee and enter into an Acceptance Agreement with the City setting forth specific conditions of display. Selectees and invitees may reapply annually and if selected again, 75% of the display must be artwork that has not been previously displayed in Initial Point Gallery. Small, informal groups of 2-4 artists are encouraged to propose an exhibition including all artists’ work. PROPOSAL REQUIREMENTS: Artists or organizations wishing to display work in the 2017 Initial Point Gallery Series must provide the following materials and information to MAC via email in order to be considered for selection. Completed, signed Application & Acknowledgements form; Letter of intent, including biography of the artist(s) or informational statement regarding organization; 250-word informational paragraph about the artist or organization (for use in gallery publicity if selected); and Five (5) digital images representational of the works proposed for display (for organizations, each image must be of a different artist’s work); and $35 gallery maintenance fee, upon acceptance. (nonrefundable) Details and forms are available at the City’s website, http://www.meridiancity.org or upon request. Limited assistance producing digital images may be available upon request. Materials submitted will not be returned. DEADLINE: To be considered, all proposals must be received by MAC by 5:00 p.m. on Friday, October 7, 2016. SELECTION PROCESS: The selection of art for the 2017 Initial Point Gallery Series will be made by MAC. MAC will notify selectees by email. In evaluating eligible proposals, the following factors will be considered: Proposal’s adherence to the Call for Artists; Quality of work; Appropriateness of subject and concept for a functioning government workplace; Consistency with City policy and community values; and Contribution to aesthetic and cultural atmosphere of Meridian City Hall. RESOURCES PROVIDED UPON SELECTION: Following selection, s electees will be required to pay a $35 gallery maintenance fee and enter into an Acceptance Agreement with the City setting forth specific conditions of display. The City of Meridian will provide selected artists/ organizations with the following resources: Volunteers to assist artist/organization with installing and removing each piece of artwork; Track system for hanging 2D art and four enclosed pedestals for 3D art; Space for artist information and/or an information board; and Limited publicity of the exhibit through City contacts, local media, and other informational forums. CONTACT MAC: mac@meridiancity.org ACCEPTANCE AGREEMENT – INITIAL POINT GALLERY DISPLAY PAGE 9 EXHIBIT B APPLICATION AND ACKNOWLEDGMENTS FORM ACCEPTANCE AGREEMENT: DISPLAY OF ARTWORK IN INITIAL POINT GALLERY, MERIDIAN CITY HALL This ACCEPTANCE AGREEMENT: DISPLAY OF ARTWORK IN INITIAL POINT GALLERY, MERIDIAN CITY HALL ("Agreement") is made on the -LZ day of �n , 2017 ("Effective Date"), by and between the City of Meridian, a municipal corporation organized under the laws of the State of Idaho ("City"), and David Knoecklein, an individual person ("Artist"). (City and Artist may hereinafter be collectively referred to as "Parties.") WHEREAS, the City desires that public art will be a component of Meridian City Hall and to that end, the Meridian Arts Commission issued the Call to Artists attached hereto as Exhibit A, seeking proposals for the display of artwork in Initial Point Gallery, an art gallery on the third floor of Meridian City Hall, the address of which is 33 E. Broadway Ave., Meridian, Idaho ("Initial Point Gallery"); WHEREAS, in response to the Call to Artists, Artist did submit a proposal, comprised of the materials attached hereto as Exhibit B ("Proposal"), for the display of artwork in Initial Point Gallery; WHEREAS, on November 10, 2016, the Meridian Arts Commission ("Commission") reviewed the responses to the Call to Artists, selected Artist's work for display based on the Proposal, and recommended to the Meridian City Council that Artist's artwork, as depicted in the Proposal, be displayed in Initial Point Gallery; WHEREAS, at its regular meeting on December 6, 2016, the Meridian City Council adopted such recommendation and directed the Commission to work with Artist to establish a display of Artist's artwork in Initial Point Gallery; and WHEREAS, the Parties acknowledge that Meridian City Hall is primarily a place of public business, that Initial Point Gallery is a public place, and that while the City seeks to encourage artistic expression and public dialogue, the City must simultaneously ensure that Meridian City Hall is a place where citizens, employees, and visitors of diverse ages and perspectives feel welcome and comfortable; 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 personally deliver to Initial Point Gallery, on March 31, 2017, at such time as is specified by the Arts & Culture Specialist, artwork which shall substantially conform to the description of such artwork set forth in Exhibit B hereto. Artist shall be responsible for hanging such artwork on March 31, 2017, at the direction of the Arts & Culture Specialist; shall allow the display of such work in Initial Point Gallery from March 31, 2017 through April 27, 2017, in accordance with the terms of this Agreement; and shall be responsible for removal of such artwork on April 28, 2017, at such time as is specified by the Arts & Culture Specialist. ACCEPTANCE AGREEMENT - INITIAL POINT GALLERY DISPLAY PAGE 1 ACCEPTANCE AGREEMENT – INITIAL POINT GALLERY DISPLAY PAGE 2 II. COMPENSATION AND SALE OF ARTWORK . A. No compensation. Artist shall display Artist’s artwork in Initial Point Gallery at the pleasure of the Meridian City Council. City shall not provide compensation to Artist for services, work, and/or any activity undertaken pursuant to or related to this Agreement. B. Sale of artwork. Artist may, at the direction of and in the manner established by the Arts & Culture Specialist, passively offer the artwork on display in Initial Point Gallery for sale. No price shall be displayed on or be proximate to any piece on display in Initial Point Gallery. City personnel shall not facilitate in any way the sale of Artist’s work; any transaction related to the sale of artwork shall be handled solely by Artist. Artist acknowledges the Commission’s request that Artist voluntarily donate to the Commission twenty percent (20%) of proceeds from any artwork sold due to its display in Initial Point Gallery. Upon the sale of a piece of artwork on display in Initial Point Gallery, Artist may remove such artwork from the Gallery, provided that Artist replaces the removed piece with another piece of artwork within twenty-four (24) hours of such removal. Artist shall coordinate the removal, replacement, and/or substitution of any and all artwork with the Arts & Culture Specialist prior to such activity. III. TIME OF PERFORMANCE . Artist shall provide services described in this Agreement in a timely manner, as described herein. Artist acknowledges and agrees 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 default of this Agreement. IV. INSTALLATION . A. Coordination with Curator. Prior to the installation, removal, replacement, and/or substitution of the display in Initial Point Gallery or any portion or component thereof, Artist shall coordinate any and all such activity with the Gallery Curator. Artist shall be responsible for contacting the Gallery Curator between January 31, 2017 and February 28, 2017 to confirm details regarding the installation, removal, publicity, and promotion of the exhibit . Artist’s failure to affirmatively contact the Gallery Curator as required by this paragraph shall constitute a default of this Agreement. B. Inspection of display. Prior to or after installation, the Arts & Culture Specialist and/or the City may inspect and/or review the artwork proposed by Artist for display in Initial Point Gallery to ensure compliance with all criteria set forth in the Call to Artists attached hereto as Exhibit A , and the Application and Acknowledgements Form attached hereto in Exhibit B , as well as to ensure that such artwork may be safely and appropriately displayed in Initial Point Gallery. If the Arts & Culture Specialist or the City concludes that the display or any portion or component thereof does not meet the criteria set forth in Exhibits A and B, does not reflect artwork as described and depicted in the Proposal set forth in Exhibit B , or cannot be safely and/or appropriately displayed in Initial Point Gallery, the Arts & Culture Specialist or the City may require the immediate removal of such artwork from Initial Point Gallery. Further, the Arts & Culture Specialist or the City ACCEPTANCE AGREEMENT – INITIAL POINT GALLERY DISPLAY PAGE 3 may require the immediate removal of such artwork from Initial Point Gallery where such removal serves the best interest of the City. V. DISPLAY . A. Original artwork. Artist warrants that any and all artwork provided by Artist for display in Initial Point Gallery shall be, and is, original work conceived and created by Artist. B. Photographs of artwork. City may photograph the artwork displayed in Initial Point Gallery, as City may desire for purposes of advertising, marketing, and public information. Where practicable and to the extent of City’s authority, Artist shall be acknowledged on each such photograph to be the creator of the original subject thereof, provided that photographic reproductions of artwork shall not be identified as or represented to be the finished artwork. C. Use of Artist’s name. Artist hereby conveys to City permission to use Artist’s name for purposes of advertising, marketing, and public information, without violation of Artist’s rights of privacy or any other rights Artist may possess under this Agreement, provided that City shall not use Artist’s logo, if any, for any purpose without the express, written permission of Artist. D. Use of City’s name. City hereby conveys to Artist permission to use City’s name for purposes of advertising, marketing, and public information, without violation of City’s rights of privacy or any other rights City may possess under this Agreement, provided that Artist shall not use City’s logo for any purpose without the express, written permission of the Mayor’s Chief of Staff. E. Removal of artwork by City. City shall have the right to remove Artist’s artwork from public display at any time and for any reason. Such removal may be temporary or permanent in nature. Where such artwork is or is intended to be removed from public display for longer than forty-eight (48) hours, City shall notify Artist in the manner set forth herein. While it is intended that Artist’s artwork will be displayed in Initial Point Gallery for the period set forth herein, this period may be shortened by City for any reason, without notice to the Artist. F. Removal of artwork by Artist. Artist shall coordinate with the Arts & Culture Specialist the removal, replacement, and/or substitution of any and all artwork prior to such activity, whether such activity is necessary due to the sale of a piece or for any other reason. G. Simultaneous display. City may elect to display the work of more than one Artist or Organization in Initial Point Gallery at any time, at the City’s sole discretion. The manner and arrangement of the display(s) in Initial Point Gallery shall be determined by the Arts & Culture Specialist. ACCEPTANCE AGREEMENT – INITIAL POINT GALLERY DISPLAY PAGE 4 VI. INDEMNIFICATION , WAIVER , AND INSURANCE . A. Indemnification. Artist shall, and hereby does, 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 invitees. B. Waiver. Artist shall, and hereby does, waive 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 the tortious conduct of City or its officers, agents or employees. C. Insurance Artist’s responsibility. City shall not provide insurance to cover loss, theft, or damage of artwork displayed in Initial Point Gallery or to cover any activity undertaken by Artist in the furtherance of Artists’ rights or obligations described herein. Insurance of the artwork; of the Artist’s person, property, or interests; and/or of the Artist’s employees or agents shall be the sole responsibility of Artist. Artist shall obtain all necessary insurance as may be required in order to protect Artist’s insurable interests for its rights and obligations described within this Agreement, including, but not limited to, liability insurance, automobile insurance, worker’s compensation insurance, and/or insurance of the artwork to be displayed in Initial Point Gallery. Artist shall bear any and all risks of, and actual, loss of, theft of, and/or damage to the artwork prepared for, transported to, transported from, installed or hung in, and/or displayed in Initial Point Gallery. VII. TERMINATION . A. Termination for cause. If City determines that Artist has failed to comply with or is in default of 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 providing written notice to the defaulting party of its intent to terminate, and shall specify the grounds for termination. The defaulting party shall have two (2) calendar days, not including Sundays or federal holidays, after the other party mails such notice to cure the default. If the default is not cured within such period, this Agreement shall be terminated immediately upon mailing of written notice of termination. B. Termination without cause. City may immediately terminate this Agreement for any reason at any time without prior notice to Artist. C. Termination upon death or incapacity of Artist. This Agreement shall automatically terminate upon the death or incapacity of Artist. ACCEPTANCE AGREEMENT – INITIAL POINT GALLERY DISPLAY PAGE 5 D. Non-waiver. 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. GENERAL PROVISIONS . A. Relationship of Parties. It is the express intention of Parties that Artist is an independent party and not an employee, agent, joint venturer, or partner of City. 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 official, 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. B. Compliance with law. Throughout the course of this Agreement, Artist shall comply with any and all applicable federal, state, and local laws. C. Non-Discrimination. In fulfilling or exercising any right or obligation under 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 disability. D. 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, and whether previous to the execution hereof or contemporaneous herewith. The terms of this Agreement may not be enlarged, modified or altered except upon written agreement signed by both parties hereto. E. 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. F. 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. G. 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. H. Successors and assigns. 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 subcontract or assign obligations that do not require Artist’s artistic talent or expertise. 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. I. Notice. Any and all notice required to be provided by the Parties hereto, unless otherwise stated in this Agreement, shall be in writing and shall be deemed communicated upon mailing by United States Mail, addressed as follows: Artist: City David Knoecklein Hillary Bodnar 5810 W. Hill Road Arts & Culture Specialist Boise ID 83703 33 E. Broadway Ave. Meridian ID 83642 Either party may change its respective mailing address by giving written notice of such change in the manner herein provided. J. City Council approval required. The validity of this Agreement shall be expressly conditioned upon City Council action approving the Agreement. Execution of this Agreement 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 Agreement on the Effective Date written above. ARTIST: c Fo David Knoecklein N f � CITY OF ME IAN: , ' m~ �' fYu,r M �f o w tic BY: -T4MRW d&A*ee 64;- aTREASURF-\) I Attest: ay d6oles, City Clerk ACCEPTANCE AGREEMENT — INITIAL POINT GALLERY DISPLAY PAGE 6 ACCEPTANCE AGREEMENT – INITIAL POINT GALLERY DISPLAY PAGE 7 EXHIBIT A CALL TO ARTISTS Call for Artists: 2017 INITIAL POINT GALLERY SERIES OVERVIEW: The Meridian Arts Commission (MAC) seeks proposals for the display of two-dimensional and/or three-dimensional artwork as part of the 2017 Initial Point Gallery Series, a series of one-month exhibitions in Initial Point Gallery. Initial Point Gallery is located on the third floor of Meridian City Hall (33 E. Broadway Avenue, Meridian, Idaho), and is open to the public during City working hours. Initial Point Gallery provides about 100 feet of total wall space for hanging two-dimensional artwork, and four enclosed display cases for three-dimensional artwork. MAC requests that artists voluntarily donate to MAC 20% of proceeds from sales of art displayed in Initial Point Gallery. ELIGIBILITY: Two-dimensional works displayed in Initial Point Gallery must be comprised of professional-quality, ready-to-hang, original art. Selectees must fill all or half of the gallery. Three-dimensional works may be of any medium, but must fit within the four supplied display cases. No artwork will be displayed which: cannot be safely hung or displayed using the gallery’s equipment; requires unusual maintenance, handling, or security; or is disruptive or likely to offend the sensibilities of the general public. Each piece to be displayed will be evaluated for its compliance with these general requirements. Selectees will be required to pay a $35 gallery maintenance fee and enter into an Acceptance Agreement with the City setting forth specific conditions of display. Selectees and invitees may reapply annually and if selected again, 75% of the display must be artwork that has not been previously displayed in Initial Point Gallery. Small, informal groups of 2-4 artists are encouraged to propose an exhibition including all artists’ work. PROPOSAL REQUIREMENTS: Artists or organizations wishing to display work in the 2017 Initial Point Gallery Series must provide the following materials and information to MAC via email in order to be considered for selection. Completed, signed Application & Acknowledgements form; Letter of intent, including biography of the artist(s) or informational statement regarding organization; 250-word informational paragraph about the artist or organization (for use in gallery publicity if selected); and Five (5) digital images representational of the works proposed for display (for organizations, each image must be of a different artist’s work); and $35 gallery maintenance fee, upon acceptance. (nonrefundable) Details and forms are available at the City’s website, http://www.meridiancity.org or upon request. Limited assistance producing digital images may be available upon request. Materials submitted will not be returned. DEADLINE: To be considered, all proposals must be received by MAC by 5:00 p.m. on Friday, October 7, 2016. SELECTION PROCESS: The selection of art for the 2017 Initial Point Gallery Series will be made by MAC. MAC will notify selectees by email. In evaluating eligible proposals, the following factors will be considered: Proposal’s adherence to the Call for Artists; Quality of work; Appropriateness of subject and concept for a functioning government workplace; Consistency with City policy and community values; and Contribution to aesthetic and cultural atmosphere of Meridian City Hall. RESOURCES PROVIDED UPON SELECTION: Following selection, s electees will be required to pay a $35 gallery maintenance fee and enter into an Acceptance Agreement with the City setting forth specific conditions of display. The City of Meridian will provide selected artists/ organizations with the following resources: Volunteers to assist artist/organization with installing and removing each piece of artwork; Track system for hanging 2D art and four enclosed pedestals for 3D art; Space for artist information and/or an information board; and Limited publicity of the exhibit through City contacts, local media, and other informational forums. CONTACT MAC: mac@meridiancity.org ACCEPTANCE AGREEMENT – INITIAL POINT GALLERY DISPLAY PAGE 9 EXHIBIT B ARTIST ’S PROPOSAL ACCEPTANCE AGREEMENT: DISPLAY OF ARTWORK IN INITIAL POINT GALLERY, MERIDIAN CITY HALL This ACCEPTANCE AGREEMENT: DISPLAY OF ARTWORK IN INITIAL POINT GALLERY, MERIDIAN CITY HALL ("Agreement") is made on the 1'7 day of S U&2fOK, 2017 ("Effective Date"), by and between the City of Meridian, a municipal corporation organized under the laws of the State of Idaho ("City"), and Joyce Green, an individual person ("Artist"). (City and Artist may hereinafter be collectively referred to as "Parties.") WHEREAS, the City desires that public art will be a component of Meridian City Hall and to that end, the Meridian Arts Commission issued the Call to Artists attached hereto as Exhibit A, seeking proposals for the display of artwork in Initial Point Gallery, an art gallery on the third floor of Meridian City Hall, the address of which is 33 E. Broadway Ave., Meridian, Idaho ("Initial Point Gallery"); WHEREAS, in response to the Call to Artists, Artist did submit a proposal, comprised of the materials attached hereto as Exhibit B ("Proposal"), for the display of artwork in Initial Point Gallery; WHEREAS, on November 10, 2016, the Meridian Arts Commission ("Commission") reviewed the responses to the Call to Artists, selected Artist's work for display based on the Proposal, and recommended to the Meridian City Council that Artist's artwork, as depicted in the Proposal, be displayed in Initial Point Gallery; WHEREAS, at its regular meeting on December 6, 2016, the Meridian City Council adopted such recommendation and directed the Commission to work with Artist to establish a display of Artist's artwork in Initial Point Gallery; and WHEREAS, the Parties acknowledge that Meridian City Hall is primarily a place of public business, that Initial Point Gallery is a public place, and that while the City seeks to encourage artistic expression and public dialogue, the City must simultaneously ensure that Meridian City Hall is a place where citizens, employees, and visitors of diverse ages and perspectives feel welcome and comfortable; 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 personally deliver to Initial Point Gallery, on April 28, 2017, at such time as is specified by the Arts & Culture Specialist, artwork which shall substantially conform to the description of such artwork set forth in Exhibit B hereto. Artist shall be responsible for hanging such artwork on April 28, 2017, at the direction of the Arts & Culture Specialist; shall allow the display of such work in Initial Point Gallery from April 28, 2017 through June 1, 2017, in accordance with the terms of this Agreement; and shall be responsible for removal of such artwork on June 2, 2017, at such time as is specified by the Arts & Culture Specialist. ACCEPTANCE AGREEMENT - INITIAL POINT GALLERY DISPLAY PAGE 1 ACCEPTANCE AGREEMENT – INITIAL POINT GALLERY DISPLAY PAGE 2 II. COMPENSATION AND SALE OF ARTWORK . A. No compensation. Artist shall display Artist’s artwork in Initial Point Gallery at the pleasure of the Meridian City Council. City shall not provide compensation to Artist for services, work, and/or any activity undertaken pursuant to or related to this Agreement. B. Sale of artwork. Artist may, at the direction of and in the manner established by the Arts & Culture Specialist, passively offer the artwork on display in Initial Point Gallery for sale. No price shall be displayed on or be proximate to any piece on display in Initial Point Gallery. City personnel shall not facilitate in any way the sale of Artist’s work; any transaction related to the sale of artwork shall be handled solely by Artist. Artist acknowledges the Commission’s request that Artist voluntarily donate to the Commission twenty percent (20%) of proceeds from any artwork sold due to its display in Initial Point Gallery. Upon the sale of a piece of artwork on display in Initial Point Gallery, Artist may remove such artwork from the Gallery, provided that Artist replaces the removed piece with another piece of artwork within twenty-four (24) hours of such removal. Artist shall coordinate the removal, replacement, and/or substitution of any and all artwork with the Arts & Culture Specialist prior to such activity. III. TIME OF PERFORMANCE . Artist shall provide services described in this Agreement in a timely manner, as described herein. Artist acknowledges and agrees 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 default of this Agreement. IV. INSTALLATION . A. Coordination with Curator. Prior to the installation, removal, replacement, and/or substitution of the display in Initial Point Gallery or any portion or component thereof, Artist shall coordinate any and all such activity with the Gallery Curator. Artist shall be responsible for contacting the Gallery Curator between February 28, 2017 and March 28, 2017 to confirm details regarding the installation, removal, publicity, and promotion of the exhibit . Artist’s failure to affirmatively contact the Gallery Curator as required by this paragraph shall constitute a default of this Agreement. B. Inspection of display. Prior to or after installation, the Arts & Culture Specialist and/or the City may inspect and/or review the artwork proposed by Artist for display in Initial Point Gallery to ensure compliance with all criteria set forth in the Call to Artists attached hereto as Exhibit A , and the Application and Acknowledgements Form attached hereto in Exhibit B , as well as to ensure that such artwork may be safely and appropriately displayed in Initial Point Gallery. If the Arts & Culture Specialist or the City concludes that the display or any portion or component thereof does not meet the criteria set forth in Exhibits A and B, does not reflect artwork as described and depicted in the Proposal set forth in Exhibit B , or cannot be safely and/or appropriately displayed in Initial Point Gallery, the Arts & Culture Specialist or the City may require the immediate removal of such artwork from Initial Point Gallery. Further, the Arts & Culture Specialist or the City ACCEPTANCE AGREEMENT – INITIAL POINT GALLERY DISPLAY PAGE 3 may require the immediate removal of such artwork from Initial Point Gallery where such removal serves the best interest of the City. V. DISPLAY . A. Original artwork. Artist warrants that any and all artwork provided by Artist for display in Initial Point Gallery shall be, and is, original work conceived and created by Artist. B. Photographs of artwork. City may photograph the artwork displayed in Initial Point Gallery, as City may desire for purposes of advertising, marketing, and public information. Where practicable and to the extent of City’s authority, Artist shall be acknowledged on each such photograph to be the creator of the original subject thereof, provided that photographic reproductions of artwork shall not be identified as or represented to be the finished artwork. C. Use of Artist’s name. Artist hereby conveys to City permission to use Artist’s name for purposes of advertising, marketing, and public information, without violation of Artist’s rights of privacy or any other rights Artist may possess under this Agreement, provided that City shall not use Artist’s logo, if any, for any purpose without the express, written permission of Artist. D. Use of City’s name. City hereby conveys to Artist permission to use City’s name for purposes of advertising, marketing, and public information, without violation of City’s rights of privacy or any other rights City may possess under this Agreement, provided that Artist shall not use City’s logo for any purpose without the express, written permission of the Mayor’s Chief of Staff. E. Removal of artwork by City. City shall have the right to remove Artist’s artwork from public display at any time and for any reason. Such removal may be temporary or permanent in nature. Where such artwork is or is intended to be removed from public display for longer than forty-eight (48) hours, City shall notify Artist in the manner set forth herein. While it is intended that Artist’s artwork will be displayed in Initial Point Gallery for the period set forth herein, this period may be shortened by City for any reason, without notice to the Artist. F. Removal of artwork by Artist. Artist shall coordinate with the Arts & Culture Specialist the removal, replacement, and/or substitution of any and all artwork prior to such activity, whether such activity is necessary due to the sale of a piece or for any other reason. G. Simultaneous display. City may elect to display the work of more than one Artist or Organization in Initial Point Gallery at any time, at the City’s sole discretion. The manner and arrangement of the display(s) in Initial Point Gallery shall be determined by the Arts & Culture Specialist. ACCEPTANCE AGREEMENT – INITIAL POINT GALLERY DISPLAY PAGE 4 VI. INDEMNIFICATION , WAIVER , AND INSURANCE . A. Indemnification. Artist shall, and hereby does, 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 invitees. B. Waiver. Artist shall, and hereby does, waive 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 the tortious conduct of City or its officers, agents or employees. C. Insurance Artist’s responsibility. City shall not provide insurance to cover loss, theft, or damage of artwork displayed in Initial Point Gallery or to cover any activity undertaken by Artist in the furtherance of Artists’ rights or obligations described herein. Insurance of the artwork; of the Artist’s person, property, or interests; and/or of the Artist’s employees or agents shall be the sole responsibility of Artist. Artist shall obtain all necessary insurance as may be required in order to protect Artist’s insurable interests for its rights and obligations described within this Agreement, including, but not limited to, liability insurance, automobile insurance, worker’s compensation insurance, and/or insurance of the artwork to be displayed in Initial Point Gallery. Artist shall bear any and all risks of, and actual, loss of, theft of, and/or damage to the artwork prepared for, transported to, transported from, installed or hung in, and/or displayed in Initial Point Gallery. VII. TERMINATION . A. Termination for cause. If City determines that Artist has failed to comply with or is in default of 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 providing written notice to the defaulting party of its intent to terminate, and shall specify the grounds for termination. The defaulting party shall have two (2) calendar days, not including Sundays or federal holidays, after the other party mails such notice to cure the default. If the default is not cured within such period, this Agreement shall be terminated immediately upon mailing of written notice of termination. B. Termination without cause. City may immediately terminate this Agreement for any reason at any time without prior notice to Artist. C. Termination upon death or incapacity of Artist. This Agreement shall automatically terminate upon the death or incapacity of Artist. ACCEPTANCE AGREEMENT – INITIAL POINT GALLERY DISPLAY PAGE 5 D. Non-waiver. 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. GENERAL PROVISIONS . A. Relationship of Parties. It is the express intention of Parties that Artist is an independent party and not an employee, agent, joint venturer, or partner of City. 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 official, 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. B. Compliance with law. Throughout the course of this Agreement, Artist shall comply with any and all applicable federal, state, and local laws. C. Non-Discrimination. In fulfilling or exercising any right or obligation under 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 disability. D. 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, and whether previous to the execution hereof or contemporaneous herewith. The terms of this Agreement may not be enlarged, modified or altered except upon written agreement signed by both parties hereto. E. 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. F. 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. G. 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. H. Successors and assigns. 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 subcontract or assign obligations that do not require Artist’s artistic talent or expertise. 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. I. Notice. Any and all notice required to be provided by the Parties hereto, unless otherwise stated in this Agreement, shall be in writing and shall be deemed communicated upon mailing by United States Mail, addressed as follows: Artist: Joyce Green 1088 W. Chateau Avenue Meridian ID 83646 City Hillary Bodnar Arts & Culture Specialist 33 E. Broadway Ave. Meridian ID 83642 Either party may change its respective mailing address by giving written notice of such change in the manner herein provided. J. City Council approval required. The validity of this Agreement shall be expressly conditioned upon City Council action approving the Agreement. Execution of this Agreement 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 Agreement on the Effective Date written above. ARTIST: i, Joyce Teen CITY OF 77ERIDAN: BY: i G�"A P � I1el-► V Attest: ay les, City Clerk �� 4 ACCEPTANCE AGREEMENT - INITIAL POINT GALLERY DISPLAY PAGE 6 ACCEPTANCE AGREEMENT – INITIAL POINT GALLERY DISPLAY PAGE 7 EXHIBIT A CALL TO ARTISTS Call for Artists: 2017 INITIAL POINT GALLERY SERIES OVERVIEW: The Meridian Arts Commission (MAC) seeks proposals for the display of two-dimensional and/or three-dimensional artwork as part of the 2017 Initial Point Gallery Series, a series of one-month exhibitions in Initial Point Gallery. Initial Point Gallery is located on the third floor of Meridian City Hall (33 E. Broadway Avenue, Meridian, Idaho), and is open to the public during City working hours. Initial Point Gallery provides about 100 feet of total wall space for hanging two-dimensional artwork, and four enclosed display cases for three-dimensional artwork. MAC requests that artists voluntarily donate to MAC 20% of proceeds from sales of art displayed in Initial Point Gallery. ELIGIBILITY: Two-dimensional works displayed in Initial Point Gallery must be comprised of professional-quality, ready-to-hang, original art. Selectees must fill all or half of the gallery. Three-dimensional works may be of any medium, but must fit within the four supplied display cases. No artwork will be displayed which: cannot be safely hung or displayed using the gallery’s equipment; requires unusual maintenance, handling, or security; or is disruptive or likely to offend the sensibilities of the general public. Each piece to be displayed will be evaluated for its compliance with these general requirements. Selectees will be required to pay a $35 gallery maintenance fee and enter into an Acceptance Agreement with the City setting forth specific conditions of display. Selectees and invitees may reapply annually and if selected again, 75% of the display must be artwork that has not been previously displayed in Initial Point Gallery. Small, informal groups of 2-4 artists are encouraged to propose an exhibition including all artists’ work. PROPOSAL REQUIREMENTS: Artists or organizations wishing to display work in the 2017 Initial Point Gallery Series must provide the following materials and information to MAC via email in order to be considered for selection. Completed, signed Application & Acknowledgements form; Letter of intent, including biography of the artist(s) or informational statement regarding organization; 250-word informational paragraph about the artist or organization (for use in gallery publicity if selected); and Five (5) digital images representational of the works proposed for display (for organizations, each image must be of a different artist’s work); and $35 gallery maintenance fee, upon acceptance. (nonrefundable) Details and forms are available at the City’s website, http://www.meridiancity.org or upon request. Limited assistance producing digital images may be available upon request. Materials submitted will not be returned. DEADLINE: To be considered, all proposals must be received by MAC by 5:00 p.m. on Friday, October 7, 2016. SELECTION PROCESS: The selection of art for the 2017 Initial Point Gallery Series will be made by MAC. MAC will notify selectees by email. In evaluating eligible proposals, the following factors will be considered: Proposal’s adherence to the Call for Artists; Quality of work; Appropriateness of subject and concept for a functioning government workplace; Consistency with City policy and community values; and Contribution to aesthetic and cultural atmosphere of Meridian City Hall. RESOURCES PROVIDED UPON SELECTION: Following selection, s electees will be required to pay a $35 gallery maintenance fee and enter into an Acceptance Agreement with the City setting forth specific conditions of display. The City of Meridian will provide selected artists/ organizations with the following resources: Volunteers to assist artist/organization with installing and removing each piece of artwork; Track system for hanging 2D art and four enclosed pedestals for 3D art; Space for artist information and/or an information board; and Limited publicity of the exhibit through City contacts, local media, and other informational forums. CONTACT MAC: mac@meridiancity.org ACCEPTANCE AGREEMENT – INITIAL POINT GALLERY DISPLAY PAGE 9 EXHIBIT B ARTIST ’S PROPOSAL Application & Acknowledgments: 2017 INITIAL POINT GALLERY SERIES APPLICANT CONTACT INFORMATION Check one: I am submitting this application as an individual. I am submitting this application for this organization: I am submitting this application for an informal group: Applicant: Applicant E-mail: Mailing Address: Physical Address: Applicant Phone: Day: Evening: Cell: APPLICATION OVERVIEW: Check all that apply: I/we propose to fill one half of Initial Point Gallery with two-dimensional artwork. I/we propose to fill the entire Initial Point Gallery with two-dimensional artwork. I/we propose to fill 1 2 3 4 of the display cases with 3D artwork Number of 2D pieces: Average size of 2D pieces: Number of 3D pieces: Average size of 3D pieces: Proposed title or theme of show: APPLICATION MATERIALS: All materials must be received via email to mac@meridiancity.org Completed, signed Application & Acknowledgements Form . (Informal groups: each artist must sign separate form.) Biography of artist or informational statement regarding organization, no longer than one 8½ x 11” page; A letter of intent, describing: a. Artist/Organization/Group’s vision for and/or theme of the proposed display; b. Number, dimensions, prices, and medium or media utilized in the works to be displayed; c. Any publicity that the Artist/Organization/Group plans to undertake if selected; and/or d. Any atypical issues or challenges regarding hanging or display of the works proposed for display. Up to five digital images of work representational of the artist’s/organization/group’s work in .jpg format. DISPLAY INFORMATION: Initial Point Gallery is equipped with a track system for hanging two-dimensional artwork. Two-dimensional artwork will be hung from cables, using hooks, and therefore must be equipped with two D rings (fig. 1) on the side rails on the back of the frame (fig. 2). The inside of each D ring must allow a space of at least one-quarter inch (¼”) for insertion of the hooks; any wire constricting this space must be removed. The D rings should be approximately a quarter of the distance of the total frame height from the top of the frame in order to avoid slanting away from the wall. Wires, eyehooks, and clip frames may not be used for hanging. Initial Point Gallery also provides four display cases, each with different dimensions (fig. 3), for displaying three-dimensional artwork. FIG. 1. D RING FIG. 2. BACK OF FRAME FIG. 3. 3D ART DISPLAY CASES The 4 C’s Carol Elliott Smith 4225 N. Edwards kgcjsmith@cableone.net 4225 N. Edwards 208-340-2151 ACKNOWLEDGMENTS: I, _Jane Wilson__________________, hereby acknowledge the following stipulations and agree that if this proposal is selected for display at Initial Point Gallery, such display shall occur subject to these general terms and conditions, as well as subject to other specific terms and conditions that shall be set forth in a separate, written Acceptance Agreement between myself and the City of Meridian. I specifically acknowledge that: __jw A. Before my work will be displayed in Initial Point Gallery, I will be required to pay a $35 acceptance INITIAL fee via cash, check, or money order, enter into an Acceptance Agreement with the City of Meridian establishing the specific terms and conditions of the display of the particular works displayed. __jw B. If my work is selected for display in Initial Point Gallery, the City of Meridian and its agents will INITIAL exercise professional care in handling and securing all artwork displayed in Initial Point Gallery, but cannot and will not assume liability for any loss or damage. __jw C. Any insurance of the artwork displayed in Initial Point Gallery shall be the sole responsibility of the INITIAL artist. The City of Meridian shall not provide insurance to cover loss, theft, or damage of artwork displayed in Initial Point Gallery. __jw D. While artwork displayed in Initial Point Gallery may be passively offered for sale by means of an INITIAL informational table, board, or handout as provided or allowed by the City of Meridian, no piece displayed in Initial Point Gallery may have a visible price tag. __jw E. While it is intended that each exhibit in Initial Point Gallery will be displayed for a one- to three- INITIAL month period, this period by be shortened by the City of Meridian for any reason, without notice to the artist or organization. __jw F. The City may display the work of more than one artist or organization in Initial Point Gallery at any INITIAL time, at the City’s sole discretion. __jw G. Artwork submitted for display in Initial Point Gallery must be original works conceived and created INITIAL by the artist (or by artist members of the organization or group) submitting this application. __jw H. The opening night reception is scheduled by MAC; though a table and minimal staff/volunteer support INITIAL will be provided, I understand that I am the host and as such will be primarily responsible for any and all reception invitations, publicity, refreshments, music, set up, tear-down, and clean-up. __jw I. Meridian City Hall is primarily a place of public business and Initial Point Gallery is a public place. The INITIAL City seeks to encourage artistic expression and public dialogue, but must simultaneously ensure that City Hall is a place where citizens, employees, and visitors of diverse ages and perspectives feel welcome and comfortable. To this end, only artists and artwork meeting the eligibility standards described in the Call for Artists and following the terms set forth in the Acceptance Agreement shall be displayed in Initial Point Gallery. I do acknowledge and understand each and all of the foregoing stipulations and do agree to these general terms and conditions. Signature: __Jane K. Wilson_____________________ Print name: __Jane K. Wilson______________ * Parent Signature - If Applicant is Under 18: ______________________________________________ Date: __October 5, 2016_______________ To propose an exhibition in Initial Point Gallery, please submit this Application and Acknowledgements form, completed in full, with the required materials, via e-mail to: mac@meridiancity.org Letter of Intent Letter of Intent for Informal Group Show at Initial Point Gallery 2017 The 4 C’s is an informal group of 4 artists who have been sharing their work (usually monthly) in an effort to motivate and encourage each other. The name 4 C’s was meant lightheartedly to stand for “Creative Critique Coffee Club” since we usually ended up at a coffee shop—lately though we have been meeting at a tea shop. Constructive suggestions are shared and support is given. We have come to know each other’s goals and have shared each other’s concerns. We propose to have approximately 9 paintings to show from each of the four artists in our group and since one of our group, Jane Wilson is a clay sculptor she would also be showing her 3 D art. Our group consists of Naomi Elton, Joyce Green, Carol Elliott Smith, and Jane Wilson. We are all painters in watercolor, and several of us also use oils and acrylics. Some work is collaged and has texture. Jane Wilson also works in clay sculpting. We have all been involved with making art for many years and we are all members of the Idaho Watercolor Society. Our work is varied, and our show is proposed to be varied as well. We would like to show work that we have all completed recently since we have been meeting and sharing each other’s work. We would like to have the show hung with our work intermingled and not have it sectioned off by artist. We have full sheet paintings that would be approximately 40 inches by 30 inches, and paintings that are smaller such as 28 by 20 and some smaller work as well. All would be framed. There are also some works that are on media other than paper, such as being painted on wood. Jane Wilson would be able to fill all 4 of the 3D cases. Our subject matter is mainly representational, with some abstraction. Some works are wholly imaginary and others are taken from life that we see around us. Thanks for your consideration. Joyce Green Biography: Originally from Minnesota, Joyce Green has been a professional artist for over thirty years. She is a signature member of American Watercolor Society (New York), The National Watercolor Society, The Transparent Watercolor Society of America ,and Watercolor West. She has had works selected for exhibition in the the Northwest Watercolor Society, Rocky Mountain Watermedia, Western Federation of Watercolor Societies, and many regional venues. Her work has won numerous awards, including four “Best of Show” honors. She is a distinguished merit member and past president of the Idaho Watercolor Society. She holds degrees in fine arts from the University of Minnesota, Duluth, and the University of Arizona, and has held professional po -sitions in art education and in art museums in Ohio and Arizona prior to moving to Idaho, where she has resided for over 30 years. Carol Smith Biography: Carol was born in Boise, grew up and was educated in Pocatello at Idaho State Univer-sity with a BA in Art. She has loved working in art for most of her life and has been doing watercolor since 1979. She has been a member of the IWS since 1987 or so. She is a Distinguished Merit Member of IWS having been selected for awards for 3 or more annual shows. She has taken many workshops from both local and national art-ists and she enjoys painting both local scenes and scenes from traveling. Jane Wilson Biography: Art has always been a fundamental part of my life. I have been painting and drawing since childhood and formed a love of ceramics while in college. I hold a bachelors de-gree from Washington State University in Art Education and a masters in Art Educa-tion from Boise State University. In additional to creating my own personal art works I have been involved in the arts in the classroom at Bishop Kelly High School for thirty five years. I am currently a member of both the Idaho Watercolor Society and Treasure Valley Art Alliance. ACCEPTANCE AGREEMENT: DISPLAY OF ARTWORK IN INITIAL POINT GALLERY, MERIDIAN CITY HALL This ACCEPTANCE AGREEMENT: DISPLAY OF ARTWORK IN INITIAL POINT GALLERY, MERIDIAN CITY HALL ("Agreement") is made on the 1-7 day of S , 2017 ("Effective Date"), by and between the City of Meridian, a municipal corporation organized under the laws of the State of Idaho ("City"), and Naomi Elton, an individual person ("Artist"). (City and Artist may hereinafter be collectively referred to as "Parties.") WHEREAS, the City desires that public art will be a component of Meridian City Hall and to that end, the Meridian Arts Commission issued the Call to Artists attached hereto as ExhibitA, seeking proposals for the display of artwork in Initial Point Gallery, an art gallery on the third floor of Meridian City Hall, the address of which is 33 E. Broadway Ave., Meridian, Idaho ("Initial Point Gallery"); WHEREAS, in response to the Call to Artists, Artist did submit a proposal, comprised of the materials attached hereto as Exhibit B ("Proposal"), for the display of artwork in Initial Point Gallery; WHEREAS, on November 10, 2016, the Meridian Arts Commission ("Commission") reviewed the responses to the Call to Artists, selected Artist's work for display based on the Proposal, and recommended to the Meridian City Council that Artist's artwork, as depicted in the Proposal, be displayed in Initial Point Gallery; WHEREAS, at its regular meeting on December 6, 2016, the Meridian City Council adopted such recommendation and directed the Commission to work with Artist to establish a display of Artist's artwork in Initial Point Gallery; and WHEREAS, the Parties acknowledge that Meridian City Hall is primarily a place of public business, that Initial Point Gallery is a public place, and that while the City seeks to encourage artistic expression and public dialogue, the City must simultaneously ensure that Meridian City Hall is a place where citizens, employees, and visitors of diverse ages and perspectives feel welcome and comfortable; 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 personally deliver to Initial Point Gallery, on April 28, 2017, at such time as is specified by the Arts & Culture Specialist, artwork which shall substantially conform to the description of such artwork set forth in Exhibit B hereto. Artist shall be responsible for hanging such artwork on April 28, 2017, at the direction of the Arts & Culture Specialist; shall allow the display of such work in Initial Point Gallery from April 28, 2017 through June 1, 2017, in accordance with the terms of this Agreement; and shall be responsible for removal of such artwork on June 2, 2017, at such time as is specified by the Arts & Culture Specialist. ACCEPTANCE AGREEMENT - INITIAL POINT GALLERY DISPLAY PAGE I ACCEPTANCE AGREEMENT – INITIAL POINT GALLERY DISPLAY PAGE 2 II. COMPENSATION AND SALE OF ARTWORK . A. No compensation. Artist shall display Artist’s artwork in Initial Point Gallery at the pleasure of the Meridian City Council. City shall not provide compensation to Artist for services, work, and/or any activity undertaken pursuant to or related to this Agreement. B. Sale of artwork. Artist may, at the direction of and in the manner established by the Arts & Culture Specialist, passively offer the artwork on display in Initial Point Gallery for sale. No price shall be displayed on or be proximate to any piece on display in Initial Point Gallery. City personnel shall not facilitate in any way the sale of Artist’s work; any transaction related to the sale of artwork shall be handled solely by Artist. Artist acknowledges the Commission’s request that Artist voluntarily donate to the Commission twenty percent (20%) of proceeds from any artwork sold due to its display in Initial Point Gallery. Upon the sale of a piece of artwork on display in Initial Point Gallery, Artist may remove such artwork from the Gallery, provided that Artist replaces the removed piece with another piece of artwork within twenty-four (24) hours of such removal. Artist shall coordinate the removal, replacement, and/or substitution of any and all artwork with the Arts & Culture Specialist prior to such activity. III. TIME OF PERFORMANCE . Artist shall provide services described in this Agreement in a timely manner, as described herein. Artist acknowledges and agrees 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 default of this Agreement. IV. INSTALLATION . A. Coordination with Curator. Prior to the installation, removal, replacement, and/or substitution of the display in Initial Point Gallery or any portion or component thereof, Artist shall coordinate any and all such activity with the Gallery Curator. Artist shall be responsible for contacting the Gallery Curator between February 28, 2017 and March 28, 2017 to confirm details regarding the installation, removal, publicity, and promotion of the exhibit . Artist’s failure to affirmatively contact the Gallery Curator as required by this paragraph shall constitute a default of this Agreement. B. Inspection of display. Prior to or after installation, the Arts & Culture Specialist and/or the City may inspect and/or review the artwork proposed by Artist for display in Initial Point Gallery to ensure compliance with all criteria set forth in the Call to Artists attached hereto as Exhibit A , and the Application and Acknowledgements Form attached hereto in Exhibit B , as well as to ensure that such artwork may be safely and appropriately displayed in Initial Point Gallery. If the Arts & Culture Specialist or the City concludes that the display or any portion or component thereof does not meet the criteria set forth in Exhibits A and B, does not reflect artwork as described and depicted in the Proposal set forth in Exhibit B , or cannot be safely and/or appropriately displayed in Initial Point Gallery, the Arts & Culture Specialist or the City may require the immediate removal of such artwork from Initial Point Gallery. Further, the Arts & Culture Specialist or the City ACCEPTANCE AGREEMENT – INITIAL POINT GALLERY DISPLAY PAGE 3 may require the immediate removal of such artwork from Initial Point Gallery where such removal serves the best interest of the City. V. DISPLAY . A. Original artwork. Artist warrants that any and all artwork provided by Artist for display in Initial Point Gallery shall be, and is, original work conceived and created by Artist. B. Photographs of artwork. City may photograph the artwork displayed in Initial Point Gallery, as City may desire for purposes of advertising, marketing, and public information. Where practicable and to the extent of City’s authority, Artist shall be acknowledged on each such photograph to be the creator of the original subject thereof, provided that photographic reproductions of artwork shall not be identified as or represented to be the finished artwork. C. Use of Artist’s name. Artist hereby conveys to City permission to use Artist’s name for purposes of advertising, marketing, and public information, without violation of Artist’s rights of privacy or any other rights Artist may possess under this Agreement, provided that City shall not use Artist’s logo, if any, for any purpose without the express, written permission of Artist. D. Use of City’s name. City hereby conveys to Artist permission to use City’s name for purposes of advertising, marketing, and public information, without violation of City’s rights of privacy or any other rights City may possess under this Agreement, provided that Artist shall not use City’s logo for any purpose without the express, written permission of the Mayor’s Chief of Staff. E. Removal of artwork by City. City shall have the right to remove Artist’s artwork from public display at any time and for any reason. Such removal may be temporary or permanent in nature. Where such artwork is or is intended to be removed from public display for longer than forty-eight (48) hours, City shall notify Artist in the manner set forth herein. While it is intended that Artist’s artwork will be displayed in Initial Point Gallery for the period set forth herein, this period may be shortened by City for any reason, without notice to the Artist. F. Removal of artwork by Artist. Artist shall coordinate with the Arts & Culture Specialist the removal, replacement, and/or substitution of any and all artwork prior to such activity, whether such activity is necessary due to the sale of a piece or for any other reason. G. Simultaneous display. City may elect to display the work of more than one Artist or Organization in Initial Point Gallery at any time, at the City’s sole discretion. The manner and arrangement of the display(s) in Initial Point Gallery shall be determined by the Arts & Culture Specialist. ACCEPTANCE AGREEMENT – INITIAL POINT GALLERY DISPLAY PAGE 4 VI. INDEMNIFICATION , WAIVER , AND INSURANCE . A. Indemnification. Artist shall, and hereby does, 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 invitees. B. Waiver. Artist shall, and hereby does, waive 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 the tortious conduct of City or its officers, agents or employees. C. Insurance Artist’s responsibility. City shall not provide insurance to cover loss, theft, or damage of artwork displayed in Initial Point Gallery or to cover any activity undertaken by Artist in the furtherance of Artists’ rights or obligations described herein. Insurance of the artwork; of the Artist’s person, property, or interests; and/or of the Artist’s employees or agents shall be the sole responsibility of Artist. Artist shall obtain all necessary insurance as may be required in order to protect Artist’s insurable interests for its rights and obligations described within this Agreement, including, but not limited to, liability insurance, automobile insurance, worker’s compensation insurance, and/or insurance of the artwork to be displayed in Initial Point Gallery. Artist shall bear any and all risks of, and actual, loss of, theft of, and/or damage to the artwork prepared for, transported to, transported from, installed or hung in, and/or displayed in Initial Point Gallery. VII. TERMINATION . A. Termination for cause. If City determines that Artist has failed to comply with or is in default of 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 providing written notice to the defaulting party of its intent to terminate, and shall specify the grounds for termination. The defaulting party shall have two (2) calendar days, not including Sundays or federal holidays, after the other party mails such notice to cure the default. If the default is not cured within such period, this Agreement shall be terminated immediately upon mailing of written notice of termination. B. Termination without cause. City may immediately terminate this Agreement for any reason at any time without prior notice to Artist. C. Termination upon death or incapacity of Artist. This Agreement shall automatically terminate upon the death or incapacity of Artist. ACCEPTANCE AGREEMENT – INITIAL POINT GALLERY DISPLAY PAGE 5 D. Non-waiver. 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. GENERAL PROVISIONS . A. Relationship of Parties. It is the express intention of Parties that Artist is an independent party and not an employee, agent, joint venturer, or partner of City. 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 official, 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. B. Compliance with law. Throughout the course of this Agreement, Artist shall comply with any and all applicable federal, state, and local laws. C. Non-Discrimination. In fulfilling or exercising any right or obligation under 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 disability. D. 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, and whether previous to the execution hereof or contemporaneous herewith. The terms of this Agreement may not be enlarged, modified or altered except upon written agreement signed by both parties hereto. E. 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. F. 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. G. 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. H. Successors and assigns. 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 subcontract or assign obligations that do not require Artist’s artistic talent or expertise. 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. I. Notice. Any and all notice required to be provided by the Parties hereto, unless otherwise stated in this Agreement, shall be in writing and shall be deemed communicated upon mailing by United States Mail, addressed as follows: Artist: City Naomi Elton Hillary Bodnar 2906 W. Val Vista Arts & Culture Specialist Meridian ID 83642 33 E. Broadway Ave. Meridian ID 83642 Either party may change its respective mailing address by giving written notice of such change in the manner herein provided. J. City Council approval required. The validity of this Agreement shall be expressly conditioned upon City Council action approving the Agreement. Execution of this Agreement 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 Agreement on the Effective Date written above. ARTIST: Naomi Elton CITY OF MERI IAN: BY: CGU�Gi L �cea bell, Attest: C. ay dles, City Cleric ACCEPTANCE AGREEMENT — INITIAL POINT GALLERY DISPLAY PAGE 6 ACCEPTANCE AGREEMENT – INITIAL POINT GALLERY DISPLAY PAGE 7 EXHIBIT A CALL TO ARTISTS Call for Artists: 2017 INITIAL POINT GALLERY SERIES OVERVIEW: The Meridian Arts Commission (MAC) seeks proposals for the display of two-dimensional and/or three-dimensional artwork as part of the 2017 Initial Point Gallery Series, a series of one-month exhibitions in Initial Point Gallery. Initial Point Gallery is located on the third floor of Meridian City Hall (33 E. Broadway Avenue, Meridian, Idaho), and is open to the public during City working hours. Initial Point Gallery provides about 100 feet of total wall space for hanging two-dimensional artwork, and four enclosed display cases for three-dimensional artwork. MAC requests that artists voluntarily donate to MAC 20% of proceeds from sales of art displayed in Initial Point Gallery. ELIGIBILITY: Two-dimensional works displayed in Initial Point Gallery must be comprised of professional-quality, ready-to-hang, original art. Selectees must fill all or half of the gallery. Three-dimensional works may be of any medium, but must fit within the four supplied display cases. No artwork will be displayed which: cannot be safely hung or displayed using the gallery’s equipment; requires unusual maintenance, handling, or security; or is disruptive or likely to offend the sensibilities of the general public. Each piece to be displayed will be evaluated for its compliance with these general requirements. Selectees will be required to pay a $35 gallery maintenance fee and enter into an Acceptance Agreement with the City setting forth specific conditions of display. Selectees and invitees may reapply annually and if selected again, 75% of the display must be artwork that has not been previously displayed in Initial Point Gallery. Small, informal groups of 2-4 artists are encouraged to propose an exhibition including all artists’ work. PROPOSAL REQUIREMENTS: Artists or organizations wishing to display work in the 2017 Initial Point Gallery Series must provide the following materials and information to MAC via email in order to be considered for selection. Completed, signed Application & Acknowledgements form; Letter of intent, including biography of the artist(s) or informational statement regarding organization; 250-word informational paragraph about the artist or organization (for use in gallery publicity if selected); and Five (5) digital images representational of the works proposed for display (for organizations, each image must be of a different artist’s work); and $35 gallery maintenance fee, upon acceptance. (nonrefundable) Details and forms are available at the City’s website, http://www.meridiancity.org or upon request. Limited assistance producing digital images may be available upon request. Materials submitted will not be returned. DEADLINE: To be considered, all proposals must be received by MAC by 5:00 p.m. on Friday, October 7, 2016. SELECTION PROCESS: The selection of art for the 2017 Initial Point Gallery Series will be made by MAC. MAC will notify selectees by email. In evaluating eligible proposals, the following factors will be considered: Proposal’s adherence to the Call for Artists; Quality of work; Appropriateness of subject and concept for a functioning government workplace; Consistency with City policy and community values; and Contribution to aesthetic and cultural atmosphere of Meridian City Hall. RESOURCES PROVIDED UPON SELECTION: Following selection, s electees will be required to pay a $35 gallery maintenance fee and enter into an Acceptance Agreement with the City setting forth specific conditions of display. The City of Meridian will provide selected artists/ organizations with the following resources: Volunteers to assist artist/organization with installing and removing each piece of artwork; Track system for hanging 2D art and four enclosed pedestals for 3D art; Space for artist information and/or an information board; and Limited publicity of the exhibit through City contacts, local media, and other informational forums. CONTACT MAC: mac@meridiancity.org ACCEPTANCE AGREEMENT – INITIAL POINT GALLERY DISPLAY PAGE 9 EXHIBIT B ARTIST ’S PROPOSAL Application & Acknowledgments: 2017 INITIAL POINT GALLERY SERIES APPLICANT CONTACT INFORMATION Check one: I am submitting this application as an individual. I am submitting this application for this organization: I am submitting this application for an informal group: Applicant: Applicant E-mail: Mailing Address: Physical Address: Applicant Phone: Day: Evening: Cell: APPLICATION OVERVIEW: Check all that apply: I/we propose to fill one half of Initial Point Gallery with two-dimensional artwork. I/we propose to fill the entire Initial Point Gallery with two-dimensional artwork. I/we propose to fill 1 2 3 4 of the display cases with 3D artwork Number of 2D pieces: Average size of 2D pieces: Number of 3D pieces: Average size of 3D pieces: Proposed title or theme of show: APPLICATION MATERIALS: All materials must be received via email to mac@meridiancity.org Completed, signed Application & Acknowledgements Form . (Informal groups: each artist must sign separate form.) Biography of artist or informational statement regarding organization, no longer than one 8½ x 11” page; A letter of intent, describing: a. Artist/Organization/Group’s vision for and/or theme of the proposed display; b. Number, dimensions, prices, and medium or media utilized in the works to be displayed; c. Any publicity that the Artist/Organization/Group plans to undertake if selected; and/or d. Any atypical issues or challenges regarding hanging or display of the works proposed for display. Up to five digital images of work representational of the artist’s/organization/group’s work in .jpg format. DISPLAY INFORMATION: Initial Point Gallery is equipped with a track system for hanging two-dimensional artwork. Two-dimensional artwork will be hung from cables, using hooks, and therefore must be equipped with two D rings (fig. 1) on the side rails on the back of the frame (fig. 2). The inside of each D ring must allow a space of at least one-quarter inch (¼”) for insertion of the hooks; any wire constricting this space must be removed. The D rings should be approximately a quarter of the distance of the total frame height from the top of the frame in order to avoid slanting away from the wall. Wires, eyehooks, and clip frames may not be used for hanging. Initial Point Gallery also provides four display cases, each with different dimensions (fig. 3), for displaying three-dimensional artwork. FIG. 1. D RING FIG. 2. BACK OF FRAME FIG. 3. 3D ART DISPLAY CASES The 4 C’s Carol Elliott Smith 4225 N. Edwards kgcjsmith@cableone.net 4225 N. Edwards 208-340-2151 ACKNOWLEDGMENTS: I, _Jane Wilson__________________, hereby acknowledge the following stipulations and agree that if this proposal is selected for display at Initial Point Gallery, such display shall occur subject to these general terms and conditions, as well as subject to other specific terms and conditions that shall be set forth in a separate, written Acceptance Agreement between myself and the City of Meridian. I specifically acknowledge that: __jw A. Before my work will be displayed in Initial Point Gallery, I will be required to pay a $35 acceptance INITIAL fee via cash, check, or money order, enter into an Acceptance Agreement with the City of Meridian establishing the specific terms and conditions of the display of the particular works displayed. __jw B. If my work is selected for display in Initial Point Gallery, the City of Meridian and its agents will INITIAL exercise professional care in handling and securing all artwork displayed in Initial Point Gallery, but cannot and will not assume liability for any loss or damage. __jw C. Any insurance of the artwork displayed in Initial Point Gallery shall be the sole responsibility of the INITIAL artist. The City of Meridian shall not provide insurance to cover loss, theft, or damage of artwork displayed in Initial Point Gallery. __jw D. While artwork displayed in Initial Point Gallery may be passively offered for sale by means of an INITIAL informational table, board, or handout as provided or allowed by the City of Meridian, no piece displayed in Initial Point Gallery may have a visible price tag. __jw E. While it is intended that each exhibit in Initial Point Gallery will be displayed for a one- to three- INITIAL month period, this period by be shortened by the City of Meridian for any reason, without notice to the artist or organization. __jw F. The City may display the work of more than one artist or organization in Initial Point Gallery at any INITIAL time, at the City’s sole discretion. __jw G. Artwork submitted for display in Initial Point Gallery must be original works conceived and created INITIAL by the artist (or by artist members of the organization or group) submitting this application. __jw H. The opening night reception is scheduled by MAC; though a table and minimal staff/volunteer support INITIAL will be provided, I understand that I am the host and as such will be primarily responsible for any and all reception invitations, publicity, refreshments, music, set up, tear-down, and clean-up. __jw I. Meridian City Hall is primarily a place of public business and Initial Point Gallery is a public place. The INITIAL City seeks to encourage artistic expression and public dialogue, but must simultaneously ensure that City Hall is a place where citizens, employees, and visitors of diverse ages and perspectives feel welcome and comfortable. To this end, only artists and artwork meeting the eligibility standards described in the Call for Artists and following the terms set forth in the Acceptance Agreement shall be displayed in Initial Point Gallery. I do acknowledge and understand each and all of the foregoing stipulations and do agree to these general terms and conditions. Signature: __Jane K. Wilson_____________________ Print name: __Jane K. Wilson______________ * Parent Signature - If Applicant is Under 18: ______________________________________________ Date: __October 5, 2016_______________ To propose an exhibition in Initial Point Gallery, please submit this Application and Acknowledgements form, completed in full, with the required materials, via e-mail to: mac@meridiancity.org Letter of Intent Letter of Intent for Informal Group Show at Initial Point Gallery 2017 The 4 C’s is an informal group of 4 artists who have been sharing their work (usually monthly) in an effort to motivate and encourage each other. The name 4 C’s was meant lightheartedly to stand for “Creative Critique Coffee Club” since we usually ended up at a coffee shop—lately though we have been meeting at a tea shop. Constructive suggestions are shared and support is given. We have come to know each other’s goals and have shared each other’s concerns. We propose to have approximately 9 paintings to show from each of the four artists in our group and since one of our group, Jane Wilson is a clay sculptor she would also be showing her 3 D art. Our group consists of Naomi Elton, Joyce Green, Carol Elliott Smith, and Jane Wilson. We are all painters in watercolor, and several of us also use oils and acrylics. Some work is collaged and has texture. Jane Wilson also works in clay sculpting. We have all been involved with making art for many years and we are all members of the Idaho Watercolor Society. Our work is varied, and our show is proposed to be varied as well. We would like to show work that we have all completed recently since we have been meeting and sharing each other’s work. We would like to have the show hung with our work intermingled and not have it sectioned off by artist. We have full sheet paintings that would be approximately 40 inches by 30 inches, and paintings that are smaller such as 28 by 20 and some smaller work as well. All would be framed. There are also some works that are on media other than paper, such as being painted on wood. Jane Wilson would be able to fill all 4 of the 3D cases. Our subject matter is mainly representational, with some abstraction. Some works are wholly imaginary and others are taken from life that we see around us. Thanks for your consideration. Joyce Green Biography: Originally from Minnesota, Joyce Green has been a professional artist for over thirty years. She is a signature member of American Watercolor Society (New York), The National Watercolor Society, The Transparent Watercolor Society of America ,and Watercolor West. She has had works selected for exhibition in the the Northwest Watercolor Society, Rocky Mountain Watermedia, Western Federation of Watercolor Societies, and many regional venues. Her work has won numerous awards, including four “Best of Show” honors. She is a distinguished merit member and past president of the Idaho Watercolor Society. She holds degrees in fine arts from the University of Minnesota, Duluth, and the University of Arizona, and has held professional po -sitions in art education and in art museums in Ohio and Arizona prior to moving to Idaho, where she has resided for over 30 years. Carol Smith Biography: Carol was born in Boise, grew up and was educated in Pocatello at Idaho State Univer-sity with a BA in Art. She has loved working in art for most of her life and has been doing watercolor since 1979. She has been a member of the IWS since 1987 or so. She is a Distinguished Merit Member of IWS having been selected for awards for 3 or more annual shows. She has taken many workshops from both local and national art-ists and she enjoys painting both local scenes and scenes from traveling. Jane Wilson Biography: Art has always been a fundamental part of my life. I have been painting and drawing since childhood and formed a love of ceramics while in college. I hold a bachelors de-gree from Washington State University in Art Education and a masters in Art Educa-tion from Boise State University. In additional to creating my own personal art works I have been involved in the arts in the classroom at Bishop Kelly High School for thirty five years. I am currently a member of both the Idaho Watercolor Society and Treasure Valley Art Alliance. ACCEPTANCE AGREEMENT: DISPLAY OF ARTWORK IN INITIAL POINT GALLERY, MERIDIAN CITY HALL This ACCEPTANCE AGREEMENT: DISPLAY OF ARTWORK IN INITIAL POINT GALLERY, MERIDIAN CITY HALL ("Agreement") is made on the J7 day of �UG�, 2017 ("Effective Date"), by and between the City of Meridian, a municipal corporation a organized under the laws of the State of Idaho ("City"), and Carol Smith, an individual person ("Artist"). (City and Artist may hereinafter be collectively referred to as "Parties.") WHEREAS, the City desires that public art will be a component of Meridian City Hall and to that end, the Meridian Arts Commission issued the Call to Artists attached hereto as Exhibit A, seeking proposals for the display of artwork in Initial Point Gallery, an art gallery on the third floor of Meridian City Hall, the address of which is 33 E. Broadway Ave., Meridian, Idaho ("Initial Point Gallery"); WHEREAS, in response to the Call to Artists, Artist did submit a proposal, comprised of the materials attached hereto as Exhibit B ("Proposal"), for the display of artwork in Initial Point Gallery; WHEREAS, on November 10, 2016, the Meridian Arts Commission ("Commission") reviewed the responses to the Call to Artists, selected Artist's work for display based on the Proposal, and recommended to the Meridian City Council that Artist's artwork, as depicted in the Proposal, be displayed in Initial Point Gallery; WHEREAS, at its regular meeting on December 6, 2016, the Meridian City Council adopted such recommendation and directed the Commission to work with Artist to establish a display of Artist's artwork in Initial Point Gallery; and WHEREAS, the Parties acknowledge that Meridian City Hall is primarily a place of public business, that Initial Point Gallery is a public place, and that while the City seeks to encourage artistic expression and public dialogue, the City must simultaneously ensure that Meridian City Hall is a place where citizens, employees, and visitors of diverse ages and perspectives feel welcome and comfortable; 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 personally deliver to Initial Point Gallery, on April 28, 2017, at such time as is specified by the Arts & Culture Specialist, artwork which shall substantially conform to the description of such artwork set forth in Exhibit B hereto. Artist shall be responsible for hanging such artwork on April 28, 2017, at the direction of the Arts & Culture Specialist; shall allow the display of such work in Initial Point Gallery from April 28, 2017 through June 1, 2017, in accordance with the terms of this Agreement; and shall be responsible for removal of such artwork on June 2, 2017, at such time as is specified by the Arts & Culture Specialist. ACCEPTANCE AGREEMENT - INITIAL POINT GALLERY DISPLAY PAGE 1 ACCEPTANCE AGREEMENT – INITIAL POINT GALLERY DISPLAY PAGE 2 II. COMPENSATION AND SALE OF ARTWORK . A. No compensation. Artist shall display Artist’s artwork in Initial Point Gallery at the pleasure of the Meridian City Council. City shall not provide compensation to Artist for services, work, and/or any activity undertaken pursuant to or related to this Agreement. B. Sale of artwork. Artist may, at the direction of and in the manner established by the Arts & Culture Specialist, passively offer the artwork on display in Initial Point Gallery for sale. No price shall be displayed on or be proximate to any piece on display in Initial Point Gallery. City personnel shall not facilitate in any way the sale of Artist’s work; any transaction related to the sale of artwork shall be handled solely by Artist. Artist acknowledges the Commission’s request that Artist voluntarily donate to the Commission twenty percent (20%) of proceeds from any artwork sold due to its display in Initial Point Gallery. Upon the sale of a piece of artwork on display in Initial Point Gallery, Artist may remove such artwork from the Gallery, provided that Artist replaces the removed piece with another piece of artwork within twenty-four (24) hours of such removal. Artist shall coordinate the removal, replacement, and/or substitution of any and all artwork with the Arts & Culture Specialist prior to such activity. III. TIME OF PERFORMANCE . Artist shall provide services described in this Agreement in a timely manner, as described herein. Artist acknowledges and agrees 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 default of this Agreement. IV. INSTALLATION . A. Coordination with Curator. Prior to the installation, removal, replacement, and/or substitution of the display in Initial Point Gallery or any portion or component thereof, Artist shall coordinate any and all such activity with the Gallery Curator. Artist shall be responsible for contacting the Gallery Curator between February 28, 2017 and March 28, 2017 to confirm details regarding the installation, removal, publicity, and promotion of the exhibit . Artist’s failure to affirmatively contact the Gallery Curator as required by this paragraph shall constitute a default of this Agreement. B. Inspection of display. Prior to or after installation, the Arts & Culture Specialist and/or the City may inspect and/or review the artwork proposed by Artist for display in Initial Point Gallery to ensure compliance with all criteria set forth in the Call to Artists attached hereto as Exhibit A , and the Application and Acknowledgements Form attached hereto in Exhibit B , as well as to ensure that such artwork may be safely and appropriately displayed in Initial Point Gallery. If the Arts & Culture Specialist or the City concludes that the display or any portion or component thereof does not meet the criteria set forth in Exhibits A and B, does not reflect artwork as described and depicted in the Proposal set forth in Exhibit B , or cannot be safely and/or appropriately displayed in Initial Point Gallery, the Arts & Culture Specialist or the City may require the immediate removal of such artwork from Initial Point Gallery. Further, the Arts & Culture Specialist or the City ACCEPTANCE AGREEMENT – INITIAL POINT GALLERY DISPLAY PAGE 3 may require the immediate removal of such artwork from Initial Point Gallery where such removal serves the best interest of the City. V. DISPLAY . A. Original artwork. Artist warrants that any and all artwork provided by Artist for display in Initial Point Gallery shall be, and is, original work conceived and created by Artist. B. Photographs of artwork. City may photograph the artwork displayed in Initial Point Gallery, as City may desire for purposes of advertising, marketing, and public information. Where practicable and to the extent of City’s authority, Artist shall be acknowledged on each such photograph to be the creator of the original subject thereof, provided that photographic reproductions of artwork shall not be identified as or represented to be the finished artwork. C. Use of Artist’s name. Artist hereby conveys to City permission to use Artist’s name for purposes of advertising, marketing, and public information, without violation of Artist’s rights of privacy or any other rights Artist may possess under this Agreement, provided that City shall not use Artist’s logo, if any, for any purpose without the express, written permission of Artist. D. Use of City’s name. City hereby conveys to Artist permission to use City’s name for purposes of advertising, marketing, and public information, without violation of City’s rights of privacy or any other rights City may possess under this Agreement, provided that Artist shall not use City’s logo for any purpose without the express, written permission of the Mayor’s Chief of Staff. E. Removal of artwork by City. City shall have the right to remove Artist’s artwork from public display at any time and for any reason. Such removal may be temporary or permanent in nature. Where such artwork is or is intended to be removed from public display for longer than forty-eight (48) hours, City shall notify Artist in the manner set forth herein. While it is intended that Artist’s artwork will be displayed in Initial Point Gallery for the period set forth herein, this period may be shortened by City for any reason, without notice to the Artist. F. Removal of artwork by Artist. Artist shall coordinate with the Arts & Culture Specialist the removal, replacement, and/or substitution of any and all artwork prior to such activity, whether such activity is necessary due to the sale of a piece or for any other reason. G. Simultaneous display. City may elect to display the work of more than one Artist or Organization in Initial Point Gallery at any time, at the City’s sole discretion. The manner and arrangement of the display(s) in Initial Point Gallery shall be determined by the Arts & Culture Specialist. ACCEPTANCE AGREEMENT – INITIAL POINT GALLERY DISPLAY PAGE 4 VI. INDEMNIFICATION , WAIVER , AND INSURANCE . A. Indemnification. Artist shall, and hereby does, 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 invitees. B. Waiver. Artist shall, and hereby does, waive 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 the tortious conduct of City or its officers, agents or employees. C. Insurance Artist’s responsibility. City shall not provide insurance to cover loss, theft, or damage of artwork displayed in Initial Point Gallery or to cover any activity undertaken by Artist in the furtherance of Artists’ rights or obligations described herein. Insurance of the artwork; of the Artist’s person, property, or interests; and/or of the Artist’s employees or agents shall be the sole responsibility of Artist. Artist shall obtain all necessary insurance as may be required in order to protect Artist’s insurable interests for its rights and obligations described within this Agreement, including, but not limited to, liability insurance, automobile insurance, worker’s compensation insurance, and/or insurance of the artwork to be displayed in Initial Point Gallery. Artist shall bear any and all risks of, and actual, loss of, theft of, and/or damage to the artwork prepared for, transported to, transported from, installed or hung in, and/or displayed in Initial Point Gallery. VII. TERMINATION . A. Termination for cause. If City determines that Artist has failed to comply with or is in default of 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 providing written notice to the defaulting party of its intent to terminate, and shall specify the grounds for termination. The defaulting party shall have two (2) calendar days, not including Sundays or federal holidays, after the other party mails such notice to cure the default. If the default is not cured within such period, this Agreement shall be terminated immediately upon mailing of written notice of termination. B. Termination without cause. City may immediately terminate this Agreement for any reason at any time without prior notice to Artist. C. Termination upon death or incapacity of Artist. This Agreement shall automatically terminate upon the death or incapacity of Artist. ACCEPTANCE AGREEMENT – INITIAL POINT GALLERY DISPLAY PAGE 5 D. Non-waiver. 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. GENERAL PROVISIONS . A. Relationship of Parties. It is the express intention of Parties that Artist is an independent party and not an employee, agent, joint venturer, or partner of City. 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 official, 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. B. Compliance with law. Throughout the course of this Agreement, Artist shall comply with any and all applicable federal, state, and local laws. C. Non-Discrimination. In fulfilling or exercising any right or obligation under 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 disability. D. 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, and whether previous to the execution hereof or contemporaneous herewith. The terms of this Agreement may not be enlarged, modified or altered except upon written agreement signed by both parties hereto. E. 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. F. 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. G. 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. H. Successors and assigns. 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 subcontract or assign obligations that do not require Artist’s artistic talent or expertise. 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. I. Notice. Any and all notice required to be provided by the Parties hereto, unless otherwise stated in this Agreement, shall be in writing and shall be deemed communicated upon mailing by United States Mail, addressed as follows: Artist: Carol Smith 4225 N. Edwards Street Boise ID 83703 CCity Hillary Bodnar Arts & Culture Specialist 33 E. Broadway Ave. Meridian ID 83642 Either party may change its respective mailing address by giving written notice of such change in the manner herein provided. I City Council approval required. The validity of this Agreement shall be expressly conditioned upon City Council action approving the Agreement. Execution of this Agreement 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 Agreement on the Effective Date written above. ARTIST: Carol Smith \�GORPORgtFO CITY OF MERIDI N: 151 m �l o BY: �OrRFASUREVP�'��-1 Attest: City Clerk ACCEPTANCE AGREEMENT -- INITIAL POINT GALLERY DISPLAY PAGE 6 ACCEPTANCE AGREEMENT – INITIAL POINT GALLERY DISPLAY PAGE 7 EXHIBIT A CALL TO ARTISTS Call for Artists: 2017 INITIAL POINT GALLERY SERIES OVERVIEW: The Meridian Arts Commission (MAC) seeks proposals for the display of two-dimensional and/or three-dimensional artwork as part of the 2017 Initial Point Gallery Series, a series of one-month exhibitions in Initial Point Gallery. Initial Point Gallery is located on the third floor of Meridian City Hall (33 E. Broadway Avenue, Meridian, Idaho), and is open to the public during City working hours. Initial Point Gallery provides about 100 feet of total wall space for hanging two-dimensional artwork, and four enclosed display cases for three-dimensional artwork. MAC requests that artists voluntarily donate to MAC 20% of proceeds from sales of art displayed in Initial Point Gallery. ELIGIBILITY: Two-dimensional works displayed in Initial Point Gallery must be comprised of professional-quality, ready-to-hang, original art. Selectees must fill all or half of the gallery. Three-dimensional works may be of any medium, but must fit within the four supplied display cases. No artwork will be displayed which: cannot be safely hung or displayed using the gallery’s equipment; requires unusual maintenance, handling, or security; or is disruptive or likely to offend the sensibilities of the general public. Each piece to be displayed will be evaluated for its compliance with these general requirements. Selectees will be required to pay a $35 gallery maintenance fee and enter into an Acceptance Agreement with the City setting forth specific conditions of display. Selectees and invitees may reapply annually and if selected again, 75% of the display must be artwork that has not been previously displayed in Initial Point Gallery. Small, informal groups of 2-4 artists are encouraged to propose an exhibition including all artists’ work. PROPOSAL REQUIREMENTS: Artists or organizations wishing to display work in the 2017 Initial Point Gallery Series must provide the following materials and information to MAC via email in order to be considered for selection. Completed, signed Application & Acknowledgements form; Letter of intent, including biography of the artist(s) or informational statement regarding organization; 250-word informational paragraph about the artist or organization (for use in gallery publicity if selected); and Five (5) digital images representational of the works proposed for display (for organizations, each image must be of a different artist’s work); and $35 gallery maintenance fee, upon acceptance. (nonrefundable) Details and forms are available at the City’s website, http://www.meridiancity.org or upon request. Limited assistance producing digital images may be available upon request. Materials submitted will not be returned. DEADLINE: To be considered, all proposals must be received by MAC by 5:00 p.m. on Friday, October 7, 2016. SELECTION PROCESS: The selection of art for the 2017 Initial Point Gallery Series will be made by MAC. MAC will notify selectees by email. In evaluating eligible proposals, the following factors will be considered: Proposal’s adherence to the Call for Artists; Quality of work; Appropriateness of subject and concept for a functioning government workplace; Consistency with City policy and community values; and Contribution to aesthetic and cultural atmosphere of Meridian City Hall. RESOURCES PROVIDED UPON SELECTION: Following selection, s electees will be required to pay a $35 gallery maintenance fee and enter into an Acceptance Agreement with the City setting forth specific conditions of display. The City of Meridian will provide selected artists/ organizations with the following resources: Volunteers to assist artist/organization with installing and removing each piece of artwork; Track system for hanging 2D art and four enclosed pedestals for 3D art; Space for artist information and/or an information board; and Limited publicity of the exhibit through City contacts, local media, and other informational forums. CONTACT MAC: mac@meridiancity.org ACCEPTANCE AGREEMENT – INITIAL POINT GALLERY DISPLAY PAGE 9 EXHIBIT B ARTIST ’S PROPOSAL Application & Acknowledgments: 2017 INITIAL POINT GALLERY SERIES APPLICANT CONTACT INFORMATION Check one: I am submitting this application as an individual. I am submitting this application for this organization: I am submitting this application for an informal group: Applicant: Applicant E-mail: Mailing Address: Physical Address: Applicant Phone: Day: Evening: Cell: APPLICATION OVERVIEW: Check all that apply: I/we propose to fill one half of Initial Point Gallery with two-dimensional artwork. I/we propose to fill the entire Initial Point Gallery with two-dimensional artwork. I/we propose to fill 1 2 3 4 of the display cases with 3D artwork Number of 2D pieces: Average size of 2D pieces: Number of 3D pieces: Average size of 3D pieces: Proposed title or theme of show: APPLICATION MATERIALS: All materials must be received via email to mac@meridiancity.org Completed, signed Application & Acknowledgements Form . (Informal groups: each artist must sign separate form.) Biography of artist or informational statement regarding organization, no longer than one 8½ x 11” page; A letter of intent, describing: a. Artist/Organization/Group’s vision for and/or theme of the proposed display; b. Number, dimensions, prices, and medium or media utilized in the works to be displayed; c. Any publicity that the Artist/Organization/Group plans to undertake if selected; and/or d. Any atypical issues or challenges regarding hanging or display of the works proposed for display. Up to five digital images of work representational of the artist’s/organization/group’s work in .jpg format. DISPLAY INFORMATION: Initial Point Gallery is equipped with a track system for hanging two-dimensional artwork. Two-dimensional artwork will be hung from cables, using hooks, and therefore must be equipped with two D rings (fig. 1) on the side rails on the back of the frame (fig. 2). The inside of each D ring must allow a space of at least one-quarter inch (¼”) for insertion of the hooks; any wire constricting this space must be removed. The D rings should be approximately a quarter of the distance of the total frame height from the top of the frame in order to avoid slanting away from the wall. Wires, eyehooks, and clip frames may not be used for hanging. Initial Point Gallery also provides four display cases, each with different dimensions (fig. 3), for displaying three-dimensional artwork. FIG. 1. D RING FIG. 2. BACK OF FRAME FIG. 3. 3D ART DISPLAY CASES The 4 C’s Carol Elliott Smith 4225 N. Edwards kgcjsmith@cableone.net 4225 N. Edwards 208-340-2151 ACKNOWLEDGMENTS: I, _Jane Wilson__________________, hereby acknowledge the following stipulations and agree that if this proposal is selected for display at Initial Point Gallery, such display shall occur subject to these general terms and conditions, as well as subject to other specific terms and conditions that shall be set forth in a separate, written Acceptance Agreement between myself and the City of Meridian. I specifically acknowledge that: __jw A. Before my work will be displayed in Initial Point Gallery, I will be required to pay a $35 acceptance INITIAL fee via cash, check, or money order, enter into an Acceptance Agreement with the City of Meridian establishing the specific terms and conditions of the display of the particular works displayed. __jw B. If my work is selected for display in Initial Point Gallery, the City of Meridian and its agents will INITIAL exercise professional care in handling and securing all artwork displayed in Initial Point Gallery, but cannot and will not assume liability for any loss or damage. __jw C. Any insurance of the artwork displayed in Initial Point Gallery shall be the sole responsibility of the INITIAL artist. The City of Meridian shall not provide insurance to cover loss, theft, or damage of artwork displayed in Initial Point Gallery. __jw D. While artwork displayed in Initial Point Gallery may be passively offered for sale by means of an INITIAL informational table, board, or handout as provided or allowed by the City of Meridian, no piece displayed in Initial Point Gallery may have a visible price tag. __jw E. While it is intended that each exhibit in Initial Point Gallery will be displayed for a one- to three- INITIAL month period, this period by be shortened by the City of Meridian for any reason, without notice to the artist or organization. __jw F. The City may display the work of more than one artist or organization in Initial Point Gallery at any INITIAL time, at the City’s sole discretion. __jw G. Artwork submitted for display in Initial Point Gallery must be original works conceived and created INITIAL by the artist (or by artist members of the organization or group) submitting this application. __jw H. The opening night reception is scheduled by MAC; though a table and minimal staff/volunteer support INITIAL will be provided, I understand that I am the host and as such will be primarily responsible for any and all reception invitations, publicity, refreshments, music, set up, tear-down, and clean-up. __jw I. Meridian City Hall is primarily a place of public business and Initial Point Gallery is a public place. The INITIAL City seeks to encourage artistic expression and public dialogue, but must simultaneously ensure that City Hall is a place where citizens, employees, and visitors of diverse ages and perspectives feel welcome and comfortable. To this end, only artists and artwork meeting the eligibility standards described in the Call for Artists and following the terms set forth in the Acceptance Agreement shall be displayed in Initial Point Gallery. I do acknowledge and understand each and all of the foregoing stipulations and do agree to these general terms and conditions. Signature: __Jane K. Wilson_____________________ Print name: __Jane K. Wilson______________ * Parent Signature - If Applicant is Under 18: ______________________________________________ Date: __October 5, 2016_______________ To propose an exhibition in Initial Point Gallery, please submit this Application and Acknowledgements form, completed in full, with the required materials, via e-mail to: mac@meridiancity.org Letter of Intent Letter of Intent for Informal Group Show at Initial Point Gallery 2017 The 4 C’s is an informal group of 4 artists who have been sharing their work (usually monthly) in an effort to motivate and encourage each other. The name 4 C’s was meant lightheartedly to stand for “Creative Critique Coffee Club” since we usually ended up at a coffee shop—lately though we have been meeting at a tea shop. Constructive suggestions are shared and support is given. We have come to know each other’s goals and have shared each other’s concerns. We propose to have approximately 9 paintings to show from each of the four artists in our group and since one of our group, Jane Wilson is a clay sculptor she would also be showing her 3 D art. Our group consists of Naomi Elton, Joyce Green, Carol Elliott Smith, and Jane Wilson. We are all painters in watercolor, and several of us also use oils and acrylics. Some work is collaged and has texture. Jane Wilson also works in clay sculpting. We have all been involved with making art for many years and we are all members of the Idaho Watercolor Society. Our work is varied, and our show is proposed to be varied as well. We would like to show work that we have all completed recently since we have been meeting and sharing each other’s work. We would like to have the show hung with our work intermingled and not have it sectioned off by artist. We have full sheet paintings that would be approximately 40 inches by 30 inches, and paintings that are smaller such as 28 by 20 and some smaller work as well. All would be framed. There are also some works that are on media other than paper, such as being painted on wood. Jane Wilson would be able to fill all 4 of the 3D cases. Our subject matter is mainly representational, with some abstraction. Some works are wholly imaginary and others are taken from life that we see around us. Thanks for your consideration. Joyce Green Biography: Originally from Minnesota, Joyce Green has been a professional artist for over thirty years. She is a signature member of American Watercolor Society (New York), The National Watercolor Society, The Transparent Watercolor Society of America ,and Watercolor West. She has had works selected for exhibition in the the Northwest Watercolor Society, Rocky Mountain Watermedia, Western Federation of Watercolor Societies, and many regional venues. Her work has won numerous awards, including four “Best of Show” honors. She is a distinguished merit member and past president of the Idaho Watercolor Society. She holds degrees in fine arts from the University of Minnesota, Duluth, and the University of Arizona, and has held professional po -sitions in art education and in art museums in Ohio and Arizona prior to moving to Idaho, where she has resided for over 30 years. Carol Smith Biography: Carol was born in Boise, grew up and was educated in Pocatello at Idaho State Univer-sity with a BA in Art. She has loved working in art for most of her life and has been doing watercolor since 1979. She has been a member of the IWS since 1987 or so. She is a Distinguished Merit Member of IWS having been selected for awards for 3 or more annual shows. She has taken many workshops from both local and national art-ists and she enjoys painting both local scenes and scenes from traveling. Jane Wilson Biography: Art has always been a fundamental part of my life. I have been painting and drawing since childhood and formed a love of ceramics while in college. I hold a bachelors de-gree from Washington State University in Art Education and a masters in Art Educa-tion from Boise State University. In additional to creating my own personal art works I have been involved in the arts in the classroom at Bishop Kelly High School for thirty five years. I am currently a member of both the Idaho Watercolor Society and Treasure Valley Art Alliance. ACCEPTANCE AGREEMENT: DISPLAY OF ARTWORK IN INITIAL POINT GALLERY, MERIDIAN CITY HALL This ACCEPTANCE AGREEMENT: DISPLAY OF ARTWORK IN INITIAL POINT GALLERY, MERIDIAN CITY HALL ("Agreement") is made on the J-7 day of —T4a _, 2017 ("Effective Date"), by and between the City of Meridian, a municipal corporation organized under the laws of the State of Idaho ("City"), and Jane Wilson, an individual person ("Artist"). (City and Artist may hereinafter be collectively referred to as "Parties.") WHEREAS, the City desires that public art will be a component of Meridian City Hall and to that end, the Meridian Arts Commission issued the Call to Artists attached hereto as Exhibit A, seeking proposals for the display of artwork in Initial Point Gallery, an art gallery on the third floor of Meridian City Hall, the address of which is 33 E. Broadway Ave., Meridian, Idaho ("Initial Point Gallery"); WHEREAS, in response to the Call to Artists, Artist did submit a proposal, comprised of the materials attached hereto as Exhibit B ("Proposal"), for the display of artwork in Initial Point Gallery; WHEREAS, on November 10, 2016, the Meridian Arts Commission ("Commission") reviewed the responses to the Call to Artists, selected Artist's work for display based on the Proposal, and recommended to the Meridian City Council that Artist's artwork, as depicted in the Proposal, be displayed in Initial Point Gallery; WHEREAS, at its regular meeting on December 6, 2016, the Meridian City Council adopted such recommendation and directed the Commission to work with Artist to establish a display of Artist's artwork in Initial Point Gallery; and WHEREAS, the Parties acknowledge that Meridian City Hall is primarily a place of public business, that Initial Point Gallery is a public place, and that while the City seeks to encourage artistic expression and public dialogue, the City must simultaneously ensure that Meridian City Hall is a place where citizens, employees, and visitors of diverse ages and perspectives feel welcome and comfortable; 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 personally deliver to Initial Point Gallery, on April 28, 2017, at such time as is specified by the Arts & Culture Specialist, artwork which shall substantially conform to the description of such artwork set forth in Exhibit B hereto. Artist shall be responsible for hanging such artwork on April 28, 2017, at the direction of the Arts & Culture Specialist; shall allow the display of such work in Initial Point Gallery from April 28, 2017 through June 1, 2017, in accordance with the terms of this Agreement; and shall be responsible for removal of such artwork on June 2, 2017, at such time as is specified by the Arts & Culture Specialist. ACCEPTANCE AGREEMENT - INITIAL POINT GALLERY DISPLAY PAGE 1 ACCEPTANCE AGREEMENT – INITIAL POINT GALLERY DISPLAY PAGE 2 II. COMPENSATION AND SALE OF ARTWORK . A. No compensation. Artist shall display Artist’s artwork in Initial Point Gallery at the pleasure of the Meridian City Council. City shall not provide compensation to Artist for services, work, and/or any activity undertaken pursuant to or related to this Agreement. B. Sale of artwork. Artist may, at the direction of and in the manner established by the Arts & Culture Specialist, passively offer the artwork on display in Initial Point Gallery for sale. No price shall be displayed on or be proximate to any piece on display in Initial Point Gallery. City personnel shall not facilitate in any way the sale of Artist’s work; any transaction related to the sale of artwork shall be handled solely by Artist. Artist acknowledges the Commission’s request that Artist voluntarily donate to the Commission twenty percent (20%) of proceeds from any artwork sold due to its display in Initial Point Gallery. Upon the sale of a piece of artwork on display in Initial Point Gallery, Artist may remove such artwork from the Gallery, provided that Artist replaces the removed piece with another piece of artwork within twenty-four (24) hours of such removal. Artist shall coordinate the removal, replacement, and/or substitution of any and all artwork with the Arts & Culture Specialist prior to such activity. III. TIME OF PERFORMANCE . Artist shall provide services described in this Agreement in a timely manner, as described herein. Artist acknowledges and agrees 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 default of this Agreement. IV. INSTALLATION . A. Coordination with Curator. Prior to the installation, removal, replacement, and/or substitution of the display in Initial Point Gallery or any portion or component thereof, Artist shall coordinate any and all such activity with the Gallery Curator. Artist shall be responsible for contacting the Gallery Curator between February 28, 2017 and March 28, 2017 to confirm details regarding the installation, removal, publicity, and promotion of the exhibit . Artist’s failure to affirmatively contact the Gallery Curator as required by this paragraph shall constitute a default of this Agreement. B. Inspection of display. Prior to or after installation, the Arts & Culture Specialist and/or the City may inspect and/or review the artwork proposed by Artist for display in Initial Point Gallery to ensure compliance with all criteria set forth in the Call to Artists attached hereto as Exhibit A , and the Application and Acknowledgements Form attached hereto in Exhibit B , as well as to ensure that such artwork may be safely and appropriately displayed in Initial Point Gallery. If the Arts & Culture Specialist or the City concludes that the display or any portion or component thereof does not meet the criteria set forth in Exhibits A and B, does not reflect artwork as described and depicted in the Proposal set forth in Exhibit B , or cannot be safely and/or appropriately displayed in Initial Point Gallery, the Arts & Culture Specialist or the City may require the immediate removal of such artwork from Initial Point Gallery. Further, the Arts & Culture Specialist or the City ACCEPTANCE AGREEMENT – INITIAL POINT GALLERY DISPLAY PAGE 3 may require the immediate removal of such artwork from Initial Point Gallery where such removal serves the best interest of the City. V. DISPLAY . A. Original artwork. Artist warrants that any and all artwork provided by Artist for display in Initial Point Gallery shall be, and is, original work conceived and created by Artist. B. Photographs of artwork. City may photograph the artwork displayed in Initial Point Gallery, as City may desire for purposes of advertising, marketing, and public information. Where practicable and to the extent of City’s authority, Artist shall be acknowledged on each such photograph to be the creator of the original subject thereof, provided that photographic reproductions of artwork shall not be identified as or represented to be the finished artwork. C. Use of Artist’s name. Artist hereby conveys to City permission to use Artist’s name for purposes of advertising, marketing, and public information, without violation of Artist’s rights of privacy or any other rights Artist may possess under this Agreement, provided that City shall not use Artist’s logo, if any, for any purpose without the express, written permission of Artist. D. Use of City’s name. City hereby conveys to Artist permission to use City’s name for purposes of advertising, marketing, and public information, without violation of City’s rights of privacy or any other rights City may possess under this Agreement, provided that Artist shall not use City’s logo for any purpose without the express, written permission of the Mayor’s Chief of Staff. E. Removal of artwork by City. City shall have the right to remove Artist’s artwork from public display at any time and for any reason. Such removal may be temporary or permanent in nature. Where such artwork is or is intended to be removed from public display for longer than forty-eight (48) hours, City shall notify Artist in the manner set forth herein. While it is intended that Artist’s artwork will be displayed in Initial Point Gallery for the period set forth herein, this period may be shortened by City for any reason, without notice to the Artist. F. Removal of artwork by Artist. Artist shall coordinate with the Arts & Culture Specialist the removal, replacement, and/or substitution of any and all artwork prior to such activity, whether such activity is necessary due to the sale of a piece or for any other reason. G. Simultaneous display. City may elect to display the work of more than one Artist or Organization in Initial Point Gallery at any time, at the City’s sole discretion. The manner and arrangement of the display(s) in Initial Point Gallery shall be determined by the Arts & Culture Specialist. ACCEPTANCE AGREEMENT – INITIAL POINT GALLERY DISPLAY PAGE 4 VI. INDEMNIFICATION , WAIVER , AND INSURANCE . A. Indemnification. Artist shall, and hereby does, 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 invitees. B. Waiver. Artist shall, and hereby does, waive 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 the tortious conduct of City or its officers, agents or employees. C. Insurance Artist’s responsibility. City shall not provide insurance to cover loss, theft, or damage of artwork displayed in Initial Point Gallery or to cover any activity undertaken by Artist in the furtherance of Artists’ rights or obligations described herein. Insurance of the artwork; of the Artist’s person, property, or interests; and/or of the Artist’s employees or agents shall be the sole responsibility of Artist. Artist shall obtain all necessary insurance as may be required in order to protect Artist’s insurable interests for its rights and obligations described within this Agreement, including, but not limited to, liability insurance, automobile insurance, worker’s compensation insurance, and/or insurance of the artwork to be displayed in Initial Point Gallery. Artist shall bear any and all risks of, and actual, loss of, theft of, and/or damage to the artwork prepared for, transported to, transported from, installed or hung in, and/or displayed in Initial Point Gallery. VII. TERMINATION . A. Termination for cause. If City determines that Artist has failed to comply with or is in default of 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 providing written notice to the defaulting party of its intent to terminate, and shall specify the grounds for termination. The defaulting party shall have two (2) calendar days, not including Sundays or federal holidays, after the other party mails such notice to cure the default. If the default is not cured within such period, this Agreement shall be terminated immediately upon mailing of written notice of termination. B. Termination without cause. City may immediately terminate this Agreement for any reason at any time without prior notice to Artist. C. Termination upon death or incapacity of Artist. This Agreement shall automatically terminate upon the death or incapacity of Artist. ACCEPTANCE AGREEMENT – INITIAL POINT GALLERY DISPLAY PAGE 5 D. Non-waiver. 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. GENERAL PROVISIONS . A. Relationship of Parties. It is the express intention of Parties that Artist is an independent party and not an employee, agent, joint venturer, or partner of City. 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 official, 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. B. Compliance with law. Throughout the course of this Agreement, Artist shall comply with any and all applicable federal, state, and local laws. C. Non-Discrimination. In fulfilling or exercising any right or obligation under 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 disability. D. 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, and whether previous to the execution hereof or contemporaneous herewith. The terms of this Agreement may not be enlarged, modified or altered except upon written agreement signed by both parties hereto. E. 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. F. 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. G. 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. H. Successors and assigns. 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 subcontract or assign obligations that do not require Artist’s artistic talent or expertise. 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. I. Notice. Any and all notice required to be provided by the Parties hereto, unless otherwise stated in this Agreement, shall be in writing and shall be deemed communicated upon mailing by United States Mail, addressed as follows: Artist: City Jane Wilson Hillary Bodnar 9440 W. Chadwick Arts & Culture Specialist Boise ID 83704 33 E. Broadway Ave. Meridian ID 83642 Either party may change its respective mailing address by giving written notice of such change in the manner herein provided. J. City Council approval required. The validity of this Agreement shall be expressly conditioned upon City Council action approving the Agreement. Execution of this Agreement 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 Agreement on the Effective Date written above. ARTIST: \NGOR a e Wilson CITY OFMERI AN: mr f`G� m J'� , o i A 4 BY: &&oA,at P4;YM xei eV Attest: ay es, City Clerk ACCEPTANCE AGREEMENT - INITIAL POINT GALLERY DISPLAY PAGE 6 ACCEPTANCE AGREEMENT – INITIAL POINT GALLERY DISPLAY PAGE 7 EXHIBIT A CALL TO ARTISTS Call for Artists: 2017 INITIAL POINT GALLERY SERIES OVERVIEW: The Meridian Arts Commission (MAC) seeks proposals for the display of two-dimensional and/or three-dimensional artwork as part of the 2017 Initial Point Gallery Series, a series of one-month exhibitions in Initial Point Gallery. Initial Point Gallery is located on the third floor of Meridian City Hall (33 E. Broadway Avenue, Meridian, Idaho), and is open to the public during City working hours. Initial Point Gallery provides about 100 feet of total wall space for hanging two-dimensional artwork, and four enclosed display cases for three-dimensional artwork. MAC requests that artists voluntarily donate to MAC 20% of proceeds from sales of art displayed in Initial Point Gallery. ELIGIBILITY: Two-dimensional works displayed in Initial Point Gallery must be comprised of professional-quality, ready-to-hang, original art. Selectees must fill all or half of the gallery. Three-dimensional works may be of any medium, but must fit within the four supplied display cases. No artwork will be displayed which: cannot be safely hung or displayed using the gallery’s equipment; requires unusual maintenance, handling, or security; or is disruptive or likely to offend the sensibilities of the general public. Each piece to be displayed will be evaluated for its compliance with these general requirements. Selectees will be required to pay a $35 gallery maintenance fee and enter into an Acceptance Agreement with the City setting forth specific conditions of display. Selectees and invitees may reapply annually and if selected again, 75% of the display must be artwork that has not been previously displayed in Initial Point Gallery. Small, informal groups of 2-4 artists are encouraged to propose an exhibition including all artists’ work. PROPOSAL REQUIREMENTS: Artists or organizations wishing to display work in the 2017 Initial Point Gallery Series must provide the following materials and information to MAC via email in order to be considered for selection. Completed, signed Application & Acknowledgements form; Letter of intent, including biography of the artist(s) or informational statement regarding organization; 250-word informational paragraph about the artist or organization (for use in gallery publicity if selected); and Five (5) digital images representational of the works proposed for display (for organizations, each image must be of a different artist’s work); and $35 gallery maintenance fee, upon acceptance. (nonrefundable) Details and forms are available at the City’s website, http://www.meridiancity.org or upon request. Limited assistance producing digital images may be available upon request. Materials submitted will not be returned. DEADLINE: To be considered, all proposals must be received by MAC by 5:00 p.m. on Friday, October 7, 2016. SELECTION PROCESS: The selection of art for the 2017 Initial Point Gallery Series will be made by MAC. MAC will notify selectees by email. In evaluating eligible proposals, the following factors will be considered: Proposal’s adherence to the Call for Artists; Quality of work; Appropriateness of subject and concept for a functioning government workplace; Consistency with City policy and community values; and Contribution to aesthetic and cultural atmosphere of Meridian City Hall. RESOURCES PROVIDED UPON SELECTION: Following selection, s electees will be required to pay a $35 gallery maintenance fee and enter into an Acceptance Agreement with the City setting forth specific conditions of display. The City of Meridian will provide selected artists/ organizations with the following resources: Volunteers to assist artist/organization with installing and removing each piece of artwork; Track system for hanging 2D art and four enclosed pedestals for 3D art; Space for artist information and/or an information board; and Limited publicity of the exhibit through City contacts, local media, and other informational forums. CONTACT MAC: mac@meridiancity.org ACCEPTANCE AGREEMENT – INITIAL POINT GALLERY DISPLAY PAGE 9 EXHIBIT B ARTIST ’S PROPOSAL Application & Acknowledgments: 2017 INITIAL POINT GALLERY SERIES APPLICANT CONTACT INFORMATION Check one: I am submitting this application as an individual. I am submitting this application for this organization: I am submitting this application for an informal group: Applicant: Applicant E-mail: Mailing Address: Physical Address: Applicant Phone: Day: Evening: Cell: APPLICATION OVERVIEW: Check all that apply: I/we propose to fill one half of Initial Point Gallery with two-dimensional artwork. I/we propose to fill the entire Initial Point Gallery with two-dimensional artwork. I/we propose to fill 1 2 3 4 of the display cases with 3D artwork Number of 2D pieces: Average size of 2D pieces: Number of 3D pieces: Average size of 3D pieces: Proposed title or theme of show: APPLICATION MATERIALS: All materials must be received via email to mac@meridiancity.org Completed, signed Application & Acknowledgements Form . (Informal groups: each artist must sign separate form.) Biography of artist or informational statement regarding organization, no longer than one 8½ x 11” page; A letter of intent, describing: a. Artist/Organization/Group’s vision for and/or theme of the proposed display; b. Number, dimensions, prices, and medium or media utilized in the works to be displayed; c. Any publicity that the Artist/Organization/Group plans to undertake if selected; and/or d. Any atypical issues or challenges regarding hanging or display of the works proposed for display. Up to five digital images of work representational of the artist’s/organization/group’s work in .jpg format. DISPLAY INFORMATION: Initial Point Gallery is equipped with a track system for hanging two-dimensional artwork. Two-dimensional artwork will be hung from cables, using hooks, and therefore must be equipped with two D rings (fig. 1) on the side rails on the back of the frame (fig. 2). The inside of each D ring must allow a space of at least one-quarter inch (¼”) for insertion of the hooks; any wire constricting this space must be removed. The D rings should be approximately a quarter of the distance of the total frame height from the top of the frame in order to avoid slanting away from the wall. Wires, eyehooks, and clip frames may not be used for hanging. Initial Point Gallery also provides four display cases, each with different dimensions (fig. 3), for displaying three-dimensional artwork. FIG. 1. D RING FIG. 2. BACK OF FRAME FIG. 3. 3D ART DISPLAY CASES The 4 C’s Carol Elliott Smith 4225 N. Edwards kgcjsmith@cableone.net 4225 N. Edwards 208-340-2151 ACKNOWLEDGMENTS: I, _Jane Wilson__________________, hereby acknowledge the following stipulations and agree that if this proposal is selected for display at Initial Point Gallery, such display shall occur subject to these general terms and conditions, as well as subject to other specific terms and conditions that shall be set forth in a separate, written Acceptance Agreement between myself and the City of Meridian. I specifically acknowledge that: __jw A. Before my work will be displayed in Initial Point Gallery, I will be required to pay a $35 acceptance INITIAL fee via cash, check, or money order, enter into an Acceptance Agreement with the City of Meridian establishing the specific terms and conditions of the display of the particular works displayed. __jw B. If my work is selected for display in Initial Point Gallery, the City of Meridian and its agents will INITIAL exercise professional care in handling and securing all artwork displayed in Initial Point Gallery, but cannot and will not assume liability for any loss or damage. __jw C. Any insurance of the artwork displayed in Initial Point Gallery shall be the sole responsibility of the INITIAL artist. The City of Meridian shall not provide insurance to cover loss, theft, or damage of artwork displayed in Initial Point Gallery. __jw D. While artwork displayed in Initial Point Gallery may be passively offered for sale by means of an INITIAL informational table, board, or handout as provided or allowed by the City of Meridian, no piece displayed in Initial Point Gallery may have a visible price tag. __jw E. While it is intended that each exhibit in Initial Point Gallery will be displayed for a one- to three- INITIAL month period, this period by be shortened by the City of Meridian for any reason, without notice to the artist or organization. __jw F. The City may display the work of more than one artist or organization in Initial Point Gallery at any INITIAL time, at the City’s sole discretion. __jw G. Artwork submitted for display in Initial Point Gallery must be original works conceived and created INITIAL by the artist (or by artist members of the organization or group) submitting this application. __jw H. The opening night reception is scheduled by MAC; though a table and minimal staff/volunteer support INITIAL will be provided, I understand that I am the host and as such will be primarily responsible for any and all reception invitations, publicity, refreshments, music, set up, tear-down, and clean-up. __jw I. Meridian City Hall is primarily a place of public business and Initial Point Gallery is a public place. The INITIAL City seeks to encourage artistic expression and public dialogue, but must simultaneously ensure that City Hall is a place where citizens, employees, and visitors of diverse ages and perspectives feel welcome and comfortable. To this end, only artists and artwork meeting the eligibility standards described in the Call for Artists and following the terms set forth in the Acceptance Agreement shall be displayed in Initial Point Gallery. I do acknowledge and understand each and all of the foregoing stipulations and do agree to these general terms and conditions. Signature: __Jane K. Wilson_____________________ Print name: __Jane K. Wilson______________ * Parent Signature - If Applicant is Under 18: ______________________________________________ Date: __October 5, 2016_______________ To propose an exhibition in Initial Point Gallery, please submit this Application and Acknowledgements form, completed in full, with the required materials, via e-mail to: mac@meridiancity.org Letter of Intent Letter of Intent for Informal Group Show at Initial Point Gallery 2017 The 4 C’s is an informal group of 4 artists who have been sharing their work (usually monthly) in an effort to motivate and encourage each other. The name 4 C’s was meant lightheartedly to stand for “Creative Critique Coffee Club” since we usually ended up at a coffee shop—lately though we have been meeting at a tea shop. Constructive suggestions are shared and support is given. We have come to know each other’s goals and have shared each other’s concerns. We propose to have approximately 9 paintings to show from each of the four artists in our group and since one of our group, Jane Wilson is a clay sculptor she would also be showing her 3 D art. Our group consists of Naomi Elton, Joyce Green, Carol Elliott Smith, and Jane Wilson. We are all painters in watercolor, and several of us also use oils and acrylics. Some work is collaged and has texture. Jane Wilson also works in clay sculpting. We have all been involved with making art for many years and we are all members of the Idaho Watercolor Society. Our work is varied, and our show is proposed to be varied as well. We would like to show work that we have all completed recently since we have been meeting and sharing each other’s work. We would like to have the show hung with our work intermingled and not have it sectioned off by artist. We have full sheet paintings that would be approximately 40 inches by 30 inches, and paintings that are smaller such as 28 by 20 and some smaller work as well. All would be framed. There are also some works that are on media other than paper, such as being painted on wood. Jane Wilson would be able to fill all 4 of the 3D cases. Our subject matter is mainly representational, with some abstraction. Some works are wholly imaginary and others are taken from life that we see around us. Thanks for your consideration. Joyce Green Biography: Originally from Minnesota, Joyce Green has been a professional artist for over thirty years. She is a signature member of American Watercolor Society (New York), The National Watercolor Society, The Transparent Watercolor Society of America ,and Watercolor West. She has had works selected for exhibition in the the Northwest Watercolor Society, Rocky Mountain Watermedia, Western Federation of Watercolor Societies, and many regional venues. Her work has won numerous awards, including four “Best of Show” honors. She is a distinguished merit member and past president of the Idaho Watercolor Society. She holds degrees in fine arts from the University of Minnesota, Duluth, and the University of Arizona, and has held professional po -sitions in art education and in art museums in Ohio and Arizona prior to moving to Idaho, where she has resided for over 30 years. Carol Smith Biography: Carol was born in Boise, grew up and was educated in Pocatello at Idaho State Univer-sity with a BA in Art. She has loved working in art for most of her life and has been doing watercolor since 1979. She has been a member of the IWS since 1987 or so. She is a Distinguished Merit Member of IWS having been selected for awards for 3 or more annual shows. She has taken many workshops from both local and national art-ists and she enjoys painting both local scenes and scenes from traveling. Jane Wilson Biography: Art has always been a fundamental part of my life. I have been painting and drawing since childhood and formed a love of ceramics while in college. I hold a bachelors de-gree from Washington State University in Art Education and a masters in Art Educa-tion from Boise State University. In additional to creating my own personal art works I have been involved in the arts in the classroom at Bishop Kelly High School for thirty five years. I am currently a member of both the Idaho Watercolor Society and Treasure Valley Art Alliance. ACCEPTANCE AGREEMENT: DISPLAY OF ARTWORK IN INITIAL POINT GALLERY, MERIDIAN CITY HALL This ACCEPTANCE AGREEMENT: DISPLAY OF ARTWORK IN INITIAL POINT GALLERY, MERIDIAN CITY HALL ("Agreement") is made on the 1-7- day ofV , 2017 ("Effective Date"), by and between the City of Meridian, a municipal corporation organized under the laws of the State of Idaho ("City"), and Dyan Ferren, an individual person ("Artist"). (City and Artist may hereinafter be collectively referred to as "Parties.") WHEREAS, the City desires that public art will be a component of Meridian City Hall and to that end, the Meridian Arts Commission issued the Call to Artists attached hereto as E,LhibitA, seeking proposals for the display of artwork in Initial Point Gallery, an art gallery on the third floor of Meridian City Hall, the address of which is 33 E. Broadway Ave., Meridian, Idaho ("Initial Point Gallery"); WHEREAS, in response to the Call to Artists, Artist did submit a proposal, comprised of the materials attached hereto as Exhibit B ("Proposal"), for the display of artwork in Initial Point Gallery; WHEREAS, on November 10, 2016, the Meridian Arts Commission ("Commission") reviewed the responses to the Call to Artists, selected Artist's work for display based on the Proposal, and recommended to the Meridian City Council that Artist's artwork, as depicted in the Proposal, be displayed in Initial Point Gallery; WHEREAS, at its regular meeting on December 6, 2016, the Meridian City Council adopted such recommendation and directed the Commission to work with Artist to establish a display of Artist's artwork in Initial Point Gallery; and WHEREAS, the Parties acknowledge that Meridian City Hall is primarily a place of public business, that Initial Point Gallery is a public place, and that while the City seeks to encourage artistic expression and public dialogue, the City must simultaneously ensure that Meridian City Hall is a place where citizens, employees, and visitors of diverse ages and perspectives feel welcome and comfortable; 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 personally deliver to Initial Point Gallery, on June 2, 2017, at such time as is specified by the Arts & Culture Specialist, artwork which shall substantially conform to the description of such artwork set forth in Exhibit B hereto. Artist shall be responsible for hanging such artwork on June 2, 2017, at the direction of the Arts & Culture Specialist; shall allow the display of such work in Initial Point Gallery from June 2, 2017 through June 29, 2017, in accordance with the terms of this Agreement; and shall be responsible for removal of such artwork on June 30, 2017, at such time as is specified by the Arts & Culture Specialist. ACCEPTANCE AGREEMENT - INITIAL POINT GALLERY DISPLAY PAGE 1 ACCEPTANCE AGREEMENT – INITIAL POINT GALLERY DISPLAY PAGE 2 II. COMPENSATION AND SALE OF ARTWORK . A. No compensation. Artist shall display Artist’s artwork in Initial Point Gallery at the pleasure of the Meridian City Council. City shall not provide compensation to Artist for services, work, and/or any activity undertaken pursuant to or related to this Agreement. B. Sale of artwork. Artist may, at the direction of and in the manner established by the Arts & Culture Specialist, passively offer the artwork on display in Initial Point Gallery for sale. No price shall be displayed on or be proximate to any piece on display in Initial Point Gallery. City personnel shall not facilitate in any way the sale of Artist’s work; any transaction related to the sale of artwork shall be handled solely by Artist. Artist acknowledges the Commission’s request that Artist voluntarily donate to the Commission twenty percent (20%) of proceeds from any artwork sold due to its display in Initial Point Gallery. Upon the sale of a piece of artwork on display in Initial Point Gallery, Artist may remove such artwork from the Gallery, provided that Artist replaces the removed piece with another piece of artwork within twenty-four (24) hours of such removal. Artist shall coordinate the removal, replacement, and/or substitution of any and all artwork with the Arts & Culture Specialist prior to such activity. III. TIME OF PERFORMANCE . Artist shall provide services described in this Agreement in a timely manner, as described herein. Artist acknowledges and agrees 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 default of this Agreement. IV. INSTALLATION . A. Coordination with Curator. Prior to the installation, removal, replacement, and/or substitution of the display in Initial Point Gallery or any portion or component thereof, Artist shall coordinate any and all such activity with the Gallery Curator. Artist shall be responsible for contacting the Gallery Curator between April 2, 2017 and May 2, 2017 to confirm details regarding the installation, removal, publicity, and promotion of the exhibit . Artist’s failure to affirmatively contact the Gallery Curator as required by this paragraph shall constitute a default of this Agreement. B. Inspection of display. Prior to or after installation, the Arts & Culture Specialist and/or the City may inspect and/or review the artwork proposed by Artist for display in Initial Point Gallery to ensure compliance with all criteria set forth in the Call to Artists attached hereto as Exhibit A , and the Application and Acknowledgements Form attached hereto in Exhibit B , as well as to ensure that such artwork may be safely and appropriately displayed in Initial Point Gallery. If the Arts & Culture Specialist or the City concludes that the display or any portion or component thereof does not meet the criteria set forth in Exhibits A and B, does not reflect artwork as described and depicted in the Proposal set forth in Exhibit B , or cannot be safely and/or appropriately displayed in Initial Point Gallery, the Arts & Culture Specialist or the City may require the immediate removal of such artwork from Initial Point Gallery. Further, the Arts & Culture Specialist or the City ACCEPTANCE AGREEMENT – INITIAL POINT GALLERY DISPLAY PAGE 3 may require the immediate removal of such artwork from Initial Point Gallery where such removal serves the best interest of the City. V. DISPLAY . A. Original artwork. Artist warrants that any and all artwork provided by Artist for display in Initial Point Gallery shall be, and is, original work conceived and created by Artist. B. Photographs of artwork. City may photograph the artwork displayed in Initial Point Gallery, as City may desire for purposes of advertising, marketing, and public information. Where practicable and to the extent of City’s authority, Artist shall be acknowledged on each such photograph to be the creator of the original subject thereof, provided that photographic reproductions of artwork shall not be identified as or represented to be the finished artwork. C. Use of Artist’s name. Artist hereby conveys to City permission to use Artist’s name for purposes of advertising, marketing, and public information, without violation of Artist’s rights of privacy or any other rights Artist may possess under this Agreement, provided that City shall not use Artist’s logo, if any, for any purpose without the express, written permission of Artist. D. Use of City’s name. City hereby conveys to Artist permission to use City’s name for purposes of advertising, marketing, and public information, without violation of City’s rights of privacy or any other rights City may possess under this Agreement, provided that Artist shall not use City’s logo for any purpose without the express, written permission of the Mayor’s Chief of Staff. E. Removal of artwork by City. City shall have the right to remove Artist’s artwork from public display at any time and for any reason. Such removal may be temporary or permanent in nature. Where such artwork is or is intended to be removed from public display for longer than forty-eight (48) hours, City shall notify Artist in the manner set forth herein. While it is intended that Artist’s artwork will be displayed in Initial Point Gallery for the period set forth herein, this period may be shortened by City for any reason, without notice to the Artist. F. Removal of artwork by Artist. Artist shall coordinate with the Arts & Culture Specialist the removal, replacement, and/or substitution of any and all artwork prior to such activity, whether such activity is necessary due to the sale of a piece or for any other reason. G. Simultaneous display. City may elect to display the work of more than one Artist or Organization in Initial Point Gallery at any time, at the City’s sole discretion. The manner and arrangement of the display(s) in Initial Point Gallery shall be determined by the Arts & Culture Specialist. ACCEPTANCE AGREEMENT – INITIAL POINT GALLERY DISPLAY PAGE 4 VI. INDEMNIFICATION , WAIVER , AND INSURANCE . A. Indemnification. Artist shall, and hereby does, 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 invitees. B. Waiver. Artist shall, and hereby does, waive 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 the tortious conduct of City or its officers, agents or employees. C. Insurance Artist’s responsibility. City shall not provide insurance to cover loss, theft, or damage of artwork displayed in Initial Point Gallery or to cover any activity undertaken by Artist in the furtherance of Artists’ rights or obligations described herein. Insurance of the artwork; of the Artist’s person, property, or interests; and/or of the Artist’s employees or agents shall be the sole responsibility of Artist. Artist shall obtain all necessary insurance as may be required in order to protect Artist’s insurable interests for its rights and obligations described within this Agreement, including, but not limited to, liability insurance, automobile insurance, worker’s compensation insurance, and/or insurance of the artwork to be displayed in Initial Point Gallery. Artist shall bear any and all risks of, and actual, loss of, theft of, and/or damage to the artwork prepared for, transported to, transported from, installed or hung in, and/or displayed in Initial Point Gallery. VII. TERMINATION . A. Termination for cause. If City determines that Artist has failed to comply with or is in default of 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 providing written notice to the defaulting party of its intent to terminate, and shall specify the grounds for termination. The defaulting party shall have two (2) calendar days, not including Sundays or federal holidays, after the other party mails such notice to cure the default. If the default is not cured within such period, this Agreement shall be terminated immediately upon mailing of written notice of termination. B. Termination without cause. City may immediately terminate this Agreement for any reason at any time without prior notice to Artist. C. Termination upon death or incapacity of Artist. This Agreement shall automatically terminate upon the death or incapacity of Artist. ACCEPTANCE AGREEMENT – INITIAL POINT GALLERY DISPLAY PAGE 5 D. Non-waiver. 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. GENERAL PROVISIONS . A. Relationship of Parties. It is the express intention of Parties that Artist is an independent party and not an employee, agent, joint venturer, or partner of City. 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 official, 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. B. Compliance with law. Throughout the course of this Agreement, Artist shall comply with any and all applicable federal, state, and local laws. C. Non-Discrimination. In fulfilling or exercising any right or obligation under 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 disability. D. 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, and whether previous to the execution hereof or contemporaneous herewith. The terms of this Agreement may not be enlarged, modified or altered except upon written agreement signed by both parties hereto. E. 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. F. 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. G. 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. H. Successors and assigns. 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 subcontract or assign obligations that do not require Artist’s artistic talent or expertise. 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. I. Notice. Any and all notice required to be provided by the Parties hereto, unless otherwise stated in this Agreement, shall be in writing and shall be deemed communicated upon mailing by United States Mail, addressed as follows: Artist: Dyan Ferren 1909 N. Cold Creek Avenue Star ID 83669 City Hillary Bodnar Arts & Culture Specialist 33 E. Broadway Ave. Meridian ID 83642 Either party may change its respective mailing address by giving written notice of such change in the manner herein provided. J. City Council approval required. The validity of this Agreement shall be expressly conditioned upon City Council action approving the Agreement. Execution of this Agreement 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 Agreement on the Effective Date written above. ARTIST: it Dyan Ferro, N CITY OF MERIDI XCO m d o BY: TRFASURE�P��� &ZVmIt f te- A -f lone A 13/ Attest: ay C les, City Clerk ACCEPTANCE AGREEMENT - INITIAL Po1N'r GALLERY DISPLAY PAGE 6 ACCEPTANCE AGREEMENT – INITIAL POINT GALLERY DISPLAY PAGE 7 EXHIBIT A CALL TO ARTISTS Call for Artists: 2017 INITIAL POINT GALLERY SERIES OVERVIEW: The Meridian Arts Commission (MAC) seeks proposals for the display of two-dimensional and/or three-dimensional artwork as part of the 2017 Initial Point Gallery Series, a series of one-month exhibitions in Initial Point Gallery. Initial Point Gallery is located on the third floor of Meridian City Hall (33 E. Broadway Avenue, Meridian, Idaho), and is open to the public during City working hours. Initial Point Gallery provides about 100 feet of total wall space for hanging two-dimensional artwork, and four enclosed display cases for three-dimensional artwork. MAC requests that artists voluntarily donate to MAC 20% of proceeds from sales of art displayed in Initial Point Gallery. ELIGIBILITY: Two-dimensional works displayed in Initial Point Gallery must be comprised of professional-quality, ready-to-hang, original art. Selectees must fill all or half of the gallery. Three-dimensional works may be of any medium, but must fit within the four supplied display cases. No artwork will be displayed which: cannot be safely hung or displayed using the gallery’s equipment; requires unusual maintenance, handling, or security; or is disruptive or likely to offend the sensibilities of the general public. Each piece to be displayed will be evaluated for its compliance with these general requirements. Selectees will be required to pay a $35 gallery maintenance fee and enter into an Acceptance Agreement with the City setting forth specific conditions of display. Selectees and invitees may reapply annually and if selected again, 75% of the display must be artwork that has not been previously displayed in Initial Point Gallery. Small, informal groups of 2-4 artists are encouraged to propose an exhibition including all artists’ work. PROPOSAL REQUIREMENTS: Artists or organizations wishing to display work in the 2017 Initial Point Gallery Series must provide the following materials and information to MAC via email in order to be considered for selection. Completed, signed Application & Acknowledgements form; Letter of intent, including biography of the artist(s) or informational statement regarding organization; 250-word informational paragraph about the artist or organization (for use in gallery publicity if selected); and Five (5) digital images representational of the works proposed for display (for organizations, each image must be of a different artist’s work); and $35 gallery maintenance fee, upon acceptance. (nonrefundable) Details and forms are available at the City’s website, http://www.meridiancity.org or upon request. Limited assistance producing digital images may be available upon request. Materials submitted will not be returned. DEADLINE: To be considered, all proposals must be received by MAC by 5:00 p.m. on Friday, October 7, 2016. SELECTION PROCESS: The selection of art for the 2017 Initial Point Gallery Series will be made by MAC. MAC will notify selectees by email. In evaluating eligible proposals, the following factors will be considered: Proposal’s adherence to the Call for Artists; Quality of work; Appropriateness of subject and concept for a functioning government workplace; Consistency with City policy and community values; and Contribution to aesthetic and cultural atmosphere of Meridian City Hall. RESOURCES PROVIDED UPON SELECTION: Following selection, s electees will be required to pay a $35 gallery maintenance fee and enter into an Acceptance Agreement with the City setting forth specific conditions of display. The City of Meridian will provide selected artists/ organizations with the following resources: Volunteers to assist artist/organization with installing and removing each piece of artwork; Track system for hanging 2D art and four enclosed pedestals for 3D art; Space for artist information and/or an information board; and Limited publicity of the exhibit through City contacts, local media, and other informational forums. CONTACT MAC: mac@meridiancity.org ACCEPTANCE AGREEMENT – INITIAL POINT GALLERY DISPLAY PAGE 9 EXHIBIT B ARTIST ’S PROPOSAL To: Meridian Arts Council members From: Dyan Ferren ! Subject: Submission for 2017 Initial Point Gallery shows !! Thank you for considering my proposal for exhibiting my sculptural art at the Initial Point Gallery for 2017. I relocated to the Treasure Valley about a year ago after living in Alaska for nearly 3 decades. As a member of the Treasure Valley Art Association, I have exhibited my work in a majority of the TVAA shows since my arrival in the Valley. ! My artwork is primarily framed and hangable assemblage sculpture utilizing found objects and purchased oddities. I utilize natural materials found from our beautiful landscapes, along with discarded man-made objects (trash), much of which is collected from waterways and oceans throughout different parts of the United States. The theme of this show will focus on bringing awareness of the global trash problem and how the material goods of our modern society, whether discarded intentionally or not, end up polluting our environment. My goal is to utilize art as a universal messenger to encourage all people, young and old, to share in the responsibility to become part of the solution to reduce, reuse, and recycle materials to minimize the impact on the environment and improve the health of our planet. ! I propose to fill one half the Gallery walls (50’) with 12-15 ‘hangable sculptures’. Each piece will range in size from 14x18” up to 22x28”. The depth ranges from 2” up to 6”. In addition, I propose to fill two (of the four) 3D art display cases with free standing sculpture. I would be happy to be selected for either the wall art and/or the cases. ! There are no special needs or requirements for the installation of my work. The size and weight of all of my work can be easily handled by one person. If selected, I would publicize my show through the TVAA website. ! I have attached a one page biography. ! It would be a great honor to be selected for the Initial Point Gallery show and look forward to your response. !! Thank you, !!!! 1909 N Cold Creek Ave, Star, ID 83669 907-422-7274 beachart101@gmail.com www.dyanferren.com Dyan Ferren ! Dyan Ferren is a self-taught artist who has been creating assemblage sculpture from natural and manmade discarded materials for the past 30 years. Born and raised on the East Coast, she moved to coastal Alaska in 1985 and credits the wild and beautiful surroundings of that remote and beautiful state for generating her passion to create sculptures with touchable materials that are unique, colorful, and bursting with texture. She relocated to Idaho in 2014 and enjoys discovering new materials in the high desert environment to utilize in her sculpture. ! Her sculptural work has a story to tell of our modern society’s propensity to collect material goods which eventually end up being discarded as trash. Her goal is to utilize art as a universal messenger to encourage all people, young and old, to share in the responsibility to become part of the solution to reduce, reuse, and recycle materials to minimize the impact on the environment and improve the health of our planet. ! Dyan has exhibited her work throughout Alaska and currently exhibits in many Treasure Valley shows. Other works include traveling to Greece to exhibit a collaborative photographic series at the Goulandris Natural History Museum ‘Message from the Sea’ exhibit. In addition, she was the co-originator of the Alaskan ‘Gyre’ project, which involved a team of artists and scientists collaborating on an art project utilizing ocean trash which resulted in a large exhibition at the Anchorage Museum of Art and a National Geographic film about the project. ! ACCEPTANCE AGREEMENT: DISPLAY OF ARTWORK IN INITIAL POINT GALLERY, MERIDIAN CITY HALL This ACCEPTANCE AGREEMENT: DISPLAY OF ARTWORK IN INITIAL POINT GALLERY, MERIDIAN CITY HALL ("Agreement") is made on the 1`7 day of.✓U, 2017 ("Effective Date"), by and between the City of Meridian, a municipal corporation organized under the laws of the State of Idaho ("City"), and Kim Lock, an individual person ("Artist"). (City and Artist may hereinafter be collectively referred to as "Parties.") WHEREAS, the City desires that public art will be a component of Meridian City Hall and to that end, the Meridian Arts Commission issued the Call to Artists attached hereto as Exhibit A, seeking proposals for the display of artwork in Initial Point Gallery, an art gallery on the third floor of Meridian City Hall, the address of which is 33 E. Broadway Ave., Meridian, Idaho ("Initial Point Gallery"); WHEREAS, in response to the Call to Artists, Artist did submit a proposal, comprised of the materials attached hereto as Exhibit B ("Proposal"), for the display of artwork in Initial Point Gallery; WHEREAS, on November 10, 2016, the Meridian Arts Commission ("Commission") reviewed the responses to the Call to Artists, selected Artist's work for display based on the Proposal, and recommended to the Meridian City Council that Artist's artwork, as depicted in the Proposal, be displayed in Initial Point Gallery; WHEREAS, at its regular meeting on December 6, 2016, the Meridian City Council adopted such recommendation and directed the Commission to work with Artist to establish a display of Artist's artwork in Initial Point Gallery; and WHEREAS, the Parties acknowledge that Meridian City Hall is primarily a place of public business, that Initial Point Gallery is a public place, and that while the City seeks to encourage artistic expression and public dialogue, the City must simultaneously ensure that Meridian City Hall is a place where citizens, employees, and visitors of diverse ages and perspectives feel welcome and comfortable; 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 personally deliver to Initial Point Gallery, on June 2, 2017, at such time as is specified by the Arts & Culture Specialist, artwork which shall substantially conform to the description of such artwork set forth in Exhibit B hereto. Artist shall be responsible for hanging such artwork on June 2, 2017, at the direction of the Arts & Culture Specialist; shall allow the display of such work in Initial Point Gallery from June 2, 2017 through June 29, 2017, in accordance with the terms of this Agreement; and shall be responsible for removal of such artwork on June 30, 2017, at such time as is specified by the Arts & Culture Specialist. ACCEPTANCE AGREEMENT - INITIAL POINT GALLERY DISPLAY PAGE 1 ACCEPTANCE AGREEMENT – INITIAL POINT GALLERY DISPLAY PAGE 2 II. COMPENSATION AND SALE OF ARTWORK . A. No compensation. Artist shall display Artist’s artwork in Initial Point Gallery at the pleasure of the Meridian City Council. City shall not provide compensation to Artist for services, work, and/or any activity undertaken pursuant to or related to this Agreement. B. Sale of artwork. Artist may, at the direction of and in the manner established by the Arts & Culture Specialist, passively offer the artwork on display in Initial Point Gallery for sale. No price shall be displayed on or be proximate to any piece on display in Initial Point Gallery. City personnel shall not facilitate in any way the sale of Artist’s work; any transaction related to the sale of artwork shall be handled solely by Artist. Artist acknowledges the Commission’s request that Artist voluntarily donate to the Commission twenty percent (20%) of proceeds from any artwork sold due to its display in Initial Point Gallery. Upon the sale of a piece of artwork on display in Initial Point Gallery, Artist may remove such artwork from the Gallery, provided that Artist replaces the removed piece with another piece of artwork within twenty-four (24) hours of such removal. Artist shall coordinate the removal, replacement, and/or substitution of any and all artwork with the Arts & Culture Specialist prior to such activity. III. TIME OF PERFORMANCE . Artist shall provide services described in this Agreement in a timely manner, as described herein. Artist acknowledges and agrees 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 default of this Agreement. IV. INSTALLATION . A. Coordination with Curator. Prior to the installation, removal, replacement, and/or substitution of the display in Initial Point Gallery or any portion or component thereof, Artist shall coordinate any and all such activity with the Gallery Curator. Artist shall be responsible for contacting the Gallery Curator between April 2, 2017 and May 2, 2017 to confirm details regarding the installation, removal, publicity, and promotion of the exhibit . Artist’s failure to affirmatively contact the Gallery Curator as required by this paragraph shall constitute a default of this Agreement. B. Inspection of display. Prior to or after installation, the Arts & Culture Specialist and/or the City may inspect and/or review the artwork proposed by Artist for display in Initial Point Gallery to ensure compliance with all criteria set forth in the Call to Artists attached hereto as Exhibit A , and the Application and Acknowledgements Form attached hereto in Exhibit B , as well as to ensure that such artwork may be safely and appropriately displayed in Initial Point Gallery. If the Arts & Culture Specialist or the City concludes that the display or any portion or component thereof does not meet the criteria set forth in Exhibits A and B, does not reflect artwork as described and depicted in the Proposal set forth in Exhibit B , or cannot be safely and/or appropriately displayed in Initial Point Gallery, the Arts & Culture Specialist or the City may require the immediate removal of such artwork from Initial Point Gallery. Further, the Arts & Culture Specialist or the City ACCEPTANCE AGREEMENT – INITIAL POINT GALLERY DISPLAY PAGE 3 may require the immediate removal of such artwork from Initial Point Gallery where such removal serves the best interest of the City. V. DISPLAY . A. Original artwork. Artist warrants that any and all artwork provided by Artist for display in Initial Point Gallery shall be, and is, original work conceived and created by Artist. B. Photographs of artwork. City may photograph the artwork displayed in Initial Point Gallery, as City may desire for purposes of advertising, marketing, and public information. Where practicable and to the extent of City’s authority, Artist shall be acknowledged on each such photograph to be the creator of the original subject thereof, provided that photographic reproductions of artwork shall not be identified as or represented to be the finished artwork. C. Use of Artist’s name. Artist hereby conveys to City permission to use Artist’s name for purposes of advertising, marketing, and public information, without violation of Artist’s rights of privacy or any other rights Artist may possess under this Agreement, provided that City shall not use Artist’s logo, if any, for any purpose without the express, written permission of Artist. D. Use of City’s name. City hereby conveys to Artist permission to use City’s name for purposes of advertising, marketing, and public information, without violation of City’s rights of privacy or any other rights City may possess under this Agreement, provided that Artist shall not use City’s logo for any purpose without the express, written permission of the Mayor’s Chief of Staff. E. Removal of artwork by City. City shall have the right to remove Artist’s artwork from public display at any time and for any reason. Such removal may be temporary or permanent in nature. Where such artwork is or is intended to be removed from public display for longer than forty-eight (48) hours, City shall notify Artist in the manner set forth herein. While it is intended that Artist’s artwork will be displayed in Initial Point Gallery for the period set forth herein, this period may be shortened by City for any reason, without notice to the Artist. F. Removal of artwork by Artist. Artist shall coordinate with the Arts & Culture Specialist the removal, replacement, and/or substitution of any and all artwork prior to such activity, whether such activity is necessary due to the sale of a piece or for any other reason. G. Simultaneous display. City may elect to display the work of more than one Artist or Organization in Initial Point Gallery at any time, at the City’s sole discretion. The manner and arrangement of the display(s) in Initial Point Gallery shall be determined by the Arts & Culture Specialist. ACCEPTANCE AGREEMENT – INITIAL POINT GALLERY DISPLAY PAGE 4 VI. INDEMNIFICATION , WAIVER , AND INSURANCE . A. Indemnification. Artist shall, and hereby does, 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 invitees. B. Waiver. Artist shall, and hereby does, waive 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 the tortious conduct of City or its officers, agents or employees. C. Insurance Artist’s responsibility. City shall not provide insurance to cover loss, theft, or damage of artwork displayed in Initial Point Gallery or to cover any activity undertaken by Artist in the furtherance of Artists’ rights or obligations described herein. Insurance of the artwork; of the Artist’s person, property, or interests; and/or of the Artist’s employees or agents shall be the sole responsibility of Artist. Artist shall obtain all necessary insurance as may be required in order to protect Artist’s insurable interests for its rights and obligations described within this Agreement, including, but not limited to, liability insurance, automobile insurance, worker’s compensation insurance, and/or insurance of the artwork to be displayed in Initial Point Gallery. Artist shall bear any and all risks of, and actual, loss of, theft of, and/or damage to the artwork prepared for, transported to, transported from, installed or hung in, and/or displayed in Initial Point Gallery. VII. TERMINATION . A. Termination for cause. If City determines that Artist has failed to comply with or is in default of 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 providing written notice to the defaulting party of its intent to terminate, and shall specify the grounds for termination. The defaulting party shall have two (2) calendar days, not including Sundays or federal holidays, after the other party mails such notice to cure the default. If the default is not cured within such period, this Agreement shall be terminated immediately upon mailing of written notice of termination. B. Termination without cause. City may immediately terminate this Agreement for any reason at any time without prior notice to Artist. C. Termination upon death or incapacity of Artist. This Agreement shall automatically terminate upon the death or incapacity of Artist. ACCEPTANCE AGREEMENT – INITIAL POINT GALLERY DISPLAY PAGE 5 D. Non-waiver. 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. GENERAL PROVISIONS . A. Relationship of Parties. It is the express intention of Parties that Artist is an independent party and not an employee, agent, joint venturer, or partner of City. 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 official, 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. B. Compliance with law. Throughout the course of this Agreement, Artist shall comply with any and all applicable federal, state, and local laws. C. Non-Discrimination. In fulfilling or exercising any right or obligation under 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 disability. D. 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, and whether previous to the execution hereof or contemporaneous herewith. The terms of this Agreement may not be enlarged, modified or altered except upon written agreement signed by both parties hereto. E. 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. F. 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. G. 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. H. Successors and assigns. 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 subcontract or assign obligations that do not require Artist’s artistic talent or expertise. 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. I. Notice. Any and all notice required to be provided by the Parties hereto, unless otherwise stated in this Agreement, shall be in writing and shall be deemed communicated upon mailing by United States Mail, addressed as follows: Artist: Kim Lock 1503 E. Holly Street Boise ID 83712 QW. Hillary Bodnar Arts & Culture Specialist 33 E. Broadway Ave. Meridian ID 83642 Either party may change its respective mailing address by giving written notice of such change in the manner herein provided. J. City Council approval required. The validity of this Agreement shall be expressly conditioned upon City Council action approving the Agreement. Execution of this Agreement 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 Agreement on the Effective Date written above. ARTIST: Kim Lock CITY OF MERII)I N: BY: -3-3�-W-eerd; I�aye� �__ o yoRA �G Attest: Clay C es, City Clerk PACE 6 ACCEPTANCE AGREEMENT – INITIAL POINT GALLERY DISPLAY PAGE 7 EXHIBIT A CALL TO ARTISTS Call for Artists: 2017 INITIAL POINT GALLERY SERIES OVERVIEW: The Meridian Arts Commission (MAC) seeks proposals for the display of two-dimensional and/or three-dimensional artwork as part of the 2017 Initial Point Gallery Series, a series of one-month exhibitions in Initial Point Gallery. Initial Point Gallery is located on the third floor of Meridian City Hall (33 E. Broadway Avenue, Meridian, Idaho), and is open to the public during City working hours. Initial Point Gallery provides about 100 feet of total wall space for hanging two-dimensional artwork, and four enclosed display cases for three-dimensional artwork. MAC requests that artists voluntarily donate to MAC 20% of proceeds from sales of art displayed in Initial Point Gallery. ELIGIBILITY: Two-dimensional works displayed in Initial Point Gallery must be comprised of professional-quality, ready-to-hang, original art. Selectees must fill all or half of the gallery. Three-dimensional works may be of any medium, but must fit within the four supplied display cases. No artwork will be displayed which: cannot be safely hung or displayed using the gallery’s equipment; requires unusual maintenance, handling, or security; or is disruptive or likely to offend the sensibilities of the general public. Each piece to be displayed will be evaluated for its compliance with these general requirements. Selectees will be required to pay a $35 gallery maintenance fee and enter into an Acceptance Agreement with the City setting forth specific conditions of display. Selectees and invitees may reapply annually and if selected again, 75% of the display must be artwork that has not been previously displayed in Initial Point Gallery. Small, informal groups of 2-4 artists are encouraged to propose an exhibition including all artists’ work. PROPOSAL REQUIREMENTS: Artists or organizations wishing to display work in the 2017 Initial Point Gallery Series must provide the following materials and information to MAC via email in order to be considered for selection. Completed, signed Application & Acknowledgements form; Letter of intent, including biography of the artist(s) or informational statement regarding organization; 250-word informational paragraph about the artist or organization (for use in gallery publicity if selected); and Five (5) digital images representational of the works proposed for display (for organizations, each image must be of a different artist’s work); and $35 gallery maintenance fee, upon acceptance. (nonrefundable) Details and forms are available at the City’s website, http://www.meridiancity.org or upon request. Limited assistance producing digital images may be available upon request. Materials submitted will not be returned. DEADLINE: To be considered, all proposals must be received by MAC by 5:00 p.m. on Friday, October 7, 2016. SELECTION PROCESS: The selection of art for the 2017 Initial Point Gallery Series will be made by MAC. MAC will notify selectees by email. In evaluating eligible proposals, the following factors will be considered: Proposal’s adherence to the Call for Artists; Quality of work; Appropriateness of subject and concept for a functioning government workplace; Consistency with City policy and community values; and Contribution to aesthetic and cultural atmosphere of Meridian City Hall. RESOURCES PROVIDED UPON SELECTION: Following selection, s electees will be required to pay a $35 gallery maintenance fee and enter into an Acceptance Agreement with the City setting forth specific conditions of display. The City of Meridian will provide selected artists/ organizations with the following resources: Volunteers to assist artist/organization with installing and removing each piece of artwork; Track system for hanging 2D art and four enclosed pedestals for 3D art; Space for artist information and/or an information board; and Limited publicity of the exhibit through City contacts, local media, and other informational forums. CONTACT MAC: mac@meridiancity.org ACCEPTANCE AGREEMENT – INITIAL POINT GALLERY DISPLAY PAGE 9 EXHIBIT B ARTIST ’S PROPOSAL Kim Lock 1503 E. Holly Street Boise, ID 83712 September 11, 2016 Meridian Arts Commission 33 E. Broadway Avenue Meridian, ID 83642 Dear Meridian Arts Commission. Thank you for the opportunity to submit this application to show my photographs in the 2017 Initial Point Gallery Series. I’m an English-born, Boise-based photographer who has been taking photos for ten years. One of my goals as a photographer is to help communities in need, and to that end I donate to charity $20 for each photo I sell. I love to capture images in streets, alleys, and junkyards, hence the title of my collection, “Urban Elements.” As my bio states, I’m drawn to objects “that you might not look at twice, but that, upon close inspection, reveal beauty, humor, abstraction, and the downright weird.” My photos would bring a lot of color, texture, and intrigue to Initial Point Gallery. I propose displaying 15 to 20 photos with sizes ranging from 20” x 13.5” up to 40” x 27”. Prices range from $125 to $425. All of my photos are printed on canvas by a local printer. Most are gallery wrapped and a few are framed. All of them have D-rings on each side of the frame. If I were selected to display my photos at Initial Point Gallery, I would take the following actions to promote an opening night reception and the continuing show: •Submit print listings in the Meridian Press, the Idaho Statesman’s Scene magazine, and the Boise Weekly. •Submit online calendar items to the Meridian Press, the Idaho Statesman, and the KIVI TV station. •Send invitations to the various social groups I belong to. •Post the reception and show on my Facebook page. •Post the reception and show on my website at kimlockimages.com. I have displayed my photos a number of times in Ada County and in Ketchum and I am fully able to hang all my photos myself. Thank you for considering my application. I look forward to hearing from you. I would be honored and excited to show my work at Initial Point Gallery! Yours truly, Kim Lock Urban Elements Photographs by Kim Lock I moved to Boise in 1989 from Hereford, England. When I first got a camera my intent was to photograph glorious landscapes. However, I soon found that I had little time or patience to wait for the perfect cast of light or a dramatic cloud formation. So I found myself wandering the streets and alleys of Boise and Ketchum, and exploring junk yards in search of urban images, ones that you might not look at twice, but that, upon close inspection, reveal beauty, humor, abstraction, and the downright weird. When I encounter such images, I feel an urge to record them before they disappear. And some of the subjects I’ve captured have, indeed, disappeared. For example, the glue dots in “Unglued” are now covered up. These dots once held in place a plaque that identified a sculpture on 4th Street in Ketchum. Now, a new plaque is in place, perhaps with stronger glue! I do tweak my photos in post production, sometime barely, sometimes heavily. The heavily tweaked photos are noted as “enhanced.” All my photos are printed by a local printer. ACCEPTANCE AGREEMENT: DISPLAY OF ARTWORK IN INITIAL POINT GALLERY, MERIDIAN CITY HALL This ACCEPTANCE AGREEMENT: DISPLAY OF ARTWORK IN INITIAL POINT GALLERY, MERIDIAN CITY HALL ("Agreement") is made on the day of 1 2017 ("Effective Date"), by and between the City of Meridian, a municipal corporation organized under the laws of the State of Idaho ("City"), and Lauri Borer, an individual person ("Artist"). (City and Artist may hereinafter be collectively referred to as "Parties.") WHEREAS, the City desires that public art will be a component of Meridian City Hall and to that end, the Meridian Arts Commission has invited Artist to display artwork in Initial Point Gallery, an art gallery on the third floor of Meridian City Hall, the address of which is 33 E. Broadway Ave., Meridian, Idaho ("Initial Point Gallery"); WHEREAS, on November 10, 2016, the Meridian Arts Commission ("Commission") recommended to the Meridian City Council that Artist's artwork, as depicted in the Proposal, be displayed in Initial Point Gallery; WHEREAS, at its regular meeting on December 6, 2016, the Meridian City Council adopted such recommendation and directed the Commission to work with Artist to establish a display of Artist's artwork in Initial Point Gallery; and WHEREAS, the Parties acknowledge that Meridian City Hall is primarily a place of public business, that Initial Point Gallery is a public place, and that while the City seeks to encourage artistic expression and public dialogue, the City must simultaneously ensure that Meridian City Hall is a place where citizens, employees, and visitors of diverse ages and perspectives feel welcome and comfortable; 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 personally deliver artwork to Initial Point Gallery, on June 30, 2017, at such time as is specified by the Arts & Culture Specialist. Artist shall be responsible for hanging such artwork on June 30, 2017, at the direction of the Arts & Culture Specialist; shall allow the display of such work in Initial Point Gallery from June 30, 2017 through July 27, 2017, in accordance with the terms of this Agreement; and shall be responsible for removal of such artwork on July 28, 2017, at such time as is specified by the Arts & Culture Specialist. ACCEPTANCE AGREEMENT - INITIAL POINT GALLERY DISPLAY PAGE 1 ACCEPTANCE AGREEMENT – INITIAL POINT GALLERY DISPLAY PAGE 2 II. COMPENSATION AND SALE OF ARTWORK . A. No compensation. Artist shall display Artist’s artwork in Initial Point Gallery at the pleasure of the Meridian City Council. City shall not provide compensation to Artist for services, work, and/or any activity undertaken pursuant to or related to this Agreement. B. Sale of artwork. Artist may, at the direction of and in the manner established by the Arts & Culture Specialist, passively offer the artwork on display in Initial Point Gallery for sale. No price shall be displayed on or be proximate to any piece on display in Initial Point Gallery. City personnel shall not facilitate in any way the sale of Artist’s work; any transaction related to the sale of artwork shall be handled solely by Artist. Artist acknowledges the Commission’s request that Artist voluntarily donate to the Commission twenty percent (20%) of proceeds from any artwork sold due to its display in Initial Point Gallery. Upon the sale of a piece of artwork on display in Initial Point Gallery, Artist may remove such artwork from the Gallery, provided that Artist replaces the removed piece with another piece of artwork within twenty-four (24) hours of such removal. Artist shall coordinate the removal, replacement, and/or substitution of any and all artwork with the Arts & Culture Specialist prior to such activity. III. TIME OF PERFORMANCE . Artist shall provide services described in this Agreement in a timely manner, as described herein. Artist acknowledges and agrees 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 default of this Agreement. IV. INSTALLATION . A. Coordination with Curator. Prior to the installation, removal, replacement, and/or substitution of the display in Initial Point Gallery or any portion or component thereof, Artist shall coordinate any and all such activity with the Gallery Curator. Artist shall be responsible for contacting the Gallery Curator between April 30, 2017 and May 30, 2017 to confirm details regarding the installation, removal, publicity, and promotion of the exhibit . Artist’s failure to affirmatively contact the Gallery Curator as required by this paragraph shall constitute a default of this Agreement. B. Inspection of display. Prior to or after installation, the Arts & Culture Specialist and/or the City may inspect and/or review the artwork proposed by Artist for display in Initial Point Gallery to ensure compliance with all criteria set forth in the Call to Artists attached hereto as Exhibit A , and the Application and Acknowledgements Form attached hereto in Exhibit B, as well as to ensure that such artwork may be safely and appropriately displayed in Initial Point Gallery. If the Arts & Culture Specialist or the City concludes that the display or any portion or component thereof does not meet the criteria set forth in Exhibits A and B, does not reflect artwork as described and depicted in the Proposal set forth in Exhibit B , or cannot be safely and/or appropriately displayed in Initial Point Gallery, the Arts & Culture Specialist or the City may require the immediate removal of such artwork from Initial Point Gallery. Further, the Arts & Culture Specialist or the City ACCEPTANCE AGREEMENT – INITIAL POINT GALLERY DISPLAY PAGE 3 may require the immediate removal of such artwork from Initial Point Gallery where such removal serves the best interest of the City. V. DISPLAY . A. Original artwork. Artist warrants that any and all artwork provided by Artist for display in Initial Point Gallery shall be, and is, original work conceived and created by Artist. B. Photographs of artwork. City may photograph the artwork displayed in Initial Point Gallery, as City may desire for purposes of advertising, marketing, and public information. Where practicable and to the extent of City’s authority, Artist shall be acknowledged on each such photograph to be the creator of the original subject thereof, provided that photographic reproductions of artwork shall not be identified as or represented to be the finished artwork. C. Use of Artist’s name. Artist hereby conveys to City permission to use Artist’s name for purposes of advertising, marketing, and public information, without violation of Artist’s rights of privacy or any other rights Artist may possess under this Agreement, provided that City shall not use Artist’s logo, if any, for any purpose without the express, written permission of Artist. D. Use of City’s name. City hereby conveys to Artist permission to use City’s name for purposes of advertising, marketing, and public information, without violation of City’s rights of privacy or any other rights City may possess under this Agreement, provided that Artist shall not use City’s logo for any purpose without the express, written permission of the Mayor’s Chief of Staff. E. Removal of artwork by City. City shall have the right to remove Artist’s artwork from public display at any time and for any reason. Such removal may be temporary or permanent in nature. Where such artwork is or is intended to be removed from public display for longer than forty-eight (48) hours, City shall notify Artist in the manner set forth herein. While it is intended that Artist’s artwork will be displayed in Initial Point Gallery for the period set forth herein, this period may be shortened by City for any reason, without notice to the Artist. F. Removal of artwork by Artist. Artist shall coordinate with the Arts & Culture Specialist the removal, replacement, and/or substitution of any and all artwork prior to such activity, whether such activity is necessary due to the sale of a piece or for any other reason. G. Simultaneous display. City may elect to display the work of more than one Artist or Organization in Initial Point Gallery at any time, at the City’s sole discretion. The manner and arrangement of the display(s) in Initial Point Gallery shall be determined by the Arts & Culture Specialist. ACCEPTANCE AGREEMENT – INITIAL POINT GALLERY DISPLAY PAGE 4 VI. INDEMNIFICATION , WAIVER , AND INSURANCE . A. Indemnification. Artist shall, and hereby does, 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 invitees. B. Waiver. Artist shall, and hereby does, waive 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 the tortious conduct of City or its officers, agents or employees. C. Insurance Artist’s responsibility. City shall not provide insurance to cover loss, theft, or damage of artwork displayed in Initial Point Gallery or to cover any activity undertaken by Artist in the furtherance of Artists’ rights or obligations described herein. Insurance of the artwork; of the Artist’s person, property, or interests; and/or of the Artist’s employees or agents shall be the sole responsibility of Artist. Artist shall obtain all necessary insurance as may be required in order to protect Artist’s insurable interests for its rights and obligations described within this Agreement, including, but not limited to, liability insurance, automobile insurance, worker’s compensation insurance, and/or insurance of the artwork to be displayed in Initial Point Gallery. Artist shall bear any and all risks of, and actual, loss of, theft of, and/or damage to the artwork prepared for, transported to, transported from, installed or hung in, and/or displayed in Initial Point Gallery. VII. TERMINATION . A. Termination for cause. If City determines that Artist has failed to comply with or is in default of 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 providing written notice to the defaulting party of its intent to terminate, and shall specify the grounds for termination. The defaulting party shall have two (2) calendar days, not including Sundays or federal holidays, after the other party mails such notice to cure the default. If the default is not cured within such period, this Agreement shall be terminated immediately upon mailing of written notice of termination. B. Termination without cause. City may immediately terminate this Agreement for any reason at any time without prior notice to Artist. C. Termination upon death or incapacity of Artist. This Agreement shall automatically terminate upon the death or incapacity of Artist. ACCEPTANCE AGREEMENT – INITIAL POINT GALLERY DISPLAY PAGE 5 D. Non-waiver. 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. GENERAL PROVISIONS . A. Relationship of Parties. It is the express intention of Parties that Artist is an independent party and not an employee, agent, joint venturer, or partner of City. 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 official, 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. B. Compliance with law. Throughout the course of this Agreement, Artist shall comply with any and all applicable federal, state, and local laws. C. Non-Discrimination . In fulfilling or exercising any right or obligation under 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 disability. D. 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, and whether previous to the execution hereof or contemporaneous herewith. The terms of this Agreement may not be enlarged, modified or altered except upon written agreement signed by both parties hereto. E. 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. F. 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. G. 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. H. Successors and assigns. 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 subcontract or assign obligations that do not require Artist’s artistic talent or expertise. 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. I. Notice. Any and all notice required to be provided by the Parties hereto, unless otherwise stated in this Agreement, shall be in writing and shall be deemed communicated upon mailing by United States Mail, addressed as follows: Artist: City: Lauri Borer Hillary Bodnar 909 Whitney ].toad Arts & Culture Specialist Walla Walla WA489 LZ 33 E. Broadway Ave. a 9 UO), Meridian ID 83642 Either party may change its respective mailing address by giving written notice of such change in the manner herein provided. �. City Council approval required. The validity of this Agreement shall be expressly conditioned upon City Council action approving the Agreement. Execution of this Agreement 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 Agreement on the (,OJA6(, f1'Q')6&t Ze;ti O;kf ACCEPTANCE AGREEMENT-ImTIAL PoiNTGALLERY DISPLAY Attest: Z"' ay C es, City Clerk PAGE 6 ACCEPTANCE AGREEMENT – INITIAL POINT GALLERY DISPLAY PAGE 7 EXHIBIT A CALL TO ARTISTS Call for Artists: 2017 INITIAL POINT GALLERY SERIES OVERVIEW: The Meridian Arts Commission (MAC) seeks proposals for the display of two-dimensional and/or three-dimensional artwork as part of the 2017 Initial Point Gallery Series, a series of one-month exhibitions in Initial Point Gallery. Initial Point Gallery is located on the third floor of Meridian City Hall (33 E. Broadway Avenue, Meridian, Idaho), and is open to the public during City working hours. Initial Point Gallery provides about 100 feet of total wall space for hanging two-dimensional artwork, and four enclosed display cases for three-dimensional artwork. MAC requests that artists voluntarily donate to MAC 20% of proceeds from sales of art displayed in Initial Point Gallery. ELIGIBILITY: Two-dimensional works displayed in Initial Point Gallery must be comprised of professional-quality, ready-to-hang, original art. Selectees must fill all or half of the gallery. Three-dimensional works may be of any medium, but must fit within the four supplied display cases. No artwork will be displayed which: cannot be safely hung or displayed using the gallery’s equipment; requires unusual maintenance, handling, or security; or is disruptive or likely to offend the sensibilities of the general public. Each piece to be displayed will be evaluated for its compliance with these general requirements. Selectees will be required to pay a $35 gallery maintenance fee and enter into an Acceptance Agreement with the City setting forth specific conditions of display. Selectees and invitees may reapply annually and if selected again, 75% of the display must be artwork that has not been previously displayed in Initial Point Gallery. Small, informal groups of 2-4 artists are encouraged to propose an exhibition including all artists’ work. PROPOSAL REQUIREMENTS: Artists or organizations wishing to display work in the 2017 Initial Point Gallery Series must provide the following materials and information to MAC via email in order to be considered for selection. Completed, signed Application & Acknowledgements form; Letter of intent, including biography of the artist(s) or informational statement regarding organization; 250-word informational paragraph about the artist or organization (for use in gallery publicity if selected); and Five (5) digital images representational of the works proposed for display (for organizations, each image must be of a different artist’s work); and $35 gallery maintenance fee, upon acceptance. (nonrefundable) Details and forms are available at the City’s website, http://www.meridiancity.org or upon request. Limited assistance producing digital images may be available upon request. Materials submitted will not be returned. DEADLINE: To be considered, all proposals must be received by MAC by 5:00 p.m. on Friday, October 7, 2016. SELECTION PROCESS: The selection of art for the 2017 Initial Point Gallery Series will be made by MAC. MAC will notify selectees by email. In evaluating eligible proposals, the following factors will be considered: Proposal’s adherence to the Call for Artists; Quality of work; Appropriateness of subject and concept for a functioning government workplace; Consistency with City policy and community values; and Contribution to aesthetic and cultural atmosphere of Meridian City Hall. RESOURCES PROVIDED UPON SELECTION: Following selection, s electees will be required to pay a $35 gallery maintenance fee and enter into an Acceptance Agreement with the City setting forth specific conditions of display. The City of Meridian will provide selected artists/ organizations with the following resources: Volunteers to assist artist/organization with installing and removing each piece of artwork; Track system for hanging 2D art and four enclosed pedestals for 3D art; Space for artist information and/or an information board; and Limited publicity of the exhibit through City contacts, local media, and other informational forums. CONTACT MAC: mac@meridiancity.org ACCEPTANCE AGREEMENT – INITIAL POINT GALLERY DISPLAY PAGE 9 EXHIBIT B APPLICATION AND ACKNOWLEDGMENTS FORM ACCEPTANCE AGREEMENT: DISPLAY OF ARTWORK IN INITIAL POINT GALLERY, MERIDIAN CITY HALL This ACCEPTANCE AGREEMENT: DISPLAY OF ARTWORK IN INITIAL POINT GALLERY, MERIDIAN CITY HALL ("Agreement") is made on the /-7 day of SG^'V , 2017 ("Effective Date"), by and between the City of Meridian, a municipal corporation organized under the laws of the State of Idaho ("City"), and Josephine Forrester, an individual person ("Artist"). (City and Artist may hereinafter be collectively referred to as "Parties.") WHEREAS, the City desires that public art will be a component of Meridian City Hall and to that end, the Meridian Arts Commission issued the Call to Artists attached hereto as Exhibit A, seeking proposals for the display of artwork in Initial Point Gallery, an art gallery on the third floor of Meridian City Hall, the address of which is 33 E. Broadway Ave., Meridian, Idaho ("Initial Point Gallery"); WHEREAS, in response to the Call to Artists, Artist did submit a proposal, comprised of the materials attached hereto as Exhibit B ("Proposal"), for the display of artwork in Initial Point Gallery; WHEREAS, on November 10, 2016, the Meridian Arts Commission ("Commission") reviewed the responses to the Call to Artists, selected Artist's work for display based on the Proposal, and recommended to the Meridian City Council that Artist's artwork, as depicted in the Proposal, be displayed in Initial Point Gallery; WHEREAS, at its regular meeting on December 6, 2016, the Meridian City Council adopted such recommendation and directed the Commission to work with Artist to establish a display of Artist's artwork in Initial Point Gallery; and WHEREAS, the Parties acknowledge that Meridian City Hall is primarily a place of public business, that Initial Point Gallery is a public place, and that while the City seeks to encourage artistic expression and public dialogue, the City must simultaneously ensure that Meridian City Hall is a place where citizens, employees, and visitors of diverse ages and perspectives feel welcome and comfortable; 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 personally deliver to Initial Point Gallery, on June 30, 2017, at such time as is specified by the Arts & Culture Specialist, artwork which shall substantially conform to the description of such artwork set forth in Exhibit B hereto. Artist shall be responsible for hanging such artwork on June 30, 2017, at the direction of the Arts & Culture Specialist; shall allow the display of such work in Initial Point Gallery from June 30, 2017 through July 28, 2017, in accordance with the terms of this Agreement; and shall be responsible for removal of such artwork on July 28, 2017, at such time as is specified by the Arts & Culture Specialist. ACCEPTANCE AGREEMENT - INITIAL POINT GALLERY DISPLAY PAGE I ACCEPTANCE AGREEMENT – INITIAL POINT GALLERY DISPLAY PAGE 2 II. COMPENSATION AND SALE OF ARTWORK . A. No compensation. Artist shall display Artist’s artwork in Initial Point Gallery at the pleasure of the Meridian City Council. City shall not provide compensation to Artist for services, work, and/or any activity undertaken pursuant to or related to this Agreement. B. Sale of artwork. Artist may, at the direction of and in the manner established by the Arts & Culture Specialist, passively offer the artwork on display in Initial Point Gallery for sale. No price shall be displayed on or be proximate to any piece on display in Initial Point Gallery. City personnel shall not facilitate in any way the sale of Artist’s work; any transaction related to the sale of artwork shall be handled solely by Artist. Artist acknowledges the Commission’s request that Artist voluntarily donate to the Commission twenty percent (20%) of proceeds from any artwork sold due to its display in Initial Point Gallery. Upon the sale of a piece of artwork on display in Initial Point Gallery, Artist may remove such artwork from the Gallery, provided that Artist replaces the removed piece with another piece of artwork within twenty-four (24) hours of such removal. Artist shall coordinate the removal, replacement, and/or substitution of any and all artwork with the Arts & Culture Specialist prior to such activity. III. TIME OF PERFORMANCE . Artist shall provide services described in this Agreement in a timely manner, as described herein. Artist acknowledges and agrees 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 default of this Agreement. IV. INSTALLATION . A. Coordination with Curator. Prior to the installation, removal, replacement, and/or substitution of the display in Initial Point Gallery or any portion or component thereof, Artist shall coordinate any and all such activity with the Gallery Curator. Artist shall be responsible for contacting the Gallery Curator between April 30, 2017 and May 30, 2017 to confirm details regarding the installation, removal, publicity, and promotion of the exhibit . Artist’s failure to affirmatively contact the Gallery Curator as required by this paragraph shall constitute a default of this Agreement. B. Inspection of display. Prior to or after installation, the Arts & Culture Specialist and/or the City may inspect and/or review the artwork proposed by Artist for display in Initial Point Gallery to ensure compliance with all criteria set forth in the Call to Artists attached hereto as Exhibit A , and the Application and Acknowledgements Form attached hereto in Exhibit B , as well as to ensure that such artwork may be safely and appropriately displayed in Initial Point Gallery. If the Arts & Culture Specialist or the City concludes that the display or any portion or component thereof does not meet the criteria set forth in Exhibits A and B, does not reflect artwork as described and depicted in the Proposal set forth in Exhibit B , or cannot be safely and/or appropriately displayed in Initial Point Gallery, the Arts & Culture Specialist or the City may require the immediate removal of such artwork from Initial Point Gallery. Further, the Arts & Culture Specialist or the City ACCEPTANCE AGREEMENT – INITIAL POINT GALLERY DISPLAY PAGE 3 may require the immediate removal of such artwork from Initial Point Gallery where such removal serves the best interest of the City. V. DISPLAY . A. Original artwork. Artist warrants that any and all artwork provided by Artist for display in Initial Point Gallery shall be, and is, original work conceived and created by Artist. B. Photographs of artwork. City may photograph the artwork displayed in Initial Point Gallery, as City may desire for purposes of advertising, marketing, and public information. Where practicable and to the extent of City’s authority, Artist shall be acknowledged on each such photograph to be the creator of the original subject thereof, provided that photographic reproductions of artwork shall not be identified as or represented to be the finished artwork. C. Use of Artist’s name. Artist hereby conveys to City permission to use Artist’s name for purposes of advertising, marketing, and public information, without violation of Artist’s rights of privacy or any other rights Artist may possess under this Agreement, provided that City shall not use Artist’s logo, if any, for any purpose without the express, written permission of Artist. D. Use of City’s name. City hereby conveys to Artist permission to use City’s name for purposes of advertising, marketing, and public information, without violation of City’s rights of privacy or any other rights City may possess under this Agreement, provided that Artist shall not use City’s logo for any purpose without the express, written permission of the Mayor’s Chief of Staff. E. Removal of artwork by City. City shall have the right to remove Artist’s artwork from public display at any time and for any reason. Such removal may be temporary or permanent in nature. Where such artwork is or is intended to be removed from public display for longer than forty-eight (48) hours, City shall notify Artist in the manner set forth herein. While it is intended that Artist’s artwork will be displayed in Initial Point Gallery for the period set forth herein, this period may be shortened by City for any reason, without notice to the Artist. F. Removal of artwork by Artist. Artist shall coordinate with the Arts & Culture Specialist the removal, replacement, and/or substitution of any and all artwork prior to such activity, whether such activity is necessary due to the sale of a piece or for any other reason. G. Simultaneous display. City may elect to display the work of more than one Artist or Organization in Initial Point Gallery at any time, at the City’s sole discretion. The manner and arrangement of the display(s) in Initial Point Gallery shall be determined by the Arts & Culture Specialist. ACCEPTANCE AGREEMENT – INITIAL POINT GALLERY DISPLAY PAGE 4 VI. INDEMNIFICATION , WAIVER , AND INSURANCE . A. Indemnification. Artist shall, and hereby does, 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 invitees. B. Waiver. Artist shall, and hereby does, waive 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 the tortious conduct of City or its officers, agents or employees. C. Insurance Artist’s responsibility. City shall not provide insurance to cover loss, theft, or damage of artwork displayed in Initial Point Gallery or to cover any activity undertaken by Artist in the furtherance of Artists’ rights or obligations described herein. Insurance of the artwork; of the Artist’s person, property, or interests; and/or of the Artist’s employees or agents shall be the sole responsibility of Artist. Artist shall obtain all necessary insurance as may be required in order to protect Artist’s insurable interests for its rights and obligations described within this Agreement, including, but not limited to, liability insurance, automobile insurance, worker’s compensation insurance, and/or insurance of the artwork to be displayed in Initial Point Gallery. Artist shall bear any and all risks of, and actual, loss of, theft of, and/or damage to the artwork prepared for, transported to, transported from, installed or hung in, and/or displayed in Initial Point Gallery. VII. TERMINATION . A. Termination for cause. If City determines that Artist has failed to comply with or is in default of 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 providing written notice to the defaulting party of its intent to terminate, and shall specify the grounds for termination. The defaulting party shall have two (2) calendar days, not including Sundays or federal holidays, after the other party mails such notice to cure the default. If the default is not cured within such period, this Agreement shall be terminated immediately upon mailing of written notice of termination. B. Termination without cause. City may immediately terminate this Agreement for any reason at any time without prior notice to Artist. C. Termination upon death or incapacity of Artist. This Agreement shall automatically terminate upon the death or incapacity of Artist. ACCEPTANCE AGREEMENT – INITIAL POINT GALLERY DISPLAY PAGE 5 D. Non-waiver. 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. GENERAL PROVISIONS . A. Relationship of Parties. It is the express intention of Parties that Artist is an independent party and not an employee, agent, joint venturer, or partner of City. 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 official, 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. B. Compliance with law. Throughout the course of this Agreement, Artist shall comply with any and all applicable federal, state, and local laws. C. Non-Discrimination. In fulfilling or exercising any right or obligation under 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 disability. D. 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, and whether previous to the execution hereof or contemporaneous herewith. The terms of this Agreement may not be enlarged, modified or altered except upon written agreement signed by both parties hereto. E. 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. F. 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. G. 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. H. Successors and assigns. 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 subcontract or assign obligations that do not require Artist’s artistic talent or expertise. 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. I. Notice. Any and all notice required to be provided by the Parties hereto, unless otherwise stated in this Agreement, shall be in writing and shall be deemed communicated upon mailing by United States Mail, addressed as follows: Artist: City Jane Wilson Hillary Bodnar 9440 W. Chadwick Arts & Culture Specialist Boise ID 83704 33 E. Broadway Ave. Meridian ID 83642 Either party may change its respective mailing address by giving written notice of such change in the manner herein provided. J. City Council approval required. The validity of this Agreement shall be expressly conditioned upon City Council action approving the Agreement. Execution of this Agreement 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 Agreement on the Effective Date written above. ARTIST: e Wilson CITY OF MERIDIAN: BY: A17 - 6W al,+`G 1 lol JO k-el'`f 0V Attest:_ Zay`CNeS, City Clerk ACCEPTANCE AGREEMENT -- INITIAL POINT GALLERY DISPLAY PAGE 6 ACCEPTANCE AGREEMENT – INITIAL POINT GALLERY DISPLAY PAGE 7 EXHIBIT A CALL TO ARTISTS Call for Artists: 2017 INITIAL POINT GALLERY SERIES OVERVIEW: The Meridian Arts Commission (MAC) seeks proposals for the display of two-dimensional and/or three-dimensional artwork as part of the 2017 Initial Point Gallery Series, a series of one-month exhibitions in Initial Point Gallery. Initial Point Gallery is located on the third floor of Meridian City Hall (33 E. Broadway Avenue, Meridian, Idaho), and is open to the public during City working hours. Initial Point Gallery provides about 100 feet of total wall space for hanging two-dimensional artwork, and four enclosed display cases for three-dimensional artwork. MAC requests that artists voluntarily donate to MAC 20% of proceeds from sales of art displayed in Initial Point Gallery. ELIGIBILITY: Two-dimensional works displayed in Initial Point Gallery must be comprised of professional-quality, ready-to-hang, original art. Selectees must fill all or half of the gallery. Three-dimensional works may be of any medium, but must fit within the four supplied display cases. No artwork will be displayed which: cannot be safely hung or displayed using the gallery’s equipment; requires unusual maintenance, handling, or security; or is disruptive or likely to offend the sensibilities of the general public. Each piece to be displayed will be evaluated for its compliance with these general requirements. Selectees will be required to pay a $35 gallery maintenance fee and enter into an Acceptance Agreement with the City setting forth specific conditions of display. Selectees and invitees may reapply annually and if selected again, 75% of the display must be artwork that has not been previously displayed in Initial Point Gallery. Small, informal groups of 2-4 artists are encouraged to propose an exhibition including all artists’ work. PROPOSAL REQUIREMENTS: Artists or organizations wishing to display work in the 2017 Initial Point Gallery Series must provide the following materials and information to MAC via email in order to be considered for selection. Completed, signed Application & Acknowledgements form; Letter of intent, including biography of the artist(s) or informational statement regarding organization; 250-word informational paragraph about the artist or organization (for use in gallery publicity if selected); and Five (5) digital images representational of the works proposed for display (for organizations, each image must be of a different artist’s work); and $35 gallery maintenance fee, upon acceptance. (nonrefundable) Details and forms are available at the City’s website, http://www.meridiancity.org or upon request. Limited assistance producing digital images may be available upon request. Materials submitted will not be returned. DEADLINE: To be considered, all proposals must be received by MAC by 5:00 p.m. on Friday, October 7, 2016. SELECTION PROCESS: The selection of art for the 2017 Initial Point Gallery Series will be made by MAC. MAC will notify selectees by email. In evaluating eligible proposals, the following factors will be considered: Proposal’s adherence to the Call for Artists; Quality of work; Appropriateness of subject and concept for a functioning government workplace; Consistency with City policy and community values; and Contribution to aesthetic and cultural atmosphere of Meridian City Hall. RESOURCES PROVIDED UPON SELECTION: Following selection, s electees will be required to pay a $35 gallery maintenance fee and enter into an Acceptance Agreement with the City setting forth specific conditions of display. The City of Meridian will provide selected artists/ organizations with the following resources: Volunteers to assist artist/organization with installing and removing each piece of artwork; Track system for hanging 2D art and four enclosed pedestals for 3D art; Space for artist information and/or an information board; and Limited publicity of the exhibit through City contacts, local media, and other informational forums. CONTACT MAC: mac@meridiancity.org ACCEPTANCE AGREEMENT – INITIAL POINT GALLERY DISPLAY PAGE 9 EXHIBIT B ARTIST ’S PROPOSAL Josephine Forrester Josephineforrester5@gmail.com 8439 W Cory Ct Boise ID 83704 8439 W Cory Ct Boise ID 83704 208 -440 -1550 208 -440 -1550 208 -440 -1550 • Limited publicity of the exhibit through City contacts, local media, and other informational forums. CONTACT MAC: mac@meridiancity.org APPLICANT CONTACT INFORMATION Check one: I am submitting this application as an individual. I am submitting this application for this organization: APPLICATION OVERVIEW: Check all that apply: I/we propose to fill one half of Initial Point Gallery with two-dimensional artwork. I/we propose to fill the entire Initial Point Gallery with two-dimensional artwork. I/we propose to fill 1 2 3 4 of the display cases with 3D artwork Number of 2D pieces: 10 Average size of 2D pieces: 2’ x 3’ Number of 3D pieces: Average size of 3D pieces: Proposed title or theme of show: Off Cherry Lane APPLICATION MATERIALS: All materials must be received via email to mac@meridiancity.org Completed, signed Application & Acknowledgements Form. (Informal groups: each artist must sign separate form.) Biography of artist or informational statement regarding organization, no longer than one 8½ x 11” page; A letter of intent, describing: a. Artist/Organization/Group’s vision for and/or theme of the proposed display; b. Number, dimensions, prices, and medium or media utilized in the works to be displayed; c. Any publicity that the Artist/Organization/Group plans to undertake if selected; and/or d. Any atypical issues or challenges regarding hanging or display of the works proposed for display. Up to five digital images of work representational of the artist’s/organization/group’s work in .jpg format. DISPLAY INFORMATION: Initial Point Gallery is equipped with a track system for hanging two-dimensional artwork. Two-dimensional artwork will be hung from cables, using hooks, and therefore must be equipped with two D rings (fig. 1) on the side rails on the back of the frame (fig. 2). The inside of each D ring must allow a space of at least one-quarter inch (¼”) for insertion of the hooks; any wire constricting this space must be removed. The D rings should be approximately a quarter of the distance of the total frame height from the top of the frame in order to avoid slanting away from the wall. Wires, eyehooks, and clip frames may not be used for hanging. Initial Point Gallery also provides four display cases, each with different dimensions (fig. 3), for displaying three-dimensional artwork. Application & Acknowledgments : 2017 INITIAL POINT GALLERY SER IES I am submitting this application for an informal group : Applicant: Applicant E - mail: Mailing Address: Physical Address: Applicant Phone: Day: Evening: Cell: ACKNOWLEDGMENTS: I, _Josephine Forrester_, hereby acknowledge the following stipulations and agree that if this proposal is selected for display at Initial Point Gallery, such display shall occur subject to these general terms and conditions, as well as subject to other specific terms and conditions that shall be set forth in a separate, written Acceptance Agreement between myself and the City of Meridian. I specifically acknowledge that: _JF_ A. Before my work will be displayed in Initial Point Gallery, I will be required to pay a $35 gallery INITIAL maintenance fee via cash, check, or money order, enter into an Acceptance Agreement with the City of Meridian establishing the specific terms and conditions of the display of the particular works displayed. _JF_ B. If my work is selected for display in Initial Point Gallery, the City of Meridian and its agents will INITI AL exercise professional care in handling and securing all artwork displayed in Initial Point Gallery, but cannot and will not assume liability for any loss or damage. _JF_ C. Any insurance of the artwork displayed in Initial Point Gallery shall be the sole responsibility of the INITIAL artist. The City of Meridian shall not provide insurance to cover loss, theft, or damage of artwork displayed in Initial Point Gallery. _JF_ D. While artwork displayed in Initial Point Gallery may be passively offered for sale by means of an INITIAL informational table, board, or handout as provided or allowed by the City of Meridian, no piece displayed in Initial Point Gallery may have a visible price tag. _JF_ E. While it is intended that each exhibit in Initial Point Gallery will be displayed for a one - to three - INITIAL month period, this period may be shortened by the City of Meridian for any reason, without notice to the artist or organization. _JF_ F. The City may display the work of more than one artist or organization in Initial Point Gallery at any INITIAL time, at the City’s sole discretion. _JF_ G. Artwork submitted for display in Initial Point Gallery must be original works conceived and created INITIAL by the artist (or by artist members of the organization or group) submitting this application. _JF_ H. The opening night reception is scheduled by MAC; though a table and minimal staff/volunteer support INITIAL will be provided, I understand that I am the host and as such will be primarily responsible for any and all reception invitations, publicity, refreshments, music, set up, tear-down, and clean-up. _JF_ I. Meridian City Hall is primarily a place of public business and Initial Point Gallery is a public place. The INITIAL City seeks to encourage artistic expression and public dialogue, but must simultaneously ensure that City Hall is a place where citizens, employees, and visitors of diverse ages and perspectives feel welcome and comfortable. To this end, only artists and artwork meeting the eligibility standards described in the Call for Artists and following the terms set forth in the Acceptance Agreement shall be F IG . 1. D R ING F IG . 2. B ACK OF FRAME F IG . 3. 3 D A RT D ISPLAY C ASES displayed in Initial Point Gallery. I do acknowledge and understand each and all of the foregoing stipulations and do agree to these general terms and conditions. Signature: ________________________ Print name: _____Josephine Forrester_____ * Parent Signature - If Applicant is Under 18: ______________________________________________ Date: _______10\07\16_______ To propose an exhibition in Initial Point Gallery, please submit this Application and Acknowledgements form, completed in full, with the required materials, via e-mail to: mac@meridiancity.org Thank you for your interest! Publicity Statement Off Cherry Lane is a collection of oil paintings including new work by Meridian native artist, Josephine Forrester. In this body of work, Forrester explores the intensity of childhood emotions through narrative paintings of personally significant and visually specific memories. In her large landscapes, distortions and heightened color recall her perspective as a child with the powerful meaning she placed on her surroundings from a young age. As a child, Forrester made art and decorations out of construction paper, family photos, and anything else she could get her hands on. Although she continued to dabble in art through her adolescence, it was not until she worked with oils in college that she found her lifework as an artist. From her first paintings, Forrester’s unmistakable brushwork and saturated color made her art stand out as uniquely her own. Forrester graduated from Boise State University with a BFA in Painting and Drawing in 2015. Her work has been exhibited in five group exhibitions, and two solo exhibitions in 2016. She currently works as a Curatorial and Facilities Assistant at the Boise Art Museum. JOSEPHINE FORRESTER 8439 W Cory Ct Boise, ID 83704 208-440-1550 josephineforrester5@gmail.com JOSEPHINEFORRESTER.COM October 7 th , 2016 Meridian Arts Commission 33 E. Broadway Ave Meridian, ID 83642 Letter of Intent For the Initial Point Gallery, I propose an exhibit of ten oil paintings depicting memories from my childhood in Meridian, Idaho. The show will be titled, Off Cherry Lane , tying the show to the area where I grew up. My trademark style of boldly intuitive, yet precise brushwork and evocative use of saturated color render my memories with humor, poignancy, and arresting beauty, all at the same time. This celebration of growing up in Meridian, Idaho will give viewers both pride in what their hometown gave to them, and pride in what Meridian can produce. And even if members of the audience are not from this town, my work reminds viewers of their own memories, reminding them of the significant people, places, and events from when they were young. This exhibit will consist of ten oil paintings in a variety of sizes, with the smallest painting at 12” x 9”, the largest at 4’ x 6,’ and most averaging 2’ x 3’. While the content of my childhood memories is the same across all the works, the genres include portrait, narrative, and landscape. This diversity of subject matter means nearly all viewers have some works they can enjoy and often one that is their very favorite. For, Off Cherry Lane , five displayed oil paintings will be shown for the first time, and five paintings will have been previously shown. They will have D rings affixed to the back of their stretcher bars and will need no special accommodation for hanging or display. Through my work at the Art Museum I have experience with every aspect of installation work and can install my exhibit with as much or as little help as is available. I am very comfortable promoting my own work. I will use my social media accounts on Instagram and Facebook, along with printed flyers at strategic locations. If my budget allows, I may purchase promotion from Facebook or another social media outlet. Thank you very much for your time and consideration. I look forward to hearing your decision. Sincerely, Josephine Forrester JOSEPHINE FORRESTER 8439 W Cory Ct Boise, ID 83704 208-440-1550 josephineforrester5@gmail.com JOSEPHINEFORRESTER.COM Artist’s Biography Josephine Forrester was born in 1991, and her parents moved to Idaho at the soonest opportunity. She was raised in Meridian, Idaho’s idyllic suburbs, whose sheltered streets and parks allowed her and her friends free reign over their surroundings for many hours of imaginative play. As a child Forrester made art and decorations out of construction paper, family photos, and anything else she could get her hands on. Although she continued to dabble in art through her adolescence, it was not until she worked with oils in college that she found her calling as an artist. From her first paintings, Forrester’s unmistakable brushwork and saturated color made her art stand out as uniquely her own. Forrester’s latest body of work explores the intensity of childhood emotions in narrative paintings through shreds of her personally significant and visually specific memories. In her large landscapes, distortions and heightened color recall her perspective as a child and the powerful meaning she placed on her surroundings from a young age. Forrester graduated from Boise State University with a BFA in Painting and Drawing in 2015. Her work has been exhibited in five group exhibitions, and two solo exhibitions in 2016. She currently works as a Curatorial and Facilities Assistant at the Boise Art Museum. ACCEPTANCE AGREEMENT: DISPLAY OF ARTWORK IN INITIAL POINT GALLERY, MERIDIAN CITY BALL This ACCEPTANCE AGREEMENT: DISPLAY OF ARTWORK IN INITIAL POINT GALLERY, MERIDIAN CITY HALL ("Agreement") is made on the -LZ day of r&A/q:n4, 2017 ("Effective Date"), by and between the City of Meridian, a municipal corporation organized under the laws of the State of Idaho ("City"), and Carol Johansen, an individual person ("Artist"), (City and Artist may hereinafter be collectively referred to as "Parties.") WHEREAS, the City desires that public art will be a component of Meridian City Hall and to that end, the Meridian Arts Commission issued the Call to Artists attached hereto as Exhibit A, seeking proposals for the display of artwork in Initial Point Gallery, an art gallery on the third floor of Meridian City Hall, the address of which is 33 E. Broadway Ave., Meridian, Idaho ("Initial Point Gallery"); WHEREAS, in response to the Call to Artists, Artist did submit a proposal, comprised of the materials attached hereto as Exhibit B ("Proposal"), for the display of artwork in Initial Point Gallery; WHEREAS, on November 10, 2016, the Meridian Arts Commission ("Commission") reviewed the responses to the Call to Artists, selected Artist's work for display based on the Proposal, and recommended to the Meridian City Council that Artist's artwork, as depicted in the Proposal, be displayed in Initial Point Gallery; WHEREAS, at its regular meeting on December 6, 2016, the Meridian City Council adopted such recommendation and directed the Commission to work with Artist to establish a display of Artist's artwork in Initial Point Gallery; and WHEREAS, the Parties acknowledge that Meridian City Hall is primarily a place of public business, that Initial Point Gallery is a public place, and that while the City seeks to encourage artistic expression and public dialogue, the City must simultaneously ensure that Meridian City Hall is a place where citizens, employees, and visitors of diverse ages and perspectives feel welcome and comfortable; 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 personally deliver to Initial Point Gallery, on July 28, 2017, at such time as is specified by the Arts & Culture Specialist, artwork which shall substantially conform to the description of such artwork set forth in Exhibit B hereto. Artist shall be responsible for hanging such artwork on July 28, 2017, at the direction of the Arts & Culture Specialist; shall allow the display of such work in Initial Point Gallery from July 28, 2017 through August 31, 2017, in accordance with the terms of this Agreement; and shall be responsible for removal of such artwork on September 1, 2017, at such time as is specified by the Arts & Culture Specialist. ACCEPTANCE AGREEMENT - INITIAL POINT GALLERY DISPLAY PAGE I ACCEPTANCE AGREEMENT – INITIAL POINT GALLERY DISPLAY PAGE 2 II. COMPENSATION AND SALE OF ARTWORK . A. No compensation. Artist shall display Artist’s artwork in Initial Point Gallery at the pleasure of the Meridian City Council. City shall not provide compensation to Artist for services, work, and/or any activity undertaken pursuant to or related to this Agreement. B. Sale of artwork. Artist may, at the direction of and in the manner established by the Arts & Culture Specialist, passively offer the artwork on display in Initial Point Gallery for sale. No price shall be displayed on or be proximate to any piece on display in Initial Point Gallery. City personnel shall not facilitate in any way the sale of Artist’s work; any transaction related to the sale of artwork shall be handled solely by Artist. Artist acknowledges the Commission’s request that Artist voluntarily donate to the Commission twenty percent (20%) of proceeds from any artwork sold due to its display in Initial Point Gallery. Upon the sale of a piece of artwork on display in Initial Point Gallery, Artist may remove such artwork from the Gallery, provided that Artist replaces the removed piece with another piece of artwork within twenty-four (24) hours of such removal. Artist shall coordinate the removal, replacement, and/or substitution of any and all artwork with the Arts & Culture Specialist prior to such activity. III. TIME OF PERFORMANCE . Artist shall provide services described in this Agreement in a timely manner, as described herein. Artist acknowledges and agrees 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 default of this Agreement. IV. INSTALLATION . A. Coordination with Curator. Prior to the installation, removal, replacement, and/or substitution of the display in Initial Point Gallery or any portion or component thereof, Artist shall coordinate any and all such activity with the Gallery Curator. Artist shall be responsible for contacting the Gallery Curator between May 28, 2017 and June 28, 2017 to confirm details regarding the installation, removal, publicity, and promotion of the exhibit . Artist’s failure to affirmatively contact the Gallery Curator as required by this paragraph shall constitute a default of this Agreement. B. Inspection of display. Prior to or after installation, the Arts & Culture Specialist and/or the City may inspect and/or review the artwork proposed by Artist for display in Initial Point Gallery to ensure compliance with all criteria set forth in the Call to Artists attached hereto as Exhibit A , and the Application and Acknowledgements Form attached hereto in Exhibit B , as well as to ensure that such artwork may be safely and appropriately displayed in Initial Point Gallery. If the Arts & Culture Specialist or the City concludes that the display or any portion or component thereof does not meet the criteria set forth in Exhibits A and B, does not reflect artwork as described and depicted in the Proposal set forth in Exhibit B , or cannot be safely and/or appropriately displayed in Initial Point Gallery, the Arts & Culture Specialist or the City may require the immediate removal of such artwork from Initial Point Gallery. Further, the Arts & Culture Specialist or the City ACCEPTANCE AGREEMENT – INITIAL POINT GALLERY DISPLAY PAGE 3 may require the immediate removal of such artwork from Initial Point Gallery where such removal serves the best interest of the City. V. DISPLAY . A. Original artwork. Artist warrants that any and all artwork provided by Artist for display in Initial Point Gallery shall be, and is, original work conceived and created by Artist. B. Photographs of artwork. City may photograph the artwork displayed in Initial Point Gallery, as City may desire for purposes of advertising, marketing, and public information. Where practicable and to the extent of City’s authority, Artist shall be acknowledged on each such photograph to be the creator of the original subject thereof, provided that photographic reproductions of artwork shall not be identified as or represented to be the finished artwork. C. Use of Artist’s name. Artist hereby conveys to City permission to use Artist’s name for purposes of advertising, marketing, and public information, without violation of Artist’s rights of privacy or any other rights Artist may possess under this Agreement, provided that City shall not use Artist’s logo, if any, for any purpose without the express, written permission of Artist. D. Use of City’s name. City hereby conveys to Artist permission to use City’s name for purposes of advertising, marketing, and public information, without violation of City’s rights of privacy or any other rights City may possess under this Agreement, provided that Artist shall not use City’s logo for any purpose without the express, written permission of the Mayor’s Chief of Staff. E. Removal of artwork by City. City shall have the right to remove Artist’s artwork from public display at any time and for any reason. Such removal may be temporary or permanent in nature. Where such artwork is or is intended to be removed from public display for longer than forty-eight (48) hours, City shall notify Artist in the manner set forth herein. While it is intended that Artist’s artwork will be displayed in Initial Point Gallery for the period set forth herein, this period may be shortened by City for any reason, without notice to the Artist. F. Removal of artwork by Artist. Artist shall coordinate with the Arts & Culture Specialist the removal, replacement, and/or substitution of any and all artwork prior to such activity, whether such activity is necessary due to the sale of a piece or for any other reason. G. Simultaneous display. City may elect to display the work of more than one Artist or Organization in Initial Point Gallery at any time, at the City’s sole discretion. The manner and arrangement of the display(s) in Initial Point Gallery shall be determined by the Arts & Culture Specialist. ACCEPTANCE AGREEMENT – INITIAL POINT GALLERY DISPLAY PAGE 4 VI. INDEMNIFICATION , WAIVER , AND INSURANCE . A. Indemnification. Artist shall, and hereby does, 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 invitees. B. Waiver. Artist shall, and hereby does, waive 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 the tortious conduct of City or its officers, agents or employees. C. Insurance Artist’s responsibility. City shall not provide insurance to cover loss, theft, or damage of artwork displayed in Initial Point Gallery or to cover any activity undertaken by Artist in the furtherance of Artists’ rights or obligations described herein. Insurance of the artwork; of the Artist’s person, property, or interests; and/or of the Artist’s employees or agents shall be the sole responsibility of Artist. Artist shall obtain all necessary insurance as may be required in order to protect Artist’s insurable interests for its rights and obligations described within this Agreement, including, but not limited to, liability insurance, automobile insurance, worker’s compensation insurance, and/or insurance of the artwork to be displayed in Initial Point Gallery. Artist shall bear any and all risks of, and actual, loss of, theft of, and/or damage to the artwork prepared for, transported to, transported from, installed or hung in, and/or displayed in Initial Point Gallery. VII. TERMINATION . A. Termination for cause. If City determines that Artist has failed to comply with or is in default of 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 providing written notice to the defaulting party of its intent to terminate, and shall specify the grounds for termination. The defaulting party shall have two (2) calendar days, not including Sundays or federal holidays, after the other party mails such notice to cure the default. If the default is not cured within such period, this Agreement shall be terminated immediately upon mailing of written notice of termination. B. Termination without cause. City may immediately terminate this Agreement for any reason at any time without prior notice to Artist. C. Termination upon death or incapacity of Artist. This Agreement shall automatically terminate upon the death or incapacity of Artist. ACCEPTANCE AGREEMENT – INITIAL POINT GALLERY DISPLAY PAGE 5 D. Non-waiver. 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. GENERAL PROVISIONS . A. Relationship of Parties. It is the express intention of Parties that Artist is an independent party and not an employee, agent, joint venturer, or partner of City. 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 official, 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. B. Compliance with law. Throughout the course of this Agreement, Artist shall comply with any and all applicable federal, state, and local laws. C. Non-Discrimination. In fulfilling or exercising any right or obligation under 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 disability. D. 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, and whether previous to the execution hereof or contemporaneous herewith. The terms of this Agreement may not be enlarged, modified or altered except upon written agreement signed by both parties hereto. E. 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. F. 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. G. 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. H. Successors and assigns. 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 subcontract or assign obligations that do not require Artist’s artistic talent or expertise. 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. I. Notice. Any and all notice required to be provided by the Parties hereto, unless otherwise stated in this Agreement, shall be in writing and shall be deemed communicated upon mailing by United States Mail, addressed as follows: Artist: Carol Johansen 210 N. 500 West Mt. Pleasant UT 84647 City Hillary Bodnar Arts & Culture Specialist 33 E. Broadway Ave. Meridian ID 83642 Either party may change its respective mailing address by giving written notice of such change in the manner herein provided. J. City Council approval required. The validity of this Agreement shall be expressly conditioned upon City Council action approving the Agreement. Execution of this Agreement 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 Agreement on the Effective Date written above, ARTIST: C4q1 Joha sen CITY OF ERIDI r BY: Co)ffert, Perk+ rn1 13lk( ORA �EASURE�P� Attest: C, ay Coleg, City Clerk ACCEPTANCE AGREEMENT -- INITIAL POINT GALLERY DISPLAY PAGE 6 ACCEPTANCE AGREEMENT – INITIAL POINT GALLERY DISPLAY PAGE 7 EXHIBIT A CALL TO ARTISTS Call for Artists: 2017 INITIAL POINT GALLERY SERIES OVERVIEW: The Meridian Arts Commission (MAC) seeks proposals for the display of two-dimensional and/or three-dimensional artwork as part of the 2017 Initial Point Gallery Series, a series of one-month exhibitions in Initial Point Gallery. Initial Point Gallery is located on the third floor of Meridian City Hall (33 E. Broadway Avenue, Meridian, Idaho), and is open to the public during City working hours. Initial Point Gallery provides about 100 feet of total wall space for hanging two-dimensional artwork, and four enclosed display cases for three-dimensional artwork. MAC requests that artists voluntarily donate to MAC 20% of proceeds from sales of art displayed in Initial Point Gallery. ELIGIBILITY: Two-dimensional works displayed in Initial Point Gallery must be comprised of professional-quality, ready-to-hang, original art. Selectees must fill all or half of the gallery. Three-dimensional works may be of any medium, but must fit within the four supplied display cases. No artwork will be displayed which: cannot be safely hung or displayed using the gallery’s equipment; requires unusual maintenance, handling, or security; or is disruptive or likely to offend the sensibilities of the general public. Each piece to be displayed will be evaluated for its compliance with these general requirements. Selectees will be required to pay a $35 gallery maintenance fee and enter into an Acceptance Agreement with the City setting forth specific conditions of display. Selectees and invitees may reapply annually and if selected again, 75% of the display must be artwork that has not been previously displayed in Initial Point Gallery. Small, informal groups of 2-4 artists are encouraged to propose an exhibition including all artists’ work. PROPOSAL REQUIREMENTS: Artists or organizations wishing to display work in the 2017 Initial Point Gallery Series must provide the following materials and information to MAC via email in order to be considered for selection. Completed, signed Application & Acknowledgements form; Letter of intent, including biography of the artist(s) or informational statement regarding organization; 250-word informational paragraph about the artist or organization (for use in gallery publicity if selected); and Five (5) digital images representational of the works proposed for display (for organizations, each image must be of a different artist’s work); and $35 gallery maintenance fee, upon acceptance. (nonrefundable) Details and forms are available at the City’s website, http://www.meridiancity.org or upon request. Limited assistance producing digital images may be available upon request. Materials submitted will not be returned. DEADLINE: To be considered, all proposals must be received by MAC by 5:00 p.m. on Friday, October 7, 2016. SELECTION PROCESS: The selection of art for the 2017 Initial Point Gallery Series will be made by MAC. MAC will notify selectees by email. In evaluating eligible proposals, the following factors will be considered: Proposal’s adherence to the Call for Artists; Quality of work; Appropriateness of subject and concept for a functioning government workplace; Consistency with City policy and community values; and Contribution to aesthetic and cultural atmosphere of Meridian City Hall. RESOURCES PROVIDED UPON SELECTION: Following selection, s electees will be required to pay a $35 gallery maintenance fee and enter into an Acceptance Agreement with the City setting forth specific conditions of display. The City of Meridian will provide selected artists/ organizations with the following resources: Volunteers to assist artist/organization with installing and removing each piece of artwork; Track system for hanging 2D art and four enclosed pedestals for 3D art; Space for artist information and/or an information board; and Limited publicity of the exhibit through City contacts, local media, and other informational forums. CONTACT MAC: mac@meridiancity.org ACCEPTANCE AGREEMENT – INITIAL POINT GALLERY DISPLAY PAGE 9 EXHIBIT B ARTIST ’S PROPOSAL Carol Johansen Artist Bio Carol Johansen’s passion is the landscape, exploring the space and rhythm of her surroundings, getting color notes of information and references to bring back to the studio for larger paintings. She has found her inner voice, bridging a link to the viewer with the emotional content of the painting with expressive color and heartfelt sentiments, a product of how she lives. Carol Johansen was born in Salt Lake City, Utah in 1951, the youngest of four siblings. Her parents separated when she was 5 years old. With her single mother working two part time jobs, Carol enjoyed her time exploring the wild lands behind her house in the suburbs. It was through hours of personal child play that has lead to her intellectual curiosity of art and the world about her. Carol attended college seeking a teaching degree, but was unable to finish until she was in her early 30’s. With five children and one on the way, she began her teaching career. After a year in the classroom, she was offered the opportunity to become an art educator. This opened up a deep passion for creativity and renewed awareness of expression, something she always yearned for in her life. Over time, Carol unleashed her artistic endeavors by learning the processes of painting. Her art has become a journey of discovery about nature and herself, both challenging. ACCEPTANCE AGREEMENT: DISPLAY OF ARTWORK IN INITIAL POINT GALLERY, MERIDIAN CITY HALL This ACCEPTANCE AGREEMENT: DISPLAY OF ARTWORK IN INITIAL POINT GALLERY, MERIDIAN CITY HALL ("Agreement") is made on the 2nd day of January , 2017 ("Effective Date"), by and between the City of Meridian, a municipal corporation organized under the laws of the State of Idaho ("City"), and Jessica Tookey, an individual person ("Artist"). (City and Artist may hereinafter be collectively referred to as "Parties.") WHEREAS, the City desires that public art will be a component of Meridian City Hall and to that end, the Meridian Arts Commission issued the Call to Artists attached hereto as Exhibit A, seeking proposals for the display of artwork in Initial Point Gallery, an art gallery on the third floor of Meridian City Hall, the address of which is 33 E. Broadway Ave., Meridian, Idaho ("Initial Point Gallery"); WHEREAS, in response to the Call to Artists, Artist did submit a proposal, comprised of the materials attached hereto as Exhibit B ("Proposal"), for the display of artwork in Initial Point Gallery; WHEREAS, on November 10, 2016, the Meridian Arts Commission ("Commission") reviewed the responses to the Call to Artists, selected Artist's work for display based on the Proposal, and recommended to the Meridian City Council that Artist's artwork, as depicted in the Proposal, be displayed in Initial Point Gallery; WHEREAS, at its regular meeting on December 6, 2016, the Meridian City Council adopted such recommendation and directed the Commission to work with Artist to establish a display of Artist's artwork in Initial Point Gallery; and WHEREAS, the Parties acknowledge that Meridian City Hall is primarily a place of public business, that Initial Point Gallery is a public place, and that while the City seeks to encourage artistic expression and public dialogue, the City must simultaneously ensure that Meridian City Hall is a place where citizens, employees, and visitors of diverse ages and perspectives feel welcome and comfortable; 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 personally deliver to Initial Point Gallery, on September 1, 2017, at such time as is specified by the Arts & Culture Specialist, artwork which shall substantially conform to the description of such artwork set forth in Exhibit hereto. Artist shall be responsible for hanging such artwork on September 1, 2017, at the direction of the Arts & Culture Specialist; shall allow the display of such work in Initial Point Gallery from September 1, 2017 through September 28, 2017, in accordance with the terms of this Agreement; and shall be responsible for removal of such artwork on September 29, 2017, at such time as is specified by the Arts & Culture Specialist. ACCEPTANCE AGREEMENT — INITIAL POINT GALLERY DISPLAY PAGE I ACCEPTANCE AGREEMENT – INITIAL POINT GALLERY DISPLAY PAGE 2 II. COMPENSATION AND SALE OF ARTWORK . A. No compensation. Artist shall display Artist’s artwork in Initial Point Gallery at the pleasure of the Meridian City Council. City shall not provide compensation to Artist for services, work, and/or any activity undertaken pursuant to or related to this Agreement. B. Sale of artwork. Artist may, at the direction of and in the manner established by the Arts & Culture Specialist, passively offer the artwork on display in Initial Point Gallery for sale. No price shall be displayed on or be proximate to any piece on display in Initial Point Gallery. City personnel shall not facilitate in any way the sale of Artist’s work; any transaction related to the sale of artwork shall be handled solely by Artist. Artist acknowledges the Commission’s request that Artist voluntarily donate to the Commission twenty percent (20%) of proceeds from any artwork sold due to its display in Initial Point Gallery. Upon the sale of a piece of artwork on display in Initial Point Gallery, Artist may remove such artwork from the Gallery, provided that Artist replaces the removed piece with another piece of artwork within twenty-four (24) hours of such removal. Artist shall coordinate the removal, replacement, and/or substitution of any and all artwork with the Arts & Culture Specialist prior to such activity. III. TIME OF PERFORMANCE . Artist shall provide services described in this Agreement in a timely manner, as described herein. Artist acknowledges and agrees 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 default of this Agreement. IV. INSTALLATION . A. Coordination with Curator. Prior to the installation, removal, replacement, and/or substitution of the display in Initial Point Gallery or any portion or component thereof, Artist shall coordinate any and all such activity with the Gallery Curator. Artist shall be responsible for contacting the Gallery Curator between July 1, 2017 and August 1, 2017 to confirm details regarding the installation, removal, publicity, and promotion of the exhibit . Artist’s failure to affirmatively contact the Gallery Curator as required by this paragraph shall constitute a default of this Agreement. B. Inspection of display. Prior to or after installation, the Arts & Culture Specialist and/or the City may inspect and/or review the artwork proposed by Artist for display in Initial Point Gallery to ensure compliance with all criteria set forth in the Call to Artists attached hereto as Exhibit A , and the Application and Acknowledgements Form attached hereto in Exhibit B , as well as to ensure that such artwork may be safely and appropriately displayed in Initial Point Gallery. If the Arts & Culture Specialist or the City concludes that the display or any portion or component thereof does not meet the criteria set forth in Exhibits A and B, does not reflect artwork as described and depicted in the Proposal set forth in Exhibit B , or cannot be safely and/or appropriately displayed in Initial Point Gallery, the Arts & Culture Specialist or the City may require the immediate removal of such artwork from Initial Point Gallery. Further, the Arts & Culture Specialist or the City ACCEPTANCE AGREEMENT – INITIAL POINT GALLERY DISPLAY PAGE 3 may require the immediate removal of such artwork from Initial Point Gallery where such removal serves the best interest of the City. V. DISPLAY . A. Original artwork. Artist warrants that any and all artwork provided by Artist for display in Initial Point Gallery shall be, and is, original work conceived and created by Artist. B. Photographs of artwork. City may photograph the artwork displayed in Initial Point Gallery, as City may desire for purposes of advertising, marketing, and public information. Where practicable and to the extent of City’s authority, Artist shall be acknowledged on each such photograph to be the creator of the original subject thereof, provided that photographic reproductions of artwork shall not be identified as or represented to be the finished artwork. C. Use of Artist’s name. Artist hereby conveys to City permission to use Artist’s name for purposes of advertising, marketing, and public information, without violation of Artist’s rights of privacy or any other rights Artist may possess under this Agreement, provided that City shall not use Artist’s logo, if any, for any purpose without the express, written permission of Artist. D. Use of City’s name. City hereby conveys to Artist permission to use City’s name for purposes of advertising, marketing, and public information, without violation of City’s rights of privacy or any other rights City may possess under this Agreement, provided that Artist shall not use City’s logo for any purpose without the express, written permission of the Mayor’s Chief of Staff. E. Removal of artwork by City. City shall have the right to remove Artist’s artwork from public display at any time and for any reason. Such removal may be temporary or permanent in nature. Where such artwork is or is intended to be removed from public display for longer than forty-eight (48) hours, City shall notify Artist in the manner set forth herein. While it is intended that Artist’s artwork will be displayed in Initial Point Gallery for the period set forth herein, this period may be shortened by City for any reason, without notice to the Artist. F. Removal of artwork by Artist. Artist shall coordinate with the Arts & Culture Specialist the removal, replacement, and/or substitution of any and all artwork prior to such activity, whether such activity is necessary due to the sale of a piece or for any other reason. G. Simultaneous display. City may elect to display the work of more than one Artist or Organization in Initial Point Gallery at any time, at the City’s sole discretion. The manner and arrangement of the display(s) in Initial Point Gallery shall be determined by the Arts & Culture Specialist. ACCEPTANCE AGREEMENT – INITIAL POINT GALLERY DISPLAY PAGE 4 VI. INDEMNIFICATION , WAIVER , AND INSURANCE . A. Indemnification. Artist shall, and hereby does, 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 invitees. B. Waiver. Artist shall, and hereby does, waive 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 the tortious conduct of City or its officers, agents or employees. C. Insurance Artist’s responsibility. City shall not provide insurance to cover loss, theft, or damage of artwork displayed in Initial Point Gallery or to cover any activity undertaken by Artist in the furtherance of Artists’ rights or obligations described herein. Insurance of the artwork; of the Artist’s person, property, or interests; and/or of the Artist’s employees or agents shall be the sole responsibility of Artist. Artist shall obtain all necessary insurance as may be required in order to protect Artist’s insurable interests for its rights and obligations described within this Agreement, including, but not limited to, liability insurance, automobile insurance, worker’s compensation insurance, and/or insurance of the artwork to be displayed in Initial Point Gallery. Artist shall bear any and all risks of, and actual, loss of, theft of, and/or damage to the artwork prepared for, transported to, transported from, installed or hung in, and/or displayed in Initial Point Gallery. VII. TERMINATION . A. Termination for cause. If City determines that Artist has failed to comply with or is in default of 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 providing written notice to the defaulting party of its intent to terminate, and shall specify the grounds for termination. The defaulting party shall have two (2) calendar days, not including Sundays or federal holidays, after the other party mails such notice to cure the default. If the default is not cured within such period, this Agreement shall be terminated immediately upon mailing of written notice of termination. B. Termination without cause. City may immediately terminate this Agreement for any reason at any time without prior notice to Artist. C. Termination upon death or incapacity of Artist. This Agreement shall automatically terminate upon the death or incapacity of Artist. ACCEPTANCE AGREEMENT – INITIAL POINT GALLERY DISPLAY PAGE 5 D. Non-waiver. 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. GENERAL PROVISIONS . A. Relationship of Parties. It is the express intention of Parties that Artist is an independent party and not an employee, agent, joint venturer, or partner of City. 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 official, 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. B. Compliance with law. Throughout the course of this Agreement, Artist shall comply with any and all applicable federal, state, and local laws. C. Non-Discrimination. In fulfilling or exercising any right or obligation under 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 disability. D. 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, and whether previous to the execution hereof or contemporaneous herewith. The terms of this Agreement may not be enlarged, modified or altered except upon written agreement signed by both parties hereto. E. 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. F. 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. G. 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. H. Successors and assigns. 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 subcontract or assign obligations that do not require Artist’s artistic talent or expertise. 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. I. Notice. Any and all notice required to be provided by the Parties hereto, unless otherwise stated in this Agreement, shall be in writing and shall be deemed communicated upon mailing by United States Mail, addressed as follows: Artist: Jessica Tookey 5504 S. Saddle Street Boise ID 83709 City Hillary Bodnar Arts & Culture Specialist 33 E. Broadway Ave. Meridian ID 83642 Either party may change its respective mailing address by giving written notice of such change in the manner herein provided. J. City Council approval required. The validity of this Agreement shall be expressly conditioned upon City Council action approving the Agreement. Execution of this Agreement 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 Agreement on the Effective Date written above. ARTIST: Je ica Tookey CITYOF MER DIAN: BY: �ayeei�e� Attest: , ay Wes, City Clerk ACCEPTANCE AGREEMENT - INITIAL POINT GALLERY DISPLAY PAGE 6 ACCEPTANCE AGREEMENT – INITIAL POINT GALLERY DISPLAY PAGE 7 EXHIBIT A CALL TO ARTISTS Call for Artists: 2017 INITIAL POINT GALLERY SERIES OVERVIEW: The Meridian Arts Commission (MAC) seeks proposals for the display of two-dimensional and/or three-dimensional artwork as part of the 2017 Initial Point Gallery Series, a series of one-month exhibitions in Initial Point Gallery. Initial Point Gallery is located on the third floor of Meridian City Hall (33 E. Broadway Avenue, Meridian, Idaho), and is open to the public during City working hours. Initial Point Gallery provides about 100 feet of total wall space for hanging two-dimensional artwork, and four enclosed display cases for three-dimensional artwork. MAC requests that artists voluntarily donate to MAC 20% of proceeds from sales of art displayed in Initial Point Gallery. ELIGIBILITY: Two-dimensional works displayed in Initial Point Gallery must be comprised of professional-quality, ready-to-hang, original art. Selectees must fill all or half of the gallery. Three-dimensional works may be of any medium, but must fit within the four supplied display cases. No artwork will be displayed which: cannot be safely hung or displayed using the gallery’s equipment; requires unusual maintenance, handling, or security; or is disruptive or likely to offend the sensibilities of the general public. Each piece to be displayed will be evaluated for its compliance with these general requirements. Selectees will be required to pay a $35 gallery maintenance fee and enter into an Acceptance Agreement with the City setting forth specific conditions of display. Selectees and invitees may reapply annually and if selected again, 75% of the display must be artwork that has not been previously displayed in Initial Point Gallery. Small, informal groups of 2-4 artists are encouraged to propose an exhibition including all artists’ work. PROPOSAL REQUIREMENTS: Artists or organizations wishing to display work in the 2017 Initial Point Gallery Series must provide the following materials and information to MAC via email in order to be considered for selection. Completed, signed Application & Acknowledgements form; Letter of intent, including biography of the artist(s) or informational statement regarding organization; 250-word informational paragraph about the artist or organization (for use in gallery publicity if selected); and Five (5) digital images representational of the works proposed for display (for organizations, each image must be of a different artist’s work); and $35 gallery maintenance fee, upon acceptance. (nonrefundable) Details and forms are available at the City’s website, http://www.meridiancity.org or upon request. Limited assistance producing digital images may be available upon request. Materials submitted will not be returned. DEADLINE: To be considered, all proposals must be received by MAC by 5:00 p.m. on Friday, October 7, 2016. SELECTION PROCESS: The selection of art for the 2017 Initial Point Gallery Series will be made by MAC. MAC will notify selectees by email. In evaluating eligible proposals, the following factors will be considered: Proposal’s adherence to the Call for Artists; Quality of work; Appropriateness of subject and concept for a functioning government workplace; Consistency with City policy and community values; and Contribution to aesthetic and cultural atmosphere of Meridian City Hall. RESOURCES PROVIDED UPON SELECTION: Following selection, s electees will be required to pay a $35 gallery maintenance fee and enter into an Acceptance Agreement with the City setting forth specific conditions of display. The City of Meridian will provide selected artists/ organizations with the following resources: Volunteers to assist artist/organization with installing and removing each piece of artwork; Track system for hanging 2D art and four enclosed pedestals for 3D art; Space for artist information and/or an information board; and Limited publicity of the exhibit through City contacts, local media, and other informational forums. CONTACT MAC: mac@meridiancity.org ACCEPTANCE AGREEMENT – INITIAL POINT GALLERY DISPLAY PAGE 9 EXHIBIT B ARTIST ’S PROPOSAL Artist Jessica Tookey 5504 S. Saddle St. Boise ID 83709 Meridian Arts Commission Attn: Hillary Bodnar 33 East Broadway Avenue Meridian ID 83642 Dear Members of the Meridian Arts Commission: I appreciate the opportunity to share my life exhibit with you. In January of 2016, I painted “Crash” (the wave painting in the upper left corner). Since that time, I have had numerous requests to do more water paintings so I have been taking photos of water that I will turn in to paintings. I will begin these Acrylic paintings in November of 2016 and plan on completing one “water focused” painting every two weeks. My goal is to have at least 20 of these paintings completed by August of 2017. The paintings will vary in size from 24x24 inch canvases up to 48x60 inch canvases, so depending on the number of very large canvases, I will adjust the number of paintings accordingly to fill the entire gallery. I am aware that this is an ambitious undertaking but in one month of 2015 I painted 19 new canvases for an exhibit. By starting in November, I will easily be ready to fill your gallery by as early as August of 2017. Paintings will be available for purchase, each will be priced based on the size of canvas. For example, a 24x24 inch painting is $600 while a 48x60 inch painting is $1100. If selected, I will advertise the display through social media and the various business groups I participate in. Last year, I had a huge number of people come out to support the exhibit and my “fan base” has grown exponentially since then with many people advertising my art for me. There are no atypical issues for hanging my work. Again, I thank you for your consideration and appreciate your time! Sincerely, Jessica Tookey Enclosed: Biography Biography Jessica Tookey strives to show people the beauty that is all around and within us. She has been creating all of her life, but it wasn’t until 2014 that she felt the call to pursue art as a career. With a degree in Art Education, Jessica found joy in teaching many students the love of art. Now, she is sharing her gift with the general public. She draws and paints everything but just recently started painting water. Since her first completed water painting, she has had many requests to paint more water. This exhibit allows her to fulfil that request. It also emphasizes a focus on life, and enjoying everything around you – which is something Jessica strives to share with people. Water is life. It is tranquil and it is tumultuous. Through the sound of water, we can find peace or terror…it all depends on your perspective. Shifting perspectives is something that Jessica loves to do with her art. Her Words Matter campaign, launched last year at Initial Point Gallery, continues to shift perspectives as it travels from location to location. We are inundated with the ugliness of our world through television and movies, shift your perspective…there is beauty all around us. You just have to open your eyes and see it. Jessica is a board member of the Treasure Valley Artist Alliance and sells prints of her work at FineArtAmerica.com and Redbubble.com. Her work is on display at the Boise Tech Mall, V3 Hair Studio, and with Edward Jones Financial Advisor Bryant Albi. Past exhibitions include The Owyhee Plaza, Gallery Coffee in Meridian, Meridian City Hall Initial Point Gallery, Idaho First Bank on 12th and Idaho and the new branch in the CW Moore building, Eagle City Hall, Flash Talent and Promotions, and numerous events. She also has provided portraits for PURE:Health, Image, Lifestyle Center’s Extreme Makeover as well as numerous families who have lost loved ones. Jessica hopes that her focus on kindness and beauty will inspire people to love one another as we were created to do. Informational Paragraph Jessica Tookey strives to show people the beauty that is all around and within us. She has been creating all of her life, but it wasn’t until 2014 that she felt the call to pursue art as a career. With a degree in Art Education, Jessica found joy in teaching many students the love of art. Now, she is sharing her gift with the general public. She draws and paints everything but just recently started painting water. Since her first completed water painting, there have been many requests to paint more water. This exhibit allowed her to fulfil that request. The exhibit also emphasizes a focus on life, and enjoying everything around you – which is something Jessica strives to share with people. Water is life. It is tranquil and it is tumultuous. Through the sound of water, we can find peace or terror…it all depends on your perspective. Shifting perspectives is something that Jessica loves to do with her art. Her Words Matter campaign, launched last year at Initial Point Gallery, continues to shift perspectives as it travels from location to location. We are inundated with the ugliness of our world through television and movies, shift your perspective…there is beauty all around us. You just have to open your eyes and see it. ACCEPTANCE AGREEMENT: DISPLAY OF ARTWORK IN INITIAL POINT GALLERY, MERIDIAN CITY HALL This ACCEPTANCE AGREEMENT: DISPLAY OF ARTWORK IN INITIAL POINT GALLERY, MERIDIAN CITY HALL ("Agreement") is made on the -L day of Tc vU , 2017 ("Effective Date"), by and between the City of Meridian, a municipal corporation 01 organized under the laws of the State of Idaho ("City"), and Edie Schutte Martin, an individual person ("Artist"). (City and Artist may hereinafter be collectively referred to as "Parties.") WHEREAS, the City desires that public art will be a component of Meridian City Hall and to that end, the Meridian Arts Commission issued the Call to Artists attached hereto as Exhibit A, seeking proposals for the display of artwork in Initial Point Gallery, an art gallery on the third floor of Meridian City Hall, the address of which is 33 E. Broadway Ave., Meridian, Idaho ("Initial Point Gallery"); WHEREAS, in response to the Call to Artists, Artist did submit a proposal, comprised of the materials attached hereto as Exhibit B ("Proposal"), for the display of artwork in Initial Point Gallery; WHEREAS, on November 10, 2016, the Meridian Arts Commission ("Commission") reviewed the responses to the Call to Artists, selected Artist's work for display based on the Proposal, and recommended to the Meridian City Council that Artist's artwork, as depicted in the Proposal, be displayed in Initial Point Gallery; WHEREAS, at its regular meeting on December 6, 2016, the Meridian City Council adopted such recommendation and directed the Commission to work with Artist to establish a display of Artist's artwork in Initial Point Gallery; and WHEREAS, the Parties acknowledge that Meridian City Hall is primarily a place of public business, that Initial Point Gallery is a public place, and that while the City seeks to encourage artistic expression and public dialogue, the City must simultaneously ensure that Meridian City Hall is a place where citizens, employees, and visitors of diverse ages and perspectives feel welcome and comfortable; 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 personally deliver to Initial Point Gallery, on September 1, 2017, at such time as is specified by the Arts & Culture Specialist, artwork which shall substantially conform to the description of such artwork set forth in Exhibit B hereto. Artist shall be responsible for hanging such artwork on September 1, 2017, at the direction of the Arts & Culture Specialist; shall allow the display of such work in Initial Point Gallery from September 1, 2017 through September 28, 2017, in accordance with the terms of this Agreement; and shall be responsible for removal of such artwork on September 29, 2017, at such time as is specified by the Arts & Culture Specialist. ACCEPTANCE AGREEMENT - INITIAL POINT GALLERY DISPLAY PAGE 1 ACCEPTANCE AGREEMENT – INITIAL POINT GALLERY DISPLAY PAGE 2 II. COMPENSATION AND SALE OF ARTWORK . A. No compensation. Artist shall display Artist’s artwork in Initial Point Gallery at the pleasure of the Meridian City Council. City shall not provide compensation to Artist for services, work, and/or any activity undertaken pursuant to or related to this Agreement. B. Sale of artwork. Artist may, at the direction of and in the manner established by the Arts & Culture Specialist, passively offer the artwork on display in Initial Point Gallery for sale. No price shall be displayed on or be proximate to any piece on display in Initial Point Gallery. City personnel shall not facilitate in any way the sale of Artist’s work; any transaction related to the sale of artwork shall be handled solely by Artist. Artist acknowledges the Commission’s request that Artist voluntarily donate to the Commission twenty percent (20%) of proceeds from any artwork sold due to its display in Initial Point Gallery. Upon the sale of a piece of artwork on display in Initial Point Gallery, Artist may remove such artwork from the Gallery, provided that Artist replaces the removed piece with another piece of artwork within twenty-four (24) hours of such removal. Artist shall coordinate the removal, replacement, and/or substitution of any and all artwork with the Arts & Culture Specialist prior to such activity. III. TIME OF PERFORMANCE . Artist shall provide services described in this Agreement in a timely manner, as described herein. Artist acknowledges and agrees 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 default of this Agreement. IV. INSTALLATION . A. Coordination with Curator. Prior to the installation, removal, replacement, and/or substitution of the display in Initial Point Gallery or any portion or component thereof, Artist shall coordinate any and all such activity with the Gallery Curator. Artist shall be responsible for contacting the Gallery Curator between July 1, 2017 and August 1, 2017 to confirm details regarding the installation, removal, publicity, and promotion of the exhibit . Artist’s failure to affirmatively contact the Gallery Curator as required by this paragraph shall constitute a default of this Agreement. B. Inspection of display. Prior to or after installation, the Arts & Culture Specialist and/or the City may inspect and/or review the artwork proposed by Artist for display in Initial Point Gallery to ensure compliance with all criteria set forth in the Call to Artists attached hereto as Exhibit A , and the Application and Acknowledgements Form attached hereto in Exhibit B , as well as to ensure that such artwork may be safely and appropriately displayed in Initial Point Gallery. If the Arts & Culture Specialist or the City concludes that the display or any portion or component thereof does not meet the criteria set forth in Exhibits A and B, does not reflect artwork as described and depicted in the Proposal set forth in Exhibit B , or cannot be safely and/or appropriately displayed in Initial Point Gallery, the Arts & Culture Specialist or the City may require the immediate removal of such artwork from Initial Point Gallery. Further, the Arts & Culture Specialist or the City ACCEPTANCE AGREEMENT – INITIAL POINT GALLERY DISPLAY PAGE 3 may require the immediate removal of such artwork from Initial Point Gallery where such removal serves the best interest of the City. V. DISPLAY . A. Original artwork. Artist warrants that any and all artwork provided by Artist for display in Initial Point Gallery shall be, and is, original work conceived and created by Artist. B. Photographs of artwork. City may photograph the artwork displayed in Initial Point Gallery, as City may desire for purposes of advertising, marketing, and public information. Where practicable and to the extent of City’s authority, Artist shall be acknowledged on each such photograph to be the creator of the original subject thereof, provided that photographic reproductions of artwork shall not be identified as or represented to be the finished artwork. C. Use of Artist’s name. Artist hereby conveys to City permission to use Artist’s name for purposes of advertising, marketing, and public information, without violation of Artist’s rights of privacy or any other rights Artist may possess under this Agreement, provided that City shall not use Artist’s logo, if any, for any purpose without the express, written permission of Artist. D. Use of City’s name. City hereby conveys to Artist permission to use City’s name for purposes of advertising, marketing, and public information, without violation of City’s rights of privacy or any other rights City may possess under this Agreement, provided that Artist shall not use City’s logo for any purpose without the express, written permission of the Mayor’s Chief of Staff. E. Removal of artwork by City. City shall have the right to remove Artist’s artwork from public display at any time and for any reason. Such removal may be temporary or permanent in nature. Where such artwork is or is intended to be removed from public display for longer than forty-eight (48) hours, City shall notify Artist in the manner set forth herein. While it is intended that Artist’s artwork will be displayed in Initial Point Gallery for the period set forth herein, this period may be shortened by City for any reason, without notice to the Artist. F. Removal of artwork by Artist. Artist shall coordinate with the Arts & Culture Specialist the removal, replacement, and/or substitution of any and all artwork prior to such activity, whether such activity is necessary due to the sale of a piece or for any other reason. G. Simultaneous display. City may elect to display the work of more than one Artist or Organization in Initial Point Gallery at any time, at the City’s sole discretion. The manner and arrangement of the display(s) in Initial Point Gallery shall be determined by the Arts & Culture Specialist. ACCEPTANCE AGREEMENT – INITIAL POINT GALLERY DISPLAY PAGE 4 VI. INDEMNIFICATION , WAIVER , AND INSURANCE . A. Indemnification. Artist shall, and hereby does, 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 invitees. B. Waiver. Artist shall, and hereby does, waive 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 the tortious conduct of City or its officers, agents or employees. C. Insurance Artist’s responsibility. City shall not provide insurance to cover loss, theft, or damage of artwork displayed in Initial Point Gallery or to cover any activity undertaken by Artist in the furtherance of Artists’ rights or obligations described herein. Insurance of the artwork; of the Artist’s person, property, or interests; and/or of the Artist’s employees or agents shall be the sole responsibility of Artist. Artist shall obtain all necessary insurance as may be required in order to protect Artist’s insurable interests for its rights and obligations described within this Agreement, including, but not limited to, liability insurance, automobile insurance, worker’s compensation insurance, and/or insurance of the artwork to be displayed in Initial Point Gallery. Artist shall bear any and all risks of, and actual, loss of, theft of, and/or damage to the artwork prepared for, transported to, transported from, installed or hung in, and/or displayed in Initial Point Gallery. VII. TERMINATION . A. Termination for cause. If City determines that Artist has failed to comply with or is in default of 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 providing written notice to the defaulting party of its intent to terminate, and shall specify the grounds for termination. The defaulting party shall have two (2) calendar days, not including Sundays or federal holidays, after the other party mails such notice to cure the default. If the default is not cured within such period, this Agreement shall be terminated immediately upon mailing of written notice of termination. B. Termination without cause. City may immediately terminate this Agreement for any reason at any time without prior notice to Artist. C. Termination upon death or incapacity of Artist. This Agreement shall automatically terminate upon the death or incapacity of Artist. ACCEPTANCE AGREEMENT – INITIAL POINT GALLERY DISPLAY PAGE 5 D. Non-waiver. 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. GENERAL PROVISIONS . A. Relationship of Parties. It is the express intention of Parties that Artist is an independent party and not an employee, agent, joint venturer, or partner of City. 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 official, 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. B. Compliance with law. Throughout the course of this Agreement, Artist shall comply with any and all applicable federal, state, and local laws. C. Non-Discrimination. In fulfilling or exercising any right or obligation under 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 disability. D. 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, and whether previous to the execution hereof or contemporaneous herewith. The terms of this Agreement may not be enlarged, modified or altered except upon written agreement signed by both parties hereto. E. 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. F. 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. G. 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. H. Successors and assigns. 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 subcontract or assign obligations that do not require Artist’s artistic talent or expertise. 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. I. Notice. Any and all notice required to be provided by the Parties hereto, unless otherwise stated in this Agreement, shall be in writing and shall be deemed communicated upon mailing by United States Mail, addressed as follows: Artist: City Edie Schutte Martin Hillary Bodnar 6520 Granada Lane Arts & Culture Specialist Eagle ID 83616 33 E. Broadway Ave, Meridian ID 83642 Either party may change its respective mailing address by giving written notice of such change in the manner herein provided. J. City Council approval required. The validity of this Agreement shall be expressly conditioned upon City Council action approving the Agreement. Execution of this Agreement 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 Agreement on the Effective Date written above. ARTIST: Edie Schutte Martin CITY OF MERIDIAN: r OgPORA \�G IU SzgL Attest: 6. -Jay C61es, City Clerk ACCEPTANCF AGRFF.MF_NT - INITIAL POINT GALLERY DISPLAY PAGE 6 ACCEPTANCE AGREEMENT – INITIAL POINT GALLERY DISPLAY PAGE 7 EXHIBIT A CALL TO ARTISTS Call for Artists: 2017 INITIAL POINT GALLERY SERIES OVERVIEW: The Meridian Arts Commission (MAC) seeks proposals for the display of two-dimensional and/or three-dimensional artwork as part of the 2017 Initial Point Gallery Series, a series of one-month exhibitions in Initial Point Gallery. Initial Point Gallery is located on the third floor of Meridian City Hall (33 E. Broadway Avenue, Meridian, Idaho), and is open to the public during City working hours. Initial Point Gallery provides about 100 feet of total wall space for hanging two-dimensional artwork, and four enclosed display cases for three-dimensional artwork. MAC requests that artists voluntarily donate to MAC 20% of proceeds from sales of art displayed in Initial Point Gallery. ELIGIBILITY: Two-dimensional works displayed in Initial Point Gallery must be comprised of professional-quality, ready-to-hang, original art. Selectees must fill all or half of the gallery. Three-dimensional works may be of any medium, but must fit within the four supplied display cases. No artwork will be displayed which: cannot be safely hung or displayed using the gallery’s equipment; requires unusual maintenance, handling, or security; or is disruptive or likely to offend the sensibilities of the general public. Each piece to be displayed will be evaluated for its compliance with these general requirements. Selectees will be required to pay a $35 gallery maintenance fee and enter into an Acceptance Agreement with the City setting forth specific conditions of display. Selectees and invitees may reapply annually and if selected again, 75% of the display must be artwork that has not been previously displayed in Initial Point Gallery. Small, informal groups of 2-4 artists are encouraged to propose an exhibition including all artists’ work. PROPOSAL REQUIREMENTS: Artists or organizations wishing to display work in the 2017 Initial Point Gallery Series must provide the following materials and information to MAC via email in order to be considered for selection. Completed, signed Application & Acknowledgements form; Letter of intent, including biography of the artist(s) or informational statement regarding organization; 250-word informational paragraph about the artist or organization (for use in gallery publicity if selected); and Five (5) digital images representational of the works proposed for display (for organizations, each image must be of a different artist’s work); and $35 gallery maintenance fee, upon acceptance. (nonrefundable) Details and forms are available at the City’s website, http://www.meridiancity.org or upon request. Limited assistance producing digital images may be available upon request. Materials submitted will not be returned. DEADLINE: To be considered, all proposals must be received by MAC by 5:00 p.m. on Friday, October 7, 2016. SELECTION PROCESS: The selection of art for the 2017 Initial Point Gallery Series will be made by MAC. MAC will notify selectees by email. In evaluating eligible proposals, the following factors will be considered: Proposal’s adherence to the Call for Artists; Quality of work; Appropriateness of subject and concept for a functioning government workplace; Consistency with City policy and community values; and Contribution to aesthetic and cultural atmosphere of Meridian City Hall. RESOURCES PROVIDED UPON SELECTION: Following selection, s electees will be required to pay a $35 gallery maintenance fee and enter into an Acceptance Agreement with the City setting forth specific conditions of display. The City of Meridian will provide selected artists/ organizations with the following resources: Volunteers to assist artist/organization with installing and removing each piece of artwork; Track system for hanging 2D art and four enclosed pedestals for 3D art; Space for artist information and/or an information board; and Limited publicity of the exhibit through City contacts, local media, and other informational forums. CONTACT MAC: mac@meridiancity.org ACCEPTANCE AGREEMENT – INITIAL POINT GALLERY DISPLAY PAGE 9 EXHIBIT B ARTIST ’S PROPOSAL ACCEPTANCE AGREEMENT: DISPLAY OF ARTWORK IN INITIAL POINT GALLERY, MERIDIAN CITY HALL This ACCEPTANCE AGREEMENT: DISPLAY OF ARTWORK IN INITIAL POINT GALLERY, MERIDIAN CITY HALL ("Agreement") is made on the J7— day of January, 2017 ("Effective Date"), by and between the City of Meridian, a municipal corporation organized under the laws of the State of Idaho ("City"), and Bonnie Griffith ("Organizer"), on behalf of Plein Air Painters of Idaho ("Organization"). (City and Organizer may hereinafter be collectively referred to as "Parties.") WHEREAS, the City desires that public art will be a component of Meridian City Hall and to that end, the Meridian Arts Commission issued the Call to Artists attached hereto as Exhibit A, seeking proposals for the display of artwork in Initial Point Gallery, an art gallery on the third floor of Meridian City Hall, the address of which is 33 E. Broadway Ave., Meridian, Idaho ("Initial Point Gallery"); WHEREAS, in response to the Call to Artists, Organization did submit a proposal, comprised of the materials attached hereto as'Exhibit B ("Proposal"), for the display of artwork in Initial Point Gallery; WHEREAS, on November 10, 2016, the Meridian Arts Commission ("Commission") reviewed the responses to the Call to Artists, selected Organization's work for display based on the Proposal, and recommended to the Meridian City Council that Organization's artwork, as depicted in the Proposal, be displayed in Initial Point Gallery; WHEREAS, at its regular meeting on December 6, 2016, the Meridian City Council adopted such recommendation and directed the Commission to work with Organization to establish a display of Organization's artwork in Initial Point Gallery; and WHEREAS, the Parties acknowledge that Meridian City Hall is primarily a place of public business, that Initial Point Gallery is a public place, and that while the City seeks to encourage artistic expression and public dialogue, the City must simultaneously ensure that Meridian City Hall is a place where citizens, employees, and visitors of diverse ages and perspectives feel welcome and comfortable; 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. Organizer shall personally deliver to Initial Point Gallery, on Sept. 29, 2017, at such time as is specified by the Gallery Curator, artwork which shall substantially conform to the description of such artwork set forth in Exhibit B hereto. Organizer shall be responsible for hanging such artwork on Sept. 29, 2017 at the direction of the Gallery Curator; shall allow the display of such work in Initial Point Gallery from Sept. 29, 2017 through Nov. 2, 2017, in accordance with the terms of this Agreement; and shall be responsible for removal of such artwork on Nov. 3, 2017, at such time as is specified by the Gallery Curator. ACCEPTANCE AGREEMENT- INITIAL POINT GALLERY DISPLAY PAGE 1 H. COMPENSATION AND SALE OF ARTWORK. A. No compensation. Organizer shall display the artwork of Organization in Initial Point Gallery at the pleasure of the Meridian City Council. City shall not provide compensation to Organizer or Organization for services, work, and/or any activity undertaken pursuant to or related to this Agreement. B. Sale of artwork. Organizer or Organization may, at the direction of and in the manner established by the Gallery Curator, passively offer the artwork on display in Initial Point Gallery for sale. No price shall be displayed on or be proximate to any piece on display in Initial Point Gallery. City personnel shall not facilitate in any way the sale of artwork; any transaction related to the sale of artwork shall be handled solely by Organizer. Organizer acknowledges the Commission's request that artists voluntarily donate to the Commission twenty percent (20%) of proceeds from any artwork sold due to display in Initial Point Gallery. Upon the sale of a piece of artwork on display in Initial Point Gallery, Organizer may remove such artwork from the Gallery, provided that Organizer replaces the removed piece with another piece of artwork within twenty-four (24) hours of such removal. Organizer shall coordinate the removal, replacement, and/or substitution of any and all artwork with the Gallery Curator prior to such activity. III. Tmw OF PERFORMANCE. Organizer shall provide services described in this Agreement in a timely manner, as described herein. Organizer acknowledges and agrees 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 default of this Agreement. IV. INSTALLATION. A. Coordination with Curator. Prior to the installation, removal, replacement, and/or substitution of the display in Initial Point Gallery or any portion or component thereof, Organizer shall coordinate any and all such activity with the Gallery Curator. Organizer shall be responsible for contacting the Gallery Curator between July 28, 2017 and August 29, 2017 to confirm details regarding the installation, removal, publicity, and promotion of the exhibit. Organizer's failure to affirmatively contact the Gallery Curator as required by this paragraph shall constitute a default of this Agreement. B. Inspection of display. Prior to or after installation, the Gallery Curator and/or the City may inspect and/or review the artwork proposed by Organizer for display in Initial Point Gallery to ensure compliance with all criteria set forth in the Call to Artists attached hereto as Exhibit A, and the Application and Acknowledgements Form attached hereto in Exhibit B, as well as to ensure that such artwork may be safely and appropriately displayed in Initial Point Gallery. If the Gallery Curator or the City concludes that the display or any portion or component thereof does not meet the criteria set forth in Exhibits A and B, does not reflect artwork as described and depicted in the Proposal set forth in Exhibit B, or cannot be safely and/or appropriately displayed in Initial Point Gallery, the Gallery Curator or the City may require the immediate removal of such artwork from Initial Point Gallery. Further, the Gallery Curator or the City may require ACCEPTANCE AGREEMENT - INITIAL POINT GALLERY DISPLAY PAGE 2 the immediate removal of such artwork from Initial Point Gallery where such removal serves the best interest of the City. V. DISPLAY. A. Original artwork. Organizer warrants that any and all artwork provided by Organizer for display in Initial Point Gallery shall be, and is, original work conceived and created by members of Organization. B. Photographs of artwork. City may photograph the artwork displayed in Initial Point Gallery, as City may desire for purposes of advertising, marketing, and public information. Where practicable and to the extent of City's authority, Organizer shall be acknowledged on each such photograph to be the creator of the original subject thereof, provided that photographic reproductions of artwork shall not be identified as or represented to be the finished artwork. C. Use of names. Organizer hereby conveys to City permission to use Organization's and its members' names for purposes of advertising, marketing, and public information, without violation of Organization's or its members' rights of privacy or any other rights Organization or its members may possess under this Agreement, provided that City shall not use Organization's logo(s), if any, for any purpose without the express, written permission of Organizer. D. Use of City's name. City hereby conveys to Organization permission to use City's name for purposes of advertising, marketing, and public information, without violation of City's rights of privacy or any other rights City may possess under this Agreement, provided that neither Organizer nor its members shall use City's logo for any purpose without the express, written permission of the Mayor's Executive Assistant. E. Removal of artwork by City. City shall have the right to remove artwork from public display at any time and for any reason. Such removal may be temporary or permanent in nature. Where such artwork is or is intended to be removed from public display for longer than forty-eight (48) hours, City shall notify Organizer in the manner set forth herein. While it is intended that Organization's artwork will be displayed in Initial Point Gallery for the period set forth herein, this period may be shortened by City for any reason without notice. F. Removal of artwork by Organization. Organizer shall coordinate with the Gallery Curator the removal, replacement, and/or substitution of any and all artwork prior to such activity, whether such activity is necessary due to the sale of a piece or for any other reason. G. Simultaneous display. City may elect to display the work of more than one artist or organization in Initial Point Gallery at any time, at the City's sole discretion. The manner and arrangement of the display(s) in Initial Point Gallery shall be determined by the Gallery Curator. ACCEPTANCE AGREEMENT - INITIAL POINT GALLERY DISPLAY PAGE 3 VI. INDEMNIFICATION, WAIVER, AND INSURANCE. A. Indemnification. Organizer, Organization, and Organization's members, shall, and hereby do, 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 Organizer, Organization, Organization's members, or such parties' volunteers, servants, agents, employees, guests, and/or business invitees. B. Waiver. Organizer and Organization shall, and hereby do, waive 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 Organizer's or Organization's performance of this Agreement, whether such loss or damage may be attributable to known or unknown conditions, except for liability arising out of the tortious conduct of City or its officers, agents or employees. C. Insurance is Organization's responsibility. City shall not provide insurance to cover loss, theft, or damage of artwork displayed in Initial Point Gallery or to cover any activity undertaken by Organization or its members in the furtherance of the respective rights or obligations described herein. Insurance of the artwork; of the Organization's or its members' persons, property, or interests; and/or of the Organization's or its members' employees or agents shall be the sole responsibility of Organization. Organization or its members shall obtain all necessary insurance as may be required in order to protect those parties' insurable interests for their rights and obligations described within this Agreement, including, but not limited to, liability insurance, automobile insurance, worker's compensation insurance, and/or insurance of the artwork to be displayed in Initial Point Gallery. Organization shall bear any and all risks of, and actual, loss of, theft of, and/or damage to the artwork prepared for, transported to, transported from, installed or hung in, and/or displayed in Initial Point Gallery. VII. TERMINATION. A. Termination for cause. If City determines that Organizer, Organization, or any of its members have failed to comply with or are in default of 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 providing written notice to the defaulting party of its intent to terminate, and shall specify the grounds for termination. The defaulting party shall have two (2) calendar days, not including Sundays or federal holidays, after the other party mails such notice to cure the default. If the default is not cured within such period, this Agreement shall be terminated immediately upon mailing of written notice of termination. B. Termination without cause. City may immediately terminate this Agreement for any reason at any time without prior notice to Organizer. ACCEPTANCE AGREEMENT - INrrIAL POINT GALLERY DISPLAY PAGE 4 C. Termination upon death or incapacity of Organizer. This Agreement shall automatically terminate upon the death or incapacity of Organizer. D. Non -waiver. 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. GENERAL PROVISIONS. A. Relationship of Parties. It is the express intention of Parties that Organizer, Organization, and Organization's members are independent parties and not employees, agents, joint venturers, or partners of City. Nothing in this Agreement shall be interpreted or construed as creating or establishing the relationship of employer and employee between Organizer, Organization, or its members and City or between Organizer, Organization, or its members and any official, agent, or employee of City. Both parties acknowledge that neither Organizer, nor Organization, nor Organization's members are employees of City. Organizer, Organization, and Organization's members shall retain the right to perform services for others during the term of this Agreement. B. Compliance with law. Throughout the course of this Agreement, Organizer, Organization, and Organization's members shall comply with any and all applicable federal, state, and local laws. C. Non-discrimination. In fulfilling or exercising any right or obligation under this Agreement, neither Organizer nor Organization shall discriminate against any person as to race, creed, religion, sex, age, national origin, sexual orientation or any physical, mental, or sensory disability. D. 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, and whether previous to the execution hereof or contemporaneous herewith. The terms of this Agreement may not be enlarged, modified or altered except upon written agreement signed by both parties hereto. E. 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. F. 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. G. 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. ACCEPTANCE AGREEMENT - MrIAL POINT GALLERY DISPLAY PAGE 5 H. Successors and assigns. Organization shall not subcontract or assign any of Organization's obligations under this Agreement that require or that may require their artistic talent or expertise. Organization may subcontract or assign obligations that do not require artistic talent or expertise. 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. I. Notice. Any and all notice required to be provided by the Parties hereto, unless otherwise stated in this Agreement, shall be in writing and shall be deemed communicated upon mailing by United States Mail, addressed as follows: Organizer: Bonnie Griffith Plein Air Painters of Idaho 3012 N. Springtime Way Meridian ID 83646 City. Hillary Bodnar Arts & Culture Specialist 33 E. Broadway Ave. Meridian ID 83642 Either party may change its respective mailing address by giving written notice of such change in the manner herein provided. J. Warranty of authority. Organizer expressly warrants that, to the extent set forth herein, Organizer is duly authorized to act as the representative and agent of Organization and of each and all of its members. Organizer further warrants that Organizer is authorized to bind Organization and its members and principals to the obligations set forth herein, and to accept the liabilities as established herein on behalf of Organization and its members and principals. K. City Council approval required. The validity of this Agreement shall be expressly conditioned upon City Council action approving the Agreement. Execution of this Agreement 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 Agreement on the Effective Date written above. ORGANIZER: IL � MW; CITY OF MERII) N: BY: ACCEPTANCE AGREEMENT - INITIAL POINT GALLERY DISPLAY '0 PORA I dj w �o �9 0 Attest: ay dMes, City Clerk PAGE 6 EXHIBIT A CALL TO ARTISTS ACCEPTANCE AGREEMENT - INITIAL POINT GALLERY DISPLAY PAGE 7 EXHIBIT B ORGANIZATION'S PROPOSAL ACCEPTANCE AGREEMENT - INITIAL POINT GALLERY DISPLAY PAGE 9 Meridian Commission Application Et Acknowledgments: 2017 INITIAL POINT GALLERY SERIES APPLICANT CONTACT INFORMATION Check one: Cil 1 am submitting this application as an individual. *4F I am submitting this application for this organization: Plein Air Painters Of Idaho ❑ 1 am submitting this application for an informal group: Applicant: Applicant E-mail: Mailing Address: Physical Address: Applicant Phone: 1. 09301 1188 - m- u- APPLICATION OVERVIEW: Check all that apply: V�we a propose to fill one half of Initial Point Gallery with two-dimensional artwork. propose to fill the entire Initial Point Gallery with two-dimensional artwork. ❑ I/we propose to fill 01 02 03 04 of the display cases with 3D artwork Number of 2D pieces: 40-60 (fill the cnare) Average size of 2D pieces: 16x22 framed Number of 3D pieces: Average size of 3D pieces: Proposed title or theme of show: APPLICATION MATERIALS: All materials must be received via email to mac@meridiancity.org ❑ Completed, signed Application It Acknowledgements Form. (Informal groups: each artist must sign separate form.) ❑ Biography of artist or informational statement regarding organization, no longer than one 81/2 x 11" page; ❑ A letter of intent, describing: a. Artist/Organization/Group's vision for and/or theme of the proposed display; b. Number, dimensions, prices, and medium or media utilized in the works to be displayed; c. Any publicity that the Artist/Organization/Group plans to undertake if selected; and/or d. Any atypical issues or challenges regarding hanging or display of the works proposed for display. ❑ Up to five digital images of work representational of the artist's/organization/group's work in .jpg format. DISPLAY INFORMATION: Initial Point Gallery is equipped with a track system for hanging two-dimensional artwork. Two-dimensional artwork will be hung from cables, using hooks, and therefore must be equipped with two D rings (fig. 1) on the side rails on the back of the frame (fig. 2). The inside of each D ring must allow a space of at least one-quarter inch ('/a") for insertion of the hooks; any wire constricting this space must be removed. The D rings should be approximately a quarter of the distance of the total frame height from the top of the frame in order to avoid slanting away from the wall. Wires, eyehooks, and clip frames may not be used for hanging. Initial Point Gallery also provides four display cases, each with different dimensions (fig. 3), for displaying three-dimensional artwork. Picture Hanging Witt) Two Cables FIG. 2. BACK of FRAME Fr3rr_�'_"__'_'� s'ir."t:_•�+•i�• izirrru`�•-+•__ �=+an ACKNOWLEDGMENTS: ,Bonnie Griffith, show coo rdiF@t% acknowledge the following stipulations and agree that if this proposal is selected for display at Initial Point Gallery, such display shall occur subject to these general terms and conditions, as well as subject to other specific terms and conditions that shall be set forth in a separate, written Acceptance Agreement between myself and the City of Meridian. I specifically acknowledge that: A. Before my work will be displayed in Initial Point Gallery, I will be required to pay a $35 acceptance INITI fee via cash, check, or money order, enter into an Acceptance Agreement with the City of Meridian establishing the specific terms and conditions of the display of the particular works displayed. B. If my work is selected for display in Initial Point Gallery, the City of Meridian and its agents will INITI exercise professional care in handling and securing all artwork displayed in Initial Point Gallery, but cannot and will not assume liability for any loss or damage. Bg_ C. Any insurance of the artwork displayed in Initial Point Gallery shall be the sole responsibility of the INITIAL artist. The City of Meridian shall not provide insurance to cover loss, theft, or damage of artwork displayed in Initial Point Gallery. D. While artwork displayed in Initial Point Gallery may be passively offered for sale by means of an IWIAL informational table, board, or handout as provided or allowed by the City of Meridian, no piece displayed in Initial Point Gallery may have a visible price tag. Rg E. While it is intended that each exhibit in Initial Point Gallery will be displayed for a one- to three - IN I L month period, this period by be shortened by the City of Meridian for any reason, without notice to the artist or organization. F. The City may display the work of more than one artist or organization in Initial Point Gallery at any INITIK7 time, at the City's sole discretion. G. Artwork submitted for display in Initial Point Gallery must be original works conceived and created INITIRr by the artist (or by artist members of the organization or group) submitting this application. Bg H. The opening night reception is scheduled by MAC; though a table and minimal staff/volunteer support INITIAL will be provided, I understand that I am the host and as such will be primarily responsible for any and all reception invitations, publicity, refreshments, music, set up, tear -down, and clean-up. I. Meridian City Hall is primarily a place of public business and Initial Point Gallery is a public place. The City seeks to encourage artistic expression and public dialogue, but must simultaneously ensure that City Hall is a place where citizens, employees, and visitors of diverse ages and perspectives feel welcome and comfortable. To this end, only artists and artwork meeting the eligibility standards described in the Call for Artists and following the terms set forth in the Acceptance Agreement shall be displayed in Initial Point Gallery. I do acknowledge and understand each and all of the foregoing stipulations and do agree to these general terms and conditions. Signature: 9 * Parent Signature - If Applicant is Under 18: Date: August 2, 2016 Print name: Bonnie Griffith, show Coordinator, PAPI To propose an exhibition in Initial Point Gallery, please submit this Application and Acknowledgements form, completed in full, with the required materials, via e-mail to: mac@meridiancity.org Thank you for your interest! Meridian Commission Plein Air Painters of Idaho (PAR) is a group of artists dedicated to the advancement of on - location painting in Idaho. The Idaho landscape is unique in majesty and rich variety. Idaho's rugged peaks, pristine lakes, vast canyons, raging rivers and flowing grasslands beckon artists of all abilities. Plein air painters paint on location, from life, to interpret, preserve and share the wonder of a single moment. PAR members encourage and promote plein air painting as a unique form of artistic expression. Through the fellowship of professional and amateur artists alike, members are encouraged to share ideas, enthusiasm and experience with each other and with all those who appreciate great art. On behalf of the Plein Air Painters of Idaho (PAPI), I am submitting a request to exhibit at the Initial Point Gallery during the 2017 exhibition season. The PAPI organization is a group of more than 100 Idaho based painters, who by nature of the name, paint on location the landscape, floral and fauna. The group consists of professional artists as well as hobbyists who enjoy the challenges of painting outdoors, on location, with the majority of the members living in the Treasure Valley. The quality of the work is above average and many members are award winning, nationally recognized artists. The majority of the art would be landscape but may include florals, wildlife, etc in various painting styles. A short artist's statement would be included with each piece presented to give the viewer an insight into the work. We are proposing to offer a show of work that is juried by a professional juror and is a competition of work from within this statewide group of artists. This would be the first annual juried membership exhibit for this group. All work would be done en Plein air, in the spirit of the organization. The jurying and judging would be done by an independent juror selected by the show committee of PAPI and at their expense. At the opening reception of the show, awards would be given to a selection of work. The reception would include demos by artists and a gallery talk by the juror about the process of Plein air and award selections. This would offer attendees to the reception an educational component as well as a visual tour of paintings from life in Idaho and surrounds. The work will be juror's choice and one can expect a good variety of work from photorealistic to impressionistic to abstract. Typical image sizes vary from 9x12 inches to 18x24 inches. The juror would select approximately 50 pieces to be included in the exhibit with 1-2 pieces per artist selected for the competition/show. This insures a great variety and style of work. Because of the number of artists who would be included in the exhibit, one could expect a large opening reception and exposure of perhaps new visitors to the Initial Point Gallery. Thank you for the consideration of this artistic opportunity. Respectfully submitted, Bonnie Griffith, Show Chairman, PAPI a AWN -6 lip Q w ACCEPTANCE AGREEMENT: DISPLAY OF ARTWORK IN INITIAL POINT GALLERY, MERIDIAN CITY HALL This ACCEPTANCE AGREEMENT: DISPLAY OF ARTWORK IN INITIAL POINT GALLERY, MERIDIAN CITY HALL ("Agreement") is made on the 7 day of T/_, 2017 ("Effective Date"), by and between the City of Meridian, a municipal corporation IV organized under the laws of the State of Idaho ("City"), and Betty Hayzlett, an individual person ("Artist"). (City and Artist may hereinafter be collectively referred to as "Parties.") WHEREAS, the City desires that public art will be a component of Meridian City Hall and to that end, the Meridian Arts Commission has invited Artist to display artwork in Initial Point Gallery, an art gallery on the third floor of Meridian City Hall, the address of which is 33 E. Broadway Ave., Meridian, Idaho ("Initial Point Gallery"); WHEREAS, on November 10, 2016, the Meridian Arts Commission ("Commission") recommended to the Meridian City Council that Artist's artwork, as depicted in the Proposal, be displayed in Initial Point Gallery; WHEREAS, at its regular meeting on December 6, 2016, the Meridian City Council adopted such recommendation and directed the Commission to work with Artist to establish a display of Artist's artwork in Initial Point Gallery; and WHEREAS, the Parties acknowledge that Meridian City Hall is primarily a place of public business, that Initial Point Gallery is a public place, and that while the City seeks to encourage artistic expression and public dialogue, the City must simultaneously ensure that Meridian City Hall is a place where citizens, employees, and visitors of diverse ages and perspectives feel welcome and comfortable; 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 personally deliver artwork to Initial Point Gallery, on September 29, 2017, at such time as is specified by the Arts & Culture Specialist. Artist shall be responsible for hanging such artwork on September 29, 2017, at the direction of the Arts & Culture Specialist; shall allow the display of such work in Initial Point Gallery from September 29, 2017through November 2, 2017, in accordance with the terms of this Agreement; and shall be responsible for removal of such artwork on November 3, 2017, at such time as is specified by the Arts & Culture Specialist. II. COMPENSATION AND SALE OF ARTWORK. A. No compensation. Artist shall display Artist's artwork in Initial Point Gallery at the pleasure of the Meridian City Council. City shall not provide compensation to Artist for services, work, and/or any activity undertaken pursuant to or related to this Agreement. B. Sale of artwork. Artist may, at the direction of and in the manner established by the ACCEPTANCE AGREEMENT - INITIAL POINT GALLERY DISPLAY PAGE I ACCEPTANCE AGREEMENT – INITIAL POINT GALLERY DISPLAY PAGE 2 Arts & Culture Specialist, passively offer the artwork on display in Initial Point Gallery for sale. No price shall be displayed on or be proximate to any piece on display in Initial Point Gallery. City personnel shall not facilitate in any way the sale of Artist’s work; any transaction related to the sale of artwork shall be handled solely by Artist. Artist acknowledges the Commission’s request that Artist voluntarily donate to the Commission twenty percent (20%) of proceeds from any artwork sold due to its display in Initial Point Gallery. Upon the sale of a piece of artwork on display in Initial Point Gallery, Artist may remove such artwork from the Gallery, provided that Artist replaces the removed piece with another piece of artwork within twenty-four (24) hours of such removal. Artist shall coordinate the removal, replacement, and/or substitution of any and all artwork with the Arts & Culture Specialist prior to such activity. III. TIME OF PERFORMANCE . Artist shall provide services described in this Agreement in a timely manner, as described herein. Artist acknowledges and agrees 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 default of this Agreement. IV. INSTALLATION . A. Coordination with Curator. Prior to the installation, removal, replacement, and/or substitution of the display in Initial Point Gallery or any portion or component thereof, Artist shall coordinate any and all such activity with the Gallery Curator. Artist shall be responsible for contacting the Gallery Curator between July 29, 2017 and August 29, 2017to confirm details regarding the installation, removal, publicity, and promotion of the exhibit . Artist’s failure to affirmatively contact the Gallery Curator as required by this paragraph shall constitute a default of this Agreement. B. Inspection of display. Prior to or after installation, the Arts & Culture Specialist and/or the City may inspect and/or review the artwork proposed by Artist for display in Initial Point Gallery to ensure compliance with all criteria set forth in the Call to Artists attached hereto as Exhibit A , and the Application and Acknowledgements Form attached hereto in Exhibit B, as well as to ensure that such artwork may be safely and appropriately displayed in Initial Point Gallery. If the Arts & Culture Specialist or the City concludes that the display or any portion or component thereof does not meet the criteria set forth in Exhibits A and B, does not reflect artwork as described and depicted in the Proposal set forth in Exhibit B , or cannot be safely and/or appropriately displayed in Initial Point Gallery, the Arts & Culture Specialist or the City may require the immediate removal of such artwork from Initial Point Gallery. Further, the Arts & Culture Specialist or the City may require the immediate removal of such artwork from Initial Point Gallery where such removal serves the best interest of the City. V. DISPLAY . A. Original artwork. Artist warrants that any and all artwork provided by Artist for display in Initial Point Gallery shall be, and is, original work conceived and created by Artist. ACCEPTANCE AGREEMENT – INITIAL POINT GALLERY DISPLAY PAGE 3 B. Photographs of artwork. City may photograph the artwork displayed in Initial Point Gallery, as City may desire for purposes of advertising, marketing, and public information. Where practicable and to the extent of City’s authority, Artist shall be acknowledged on each such photograph to be the creator of the original subject thereof, provided that photographic reproductions of artwork shall not be identified as or represented to be the finished artwork. C. Use of Artist’s name. Artist hereby conveys to City permission to use Artist’s name for purposes of advertising, marketing, and public information, without violation of Artist’s rights of privacy or any other rights Artist may possess under this Agreement, provided that City shall not use Artist’s logo, if any, for any purpose without the express, written permission of Artist. D. Use of City’s name. City hereby conveys to Artist permission to use City’s name for purposes of advertising, marketing, and public information, without violation of City’s rights of privacy or any other rights City may possess under this Agreement, provided that Artist shall not use City’s logo for any purpose without the express, written permission of the Mayor’s Chief of Staff. E. Removal of artwork by City. City shall have the right to remove Artist’s artwork from public display at any time and for any reason. Such removal may be temporary or permanent in nature. Where such artwork is or is intended to be removed from public display for longer than forty-eight (48) hours, City shall notify Artist in the manner set forth herein. While it is intended that Artist’s artwork will be displayed in Initial Point Gallery for the period set forth herein, this period may be shortened by City for any reason, without notice to the Artist. F. Removal of artwork by Artist. Artist shall coordinate with the Arts & Culture Specialist the removal, replacement, and/or substitution of any and all artwork prior to such activity, whether such activity is necessary due to the sale of a piece or for any other reason. G. Simultaneous display. City may elect to display the work of more than one Artist or Organization in Initial Point Gallery at any time, at the City’s sole discretion. The manner and arrangement of the display(s) in Initial Point Gallery shall be determined by the Arts & Culture Specialist. VI. INDEMNIFICATION , WAIVER , AND INSURANCE . A. Indemnification. Artist shall, and hereby does, 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 invitees. B. Waiver. Artist shall, and hereby does, waive 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 ACCEPTANCE AGREEMENT – INITIAL POINT GALLERY DISPLAY PAGE 4 performance of this Agreement, whether such loss or damage may be attributable to known or unknown conditions, except for liability arising out of the tortious conduct of City or its officers, agents or employees. C. Insurance Artist’s responsibility. City shall not provide insurance to cover loss, theft, or damage of artwork displayed in Initial Point Gallery or to cover any activity undertaken by Artist in the furtherance of Artists’ rights or obligations described herein. Insurance of the artwork; of the Artist’s person, property, or interests; and/or of the Artist’s employees or agents shall be the sole responsibility of Artist. Artist shall obtain all necessary insurance as may be required in order to protect Artist’s insurable interests for its rights and obligations described within this Agreement, including, but not limited to, liability insurance, automobile insurance, worker’s compensation insurance, and/or insurance of the artwork to be displayed in Initial Point Gallery. Artist shall bear any and all risks of, and actual, loss of, theft of, and/or damage to the artwork prepared for, transported to, transported from, installed or hung in, and/or displayed in Initial Point Gallery. VII. TERMINATION . A. Termination for cause. If City determines that Artist has failed to comply with or is in default of 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 providing written notice to the defaulting party of its intent to terminate, and shall specify the grounds for termination. The defaulting party shall have two (2) calendar days, not including Sundays or federal holidays, after the other party mails such notice to cure the default. If the default is not cured within such period, this Agreement shall be terminated immediately upon mailing of written notice of termination. B. Termination without cause. City may immediately terminate this Agreement for any reason at any time without prior notice to Artist. C. Termination upon death or incapacity of Artist. This Agreement shall automatically terminate upon the death or incapacity of Artist. D. Non-waiver. 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. GENERAL PROVISIONS . A. Relationship of Parties. It is the express intention of Parties that Artist is an independent party and not an employee, agent, joint venturer, or partner of City. 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 official, agent, or employee of City. Both parties acknowledge that Artist is not an ACCEPTANCE AGREEMENT – INITIAL POINT GALLERY DISPLAY PAGE 5 employee of City. Artist shall retain the right to perform services for others during the term of this Agreement. B. Compliance with law. Throughout the course of this Agreement, Artist shall comply with any and all applicable federal, state, and local laws. C. Non-Discrimination . In fulfilling or exercising any right or obligation under 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 disability. D. 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, and whether previous to the execution hereof or contemporaneous herewith. The terms of this Agreement may not be enlarged, modified or altered except upon written agreement signed by both parties hereto. E. 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. F. 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. G. 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. H. Successors and assigns. 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 subcontract or assign obligations that do not require Artist’s artistic talent or expertise. 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. I. Notice. Any and all notice required to be provided by the Parties hereto, unless otherwise stated in this Agreement, shall be in writing and shall be deemed communicated upon mailing by United States Mail, addressed as follows: Artist: City: Betty Hayzlett Hillary Bodnar 2044 E. Lamar Court Arts & Culture Specialist Boise ID 83712 33 E. Broadway Ave. Meridian ID 83642 Either party may change its respective mailing address by giving written notice of such change in the manner herein provided. J. City Council approval required. The validity of this Agreement shall be expressly conditioned upon City Council action approving the Agreement. Execution of this Agreement 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 Agreement on the Effective Date written above. ARTIST: GORPORA7FGgG Betty Hayy 1L� CA CITY OF MERIDI cVJ o BY: o`''a TRRASUROP���> �u�%�- P�r�i✓� �eii� l�i'N� Attest: C. y Co s, City Clerk ACCEPTANCE AGREEMENT -- INrrIAL POINT GALLERY DISPLAY PAGE 6 ACCEPTANCE AGREEMENT – INITIAL POINT GALLERY DISPLAY PAGE 7 EXHIBIT A CALL TO ARTISTS Call for Artists: 2017 INITIAL POINT GALLERY SERIES OVERVIEW: The Meridian Arts Commission (MAC) seeks proposals for the display of two-dimensional and/or three-dimensional artwork as part of the 2017 Initial Point Gallery Series, a series of one-month exhibitions in Initial Point Gallery. Initial Point Gallery is located on the third floor of Meridian City Hall (33 E. Broadway Avenue, Meridian, Idaho), and is open to the public during City working hours. Initial Point Gallery provides about 100 feet of total wall space for hanging two-dimensional artwork, and four enclosed display cases for three-dimensional artwork. MAC requests that artists voluntarily donate to MAC 20% of proceeds from sales of art displayed in Initial Point Gallery. ELIGIBILITY: Two-dimensional works displayed in Initial Point Gallery must be comprised of professional-quality, ready-to-hang, original art. Selectees must fill all or half of the gallery. Three-dimensional works may be of any medium, but must fit within the four supplied display cases. No artwork will be displayed which: cannot be safely hung or displayed using the gallery’s equipment; requires unusual maintenance, handling, or security; or is disruptive or likely to offend the sensibilities of the general public. Each piece to be displayed will be evaluated for its compliance with these general requirements. Selectees will be required to pay a $35 gallery maintenance fee and enter into an Acceptance Agreement with the City setting forth specific conditions of display. Selectees and invitees may reapply annually and if selected again, 75% of the display must be artwork that has not been previously displayed in Initial Point Gallery. Small, informal groups of 2-4 artists are encouraged to propose an exhibition including all artists’ work. PROPOSAL REQUIREMENTS: Artists or organizations wishing to display work in the 2017 Initial Point Gallery Series must provide the following materials and information to MAC via email in order to be considered for selection. Completed, signed Application & Acknowledgements form; Letter of intent, including biography of the artist(s) or informational statement regarding organization; 250-word informational paragraph about the artist or organization (for use in gallery publicity if selected); and Five (5) digital images representational of the works proposed for display (for organizations, each image must be of a different artist’s work); and $35 gallery maintenance fee, upon acceptance. (nonrefundable) Details and forms are available at the City’s website, http://www.meridiancity.org or upon request. Limited assistance producing digital images may be available upon request. Materials submitted will not be returned. DEADLINE: To be considered, all proposals must be received by MAC by 5:00 p.m. on Friday, October 7, 2016. SELECTION PROCESS: The selection of art for the 2017 Initial Point Gallery Series will be made by MAC. MAC will notify selectees by email. In evaluating eligible proposals, the following factors will be considered: Proposal’s adherence to the Call for Artists; Quality of work; Appropriateness of subject and concept for a functioning government workplace; Consistency with City policy and community values; and Contribution to aesthetic and cultural atmosphere of Meridian City Hall. RESOURCES PROVIDED UPON SELECTION: Following selection, s electees will be required to pay a $35 gallery maintenance fee and enter into an Acceptance Agreement with the City setting forth specific conditions of display. The City of Meridian will provide selected artists/ organizations with the following resources: Volunteers to assist artist/organization with installing and removing each piece of artwork; Track system for hanging 2D art and four enclosed pedestals for 3D art; Space for artist information and/or an information board; and Limited publicity of the exhibit through City contacts, local media, and other informational forums. CONTACT MAC: mac@meridiancity.org ACCEPTANCE AGREEMENT – INITIAL POINT GALLERY DISPLAY PAGE 9 EXHIBIT B APPLICATION AND ACKNOWLEDGMENTS FORM ACCEPTANCE AGREEMENT – INITIAL POINT GALLERY DISPLAY PAGE 1 ACCEPTANCE AGREEMENT: DISPLAY OF ARTWORK IN INITIAL POINT GALLERY, MERIDIAN CITY HALL This ACCEPTANCE AGREEMENT: DISPLAY OF ARTWORK IN INITIAL POINT GALLERY, MERIDIAN CITY HALL (“Agreement”) is made on the ____ 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 Ben and Celina Innocent, individual persons (“Artists”). (City and Artists may hereinafter be collectively referred to as “Parties.”) WHEREAS, the City desires that public art will be a component of Meridian City Hall and to that end, the Meridian Arts Commission issued the Call to Artists attached hereto as Exhibit A , seeking proposals for the display of artwork in Initial Point Gallery, an art gallery on the third floor of Meridian City Hall, the address of which is 33 E. Broadway Ave., Meridian, Idaho (“Initial Point Gallery”); WHEREAS, in response to the Call to Artists, Artists did submit a proposal, comprised of the materials attached hereto as Exhibit B (“Proposal”), for the display of artwork in Initial Point Gallery; WHEREAS , on November 10, 2016, the Meridian Arts Commission (“Commission”) reviewed the responses to the Call to Artists, selected Artists’s work for display based on the Proposal, and recommended to the Meridian City Council that Artists’s artwork, as depicted in the Proposal, be displayed in Initial Point Gallery; WHEREAS, at its regular meeting on December 6, 2016, the Meridian City Council adopted such recommendation and directed the Commission to work with Artists to establish a display of Artists’s artwork in Initial Point Gallery; and WHEREAS, the Parties acknowledge that Meridian City Hall is primarily a place of public business, that Initial Point Gallery is a public place, and that while the City seeks to encourage artistic expression and public dialogue, the City must simultaneously ensure that Meridian City Hall is a place where citizens, employees, and visitors of diverse ages and perspectives feel welcome and comfortable; 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 . Artists shall personally deliver to Initial Point Gallery, on November 3, 2017, at such time as is specified by the Arts & Culture Specialist, artwork which shall substantially conform to the description of such artwork set forth in Exhibit B hereto. Artists shall be responsible for hanging such artwork on November 3, 2017, at the direction of the Arts & Culture Specialist; shall allow the display of such work in Initial Point Gallery from November 3, 2017 through November 30, 2017, in accordance with the terms of this Agreement; and shall be responsible for removal of such artwork on December 1, 2017, at such time as is specified by the Arts & Culture Specialist. ACCEPTANCE AGREEMENT – INITIAL POINT GALLERY DISPLAY PAGE 2 II. COMPENSATION AND SALE OF ARTWORK . A. No compensation. Artists shall display Artists’s artwork in Initial Point Gallery at the pleasure of the Meridian City Council. City shall not provide compensation to Artists for services, work, and/or any activity undertaken pursuant to or related to this Agreement. B. Sale of artwork. Artists may, at the direction of and in the manner established by the Arts & Culture Specialist, passively offer the artwork on display in Initial Point Gallery for sale. No price shall be displayed on or be proximate to any piece on display in Initial Point Gallery. City personnel shall not facilitate in any way the sale of Artists’s work; any transaction related to the sale of artwork shall be handled solely by Artists. Artists acknowledges the Commission’s request that Artists voluntarily donate to the Commission twenty percent (20%) of proceeds from any artwork sold due to its display in Initial Point Gallery. Upon the sale of a piece of artwork on display in Initial Point Gallery, Artists may remove such artwork from the Gallery, provided that Artists replaces the removed piece with another piece of artwork within twenty-four (24) hours of such removal. Artists shall coordinate the removal, replacement, and/or substitution of any and all artwork with the Arts & Culture Specialist prior to such activity. III. TIME OF PERFORMANCE . Artists shall provide services described in this Agreement in a timely manner, as described herein. Artists acknowledges and agrees 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 default of this Agreement. IV. INSTALLATION . A. Coordination with Curator. Prior to the installation, removal, replacement, and/or substitution of the display in Initial Point Gallery or any portion or component thereof, Artists shall coordinate any and all such activity with the Gallery Curator. Artists shall be responsible for contacting the Gallery Curator between September 3, 2017 and October 3, 2017 to confirm details regarding the installation, removal, publicity, and promotion of the exhibit . Artists’s failure to affirmatively contact the Gallery Curator as required by this paragraph shall constitute a default of this Agreement. B. Inspection of display. Prior to or after installation, the Arts & Culture Specialist and/or the City may inspect and/or review the artwork proposed by Artists for display in Initial Point Gallery to ensure compliance with all criteria set forth in the Call to Artists attached hereto as Exhibit A , and the Application and Acknowledgements Form attached hereto in Exhibit B , as well as to ensure that such artwork may be safely and appropriately displayed in Initial Point Gallery. If the Arts & Culture Specialist or the City concludes that the display or any portion or component thereof does not meet the criteria set forth in Exhibits A and B, does not reflect artwork as described and depicted in the Proposal set forth in Exhibit B , or cannot be safely and/or appropriately displayed in Initial Point Gallery, the Arts & Culture Specialist or the City may require the immediate removal of such artwork from Initial Point Gallery. Further, the Arts & Culture Specialist or the City ACCEPTANCE AGREEMENT – INITIAL POINT GALLERY DISPLAY PAGE 3 may require the immediate removal of such artwork from Initial Point Gallery where such removal serves the best interest of the City. V. DISPLAY . A. Original artwork. Artists warrants that any and all artwork provided by Artists for display in Initial Point Gallery shall be, and is, original work conceived and created by Artists. B. Photographs of artwork. City may photograph the artwork displayed in Initial Point Gallery, as City may desire for purposes of advertising, marketing, and public information. Where practicable and to the extent of City’s authority, Artists shall be acknowledged on each such photograph to be the creator of the original subject thereof, provided that photographic reproductions of artwork shall not be identified as or represented to be the finished artwork. C. Use of Artists’s name. Artists hereby conveys to City permission to use Artists’s name for purposes of advertising, marketing, and public information, without violation of Artists’s rights of privacy or any other rights Artists may possess under this Agreement, provided that City shall not use Artists’s logo, if any, for any purpose without the express, written permission of Artists. D. Use of City’s name. City hereby conveys to Artists permission to use City’s name for purposes of advertising, marketing, and public information, without violation of City’s rights of privacy or any other rights City may possess under this Agreement, provided that Artists shall not use City’s logo for any purpose without the express, written permission of the Mayor’s Chief of Staff. E. Removal of artwork by City. City shall have the right to remove Artists’s artwork from public display at any time and for any reason. Such removal may be temporary or permanent in nature. Where such artwork is or is intended to be removed from public display for longer than forty-eight (48) hours, City shall notify Artists in the manner set forth herein. While it is intended that Artists’s artwork will be displayed in Initial Point Gallery for the period set forth herein, this period may be shortened by City for any reason, without notice to the Artists. F. Removal of artwork by Artists. Artists shall coordinate with the Arts & Culture Specialist the removal, replacement, and/or substitution of any and all artwork prior to such activity, whether such activity is necessary due to the sale of a piece or for any other reason. G. Simultaneous display. City may elect to display the work of more than one Artists or Organization in Initial Point Gallery at any time, at the City’s sole discretion. The manner and arrangement of the display(s) in Initial Point Gallery shall be determined by the Arts & Culture Specialist. ACCEPTANCE AGREEMENT – INITIAL POINT GALLERY DISPLAY PAGE 4 VI. INDEMNIFICATION , WAIVER , AND INSURANCE . A. Indemnification. Artists shall, and hereby does, 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 Artists or Artists’s servants, agents, employees, guests, and/or invitees. B. Waiver. Artists shall, and hereby does, waive 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 Artists’s performance of this Agreement, whether such loss or damage may be attributable to known or unknown conditions, except for liability arising out of the tortious conduct of City or its officers, agents or employees. C. Insurance Artists’s responsibility. City shall not provide insurance to cover loss, theft, or damage of artwork displayed in Initial Point Gallery or to cover any activity undertaken by Artists in the furtherance of Artists’ rights or obligations described herein. Insurance of the artwork; of the Artists’s person, property, or interests; and/or of the Artists’s employees or agents shall be the sole responsibility of Artists. Artists shall obtain all necessary insurance as may be required in order to protect Artists’s insurable interests for its rights and obligations described within this Agreement, including, but not limited to, liability insurance, automobile insurance, worker’s compensation insurance, and/or insurance of the artwork to be displayed in Initial Point Gallery. Artists shall bear any and all risks of, and actual, loss of, theft of, and/or damage to the artwork prepared for, transported to, transported from, installed or hung in, and/or displayed in Initial Point Gallery. VII. TERMINATION . A. Termination for cause. If City determines that Artists has failed to comply with or is in default of 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 providing written notice to the defaulting party of its intent to terminate, and shall specify the grounds for termination. The defaulting party shall have two (2) calendar days, not including Sundays or federal holidays, after the other party mails such notice to cure the default. If the default is not cured within such period, this Agreement shall be terminated immediately upon mailing of written notice of termination. B. Termination without cause. City may immediately terminate this Agreement for any reason at any time without prior notice to Artists. C. Termination upon death or incapacity of Artists. This Agreement shall automatically terminate upon the death or incapacity of Artists. ACCEPTANCE AGREEMENT – INITIAL POINT GALLERY DISPLAY PAGE 5 D. Non-waiver. 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. GENERAL PROVISIONS . A. Relationship of Parties. It is the express intention of Parties that Artists is an independent party and not an employee, agent, joint venturer, or partner of City. Nothing in this Agreement shall be interpreted or construed as creating or establishing the relationship of employer and employee between Artists and City or between Artists and any official, agent, or employee of City. Both parties acknowledge that Artists is not an employee of City. Artists shall retain the right to perform services for others during the term of this Agreement. B. Compliance with law. Throughout the course of this Agreement, Artists shall comply with any and all applicable federal, state, and local laws. C. Non-Discrimination . In fulfilling or exercising any right or obligation under this Agreement, Artists shall not discriminate against any person as to race, creed, religion, sex, age, national origin, sexual orientation or any physical, mental, or sensory disability. D. 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, and whether previous to the execution hereof or contemporaneous herewith. The terms of this Agreement may not be enlarged, modified or altered except upon written agreement signed by both parties hereto. E. 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. F. 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. G. 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. H. Successors and assigns. Artists shall not subcontract or assign any of Artists’s obligations under this Agreement that require or that may require Artists’s artistic talent or expertise. Artists may subcontract or assign obligations that do not require Artists’s artistic talent or expertise. 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. ACCEPTANCE AGREEMENT – INITIAL POINT GALLERY DISPLAY PAGE 7 EXHIBIT A CALL TO ARTISTS Call for Artists: 2017 INITIAL POINT GALLERY SERIES OVERVIEW: The Meridian Arts Commission (MAC) seeks proposals for the display of two-dimensional and/or three-dimensional artwork as part of the 2017 Initial Point Gallery Series, a series of one-month exhibitions in Initial Point Gallery. Initial Point Gallery is located on the third floor of Meridian City Hall (33 E. Broadway Avenue, Meridian, Idaho), and is open to the public during City working hours. Initial Point Gallery provides about 100 feet of total wall space for hanging two-dimensional artwork, and four enclosed display cases for three-dimensional artwork. MAC requests that artists voluntarily donate to MAC 20% of proceeds from sales of art displayed in Initial Point Gallery. ELIGIBILITY: Two-dimensional works displayed in Initial Point Gallery must be comprised of professional-quality, ready-to-hang, original art. Selectees must fill all or half of the gallery. Three-dimensional works may be of any medium, but must fit within the four supplied display cases. No artwork will be displayed which: cannot be safely hung or displayed using the gallery’s equipment; requires unusual maintenance, handling, or security; or is disruptive or likely to offend the sensibilities of the general public. Each piece to be displayed will be evaluated for its compliance with these general requirements. Selectees will be required to pay a $35 gallery maintenance fee and enter into an Acceptance Agreement with the City setting forth specific conditions of display. Selectees and invitees may reapply annually and if selected again, 75% of the display must be artwork that has not been previously displayed in Initial Point Gallery. Small, informal groups of 2-4 artists are encouraged to propose an exhibition including all artists’ work. PROPOSAL REQUIREMENTS: Artists or organizations wishing to display work in the 2017 Initial Point Gallery Series must provide the following materials and information to MAC via email in order to be considered for selection. Completed, signed Application & Acknowledgements form; Letter of intent, including biography of the artist(s) or informational statement regarding organization; 250-word informational paragraph about the artist or organization (for use in gallery publicity if selected); and Five (5) digital images representational of the works proposed for display (for organizations, each image must be of a different artist’s work); and $35 gallery maintenance fee, upon acceptance. (nonrefundable) Details and forms are available at the City’s website, http://www.meridiancity.org or upon request. Limited assistance producing digital images may be available upon request. Materials submitted will not be returned. DEADLINE: To be considered, all proposals must be received by MAC by 5:00 p.m. on Friday, October 7, 2016. SELECTION PROCESS: The selection of art for the 2017 Initial Point Gallery Series will be made by MAC. MAC will notify selectees by email. In evaluating eligible proposals, the following factors will be considered: Proposal’s adherence to the Call for Artists; Quality of work; Appropriateness of subject and concept for a functioning government workplace; Consistency with City policy and community values; and Contribution to aesthetic and cultural atmosphere of Meridian City Hall. RESOURCES PROVIDED UPON SELECTION: Following selection, s electees will be required to pay a $35 gallery maintenance fee and enter into an Acceptance Agreement with the City setting forth specific conditions of display. The City of Meridian will provide selected artists/ organizations with the following resources: Volunteers to assist artist/organization with installing and removing each piece of artwork; Track system for hanging 2D art and four enclosed pedestals for 3D art; Space for artist information and/or an information board; and Limited publicity of the exhibit through City contacts, local media, and other informational forums. CONTACT MAC: mac@meridiancity.org ACCEPTANCE AGREEMENT – INITIAL POINT GALLERY DISPLAY PAGE 9 EXHIBIT B ARTISTS ’S PROPOSAL Meridian \n Application & Acknowledgments: 2017 INITIAL POINT GALLERY SERIES APPLICANT CONTACT INFORMATION Check one: S I am submitting this application as an individual. • I am submitting this application for this organization: • I am submitting this application for an informal group: Applicant: Applicant E-mail: Mailing Address: Physical Address: Applicant Phone: tAr \r> '< r\ €L Q f*e>S\ Cell: Zogr-W^-oz^^ APPLICATION OVERVIEW: Check all that apply: • I/we propose to fill one half of Initial Point Gallery with two-dimensional artwork. E l/we propose to fill the entire Initial Point Gallery with two-dimensional artwork. • l/we propose to fill EM D2 D3 D4 of the display cases with 3D artwork Number of 2D pieces: l_2_ Average size of 2D pieces: O-O -A<^k Number of 3D pieces: Average size of 3D pieces:. Proposed title or theme of show: IDATHC feteA^' 4^- JA^IA C&j^cJnor^ - APPLICATION MATERIALS: All materials must be received via email to mac@meridiancity.org H Completed, signed Application & Acknowledgements Form. (Informal groups: each artist must sign separate form.) 0 Biography of artist or informational statement regarding organization, no longer than one 8V2 x 11" page; S A letter of intent, describing: a. Artist/Organization/Group's vision for and/or theme of the proposed display; b. Number, dimensions, prices, and medium or media utilized in the works to be displayed; c. Any publicity that the Artist/Organization/Group plans to undertake if selected; and/or d. Any atypical issues or challenges regarding hanging or display of the works proposed for display. EI Up to five digital images of work representational of the artist's/organization/group's work in .jpg format. DISPLAY INFORMATION: Initial Point Gallery is equipped with a track system for hanging two-dimensional artwork. Two-dimensional artwork will be hung from cables, using hooks, and therefore must be equipped with two D rings (fig. 1) on the side rails on the back of the frame (fig. 2). The inside of each D ring must allow a space of at least one-quarter inch (!4") for insertion of the hooks; any wire constricting this space must be removed. The D rings should be approximately a quarter of the distance of the total frame height from the top of the frame in order to avoid slanting away from the wall. Wires, eyehooks, and clip frames may not be used for hanging. Initial Point Gallery also provides four display cases, each with different dimensions (fig. 3), for displaying three-dimensional artwork. FIG. 1. D RING FIG. 2. BACK OF FRAME 3'-6" (// 2' •• f> d ft 3'- 1 j FIG. 3. 3D ART DISPLAY CASES ACKNOWLEDGMENTS: , hereby acknowledge the following stipulations and agree that if this proposal is 1,-S selected for display at Initial Point Gallery, such display shall occur subject to these general terms and conditions, as well as subject to other specific terms and conditions that shall be set forth in a separate, written Acceptance Agreement between myself and the City of Meridian. I specifically acknowledge that: INITl A. <5& B. INITIAL <?€L C. INITIAL INITIAL INITIAL INITIAL F. G. INITIAL H. INITIAL 6£ INITIAL Before my work will be displayed in Initial Point Gallery, I will be required to pay a $35 acceptance fee via cash, check, or money order, enter into an Acceptance Agreement with the City of Meridian establishing the specific terms and conditions of the display of the particular works displayed. If my work is selected for display in Initial Point Gallery, the City of Meridian and its agents will exercise professional care in handling and securing all artwork displayed in Initial Point Gallery, but cannot and will not assume liability for any loss or damage. Any insurance of the artwork displayed in Initial Point Gallery shall be the sole responsibility of the artist. The City of Meridian shall not provide insurance to cover loss, theft, or damage of artwork displayed in Initial Point Gallery. While artwork displayed in Initial Point Gallery may be passively offered for sale by means of an informational table, board, or handout as provided or allowed by the City of Meridian, no piece displayed in Initial Point Gallery may have a visible price tag. While it is intended that each exhibit in Initial Point Gallery will be displayed for a one- to three- month period, this period by be shortened by the City of Meridian for any reason, without notice to the artist or organization. The City may display the work of more than one artist or organization in Initial Point Gallery at any time, at the City's sole discretion. Artwork submitted for display in Initial Point Gallery must be original works conceived and created by the artist (or by artist members of the organization or group) submitting this application. The opening night reception is scheduled by MAC; though a table and minimal staff/volunteer support will be provided, I understand that I am the host and as such will be primarily responsible for any and all reception invitations, publicity, refreshments, music, set up, tear-down, and clean-up. Meridian City Hall is primarily a place of public business and Initial Point Gallery is a public place. The City seeks to encourage artistic expression and public dialogue, but must simultaneously ensure that City Hall is a place where citizens, employees, and visitors of diverse ages and perspectives feel welcome and comfortable. To this end, only artists and artwork meeting the eligibility standards described in the Call for Artists and following the terms set forth in the Acceptance Agreement shall be displayed in Initial Point Gallery. I do acknowledge and understand each and all of t\ conditions. Signature: * Parent Signature - If Applicant is Under 18: Date: I0]&±llk jng stipulations and do agree to these general terms and Print name: To propose an exhibition in Initial Point Gallery, please submit this Application and Acknowledgements form, completed in full, with the required materials, via e-mail to: mac@meridiancity.org Thank you for your interest! Meridian \n Celina and Ben Innocent 2000 E Kamay Dr Meridian, ID 83646 09/21/2016 Dear Members of the arts commission, Our names are Benjamin and Celina Innocent and we are writing to submit to the Call for Artists: 2017 Initial Point Gallery Series. We are husband and wife photographers that reside in Meridian, Idaho. Our photography is centered around the use of vintage Polaroid cameras and both expired and experimental film. The result is thus a dreamy nostalgic feel to the image that we create. Suffering from an insatiable wanderlust and the need to be constantly exploring we take our cameras with us wherever our journey takes us. We have, over the last year or two, been documenting Idaho and the Pacific North West's beauty. I hope this reflects in the images that we have submitted. Rendering such beauty of the PNW on film shows its magic, undisturbed glory from industrial, through decay, to unrivalled skies and nature. Each piece is scanner at a high resolution and the print at a size of 20x20in on aluminum sheeting. each picture has a wooden backing frame that would be compatible with your hanging system. The aluminum adds depth to the dream like quality of each image. We would aim to use 12 images and use the whole gallery space. For us the opportunity to display work in what seems to be a city wit h a growing art community would be an honor. Following the Meridian Art Drop we felt inspired that, like it's sister Boise, Meridian's own art community was growing. The importance of creativity is so very underestimated and so we would be grateful for the opportunity to collaborate with the commission to help grow it further. We eagerly await Celina and Ben Innocent; Artist Statement. Celina and Ben Innocent are husband and wife currently residing in Meridian, Idaho. Having met through a mutual love of film photography, specifically Polaroid and instant film, as their adventures grew so did the works in these mediums. Ben, originally from England, usually works in the realms of the surreal though anc horing into reality with real world shots centering around landscapes to decay through to nature itself and unrivalled beauty all that holds. Ben is a self taught photographer. Celina has grown through many mediums such as painting, digital and film photo graphy. She has a keen eye for the delicate moments that occur in nature and fleeting moments of beauty that are as fickle on the eye as time is with their existence. The two used instant film photography to become closer whilst apart before Ben relocated to where they now live together. They are often found exploring trying to appease their insatiable wanderlust with vintage cameras in hand. The works shown are moments of beauty found in the Pacific Northwest and are all on instant film; shot with original vintage Polaroid cameras. The medium adds a dreamy nostalgic feel that perfectly complements the grand nature of the landscapes and terrain they capture. The overall effect is a soft chemical swirl that leads the viewer to lose themselves in the wild West's beauty and American dream of freedom and exploration. Celina and Ben Innocent ACCEPTANCE AGREEMENT: DISPLAY OF ARTWORK IN INITIAL POINT GALLERY, MERIDIAN CITY HALL This ACCEPTANCE AGREEMENT: DISPLAY OF ARTWORK IN INITIAL POINT GALLERY, MERIDIAN CITY HALL ("Agreement") is made on the 1-7 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 Joni Frey, an individual person ("Artist"). (City and Artist may hereinafter be collectively referred to as "Parties.") WHEREAS, the City desires that public art will be a component of Meridian City Hall and to that end, the Meridian Arts Commission issued the Call to Artists attached hereto as Exhibit A, seeking proposals for the display of artwork in Initial Point Gallery, an art gallery on the third floor of Meridian City Hall, the address of which is 33 E. Broadway Ave., Meridian, Idaho ("Initial Point Gallery"); WHEREAS, in response to the Call to Artists, Artist did submit a proposal, comprised of the materials attached hereto as Exhibit B ("Proposal"), for the display of artwork in Initial Point Gallery; WHEREAS, on November 10, 2016, the Meridian Arts Commission ("Commission") reviewed the responses to the Call to Artists, selected Artist's work for display based on the Proposal, and recommended to the Meridian City Council that Artist's artwork, as depicted in the Proposal, be displayed in Initial Point Gallery; WHEREAS, at its regular meeting on December 6, 2016, the Meridian City Council adopted such recommendation and directed the Commission to work with Artist to establish a display of Artist's artwork in Initial Point Gallery; and WHEREAS, the Parties acknowledge that Meridian City Hall is primarily a place of public business, that Initial Point Gallery is a public place, and that while the City seeks to encourage artistic expression and public dialogue, the City must simultaneously ensure that Meridian City Hall is a place where citizens, employees, and visitors of diverse ages and perspectives feel welcome and comfortable; 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 personally deliver to Initial Point Gallery, on December 1, 2017, at such time as is specified by the Arts & Culture Specialist, artwork which shall substantially conform to the description of such artwork set forth in Exhibit B hereto. Artist shall be responsible for hanging such artwork on December 1, 2017, at the direction of the Arts & Culture Specialist; shall allow the display of such work in Initial Point Gallery from December 1, 2017 through January 4, 2018, in accordance with the terms of this Agreement; and shall be responsible for removal of such artwork on January 5, 2018, at such time as is specified by the Arts & Culture Specialist. ACCEPTANCE AGREEMENT - INITIAL POINT GALLERY DISPLAY PAGE 1 ACCEPTANCE AGREEMENT – INITIAL POINT GALLERY DISPLAY PAGE 2 II. COMPENSATION AND SALE OF ARTWORK . A. No compensation. Artist shall display Artist’s artwork in Initial Point Gallery at the pleasure of the Meridian City Council. City shall not provide compensation to Artist for services, work, and/or any activity undertaken pursuant to or related to this Agreement. B. Sale of artwork. Artist may, at the direction of and in the manner established by the Arts & Culture Specialist, passively offer the artwork on display in Initial Point Gallery for sale. No price shall be displayed on or be proximate to any piece on display in Initial Point Gallery. City personnel shall not facilitate in any way the sale of Artist’s work; any transaction related to the sale of artwork shall be handled solely by Artist. Artist acknowledges the Commission’s request that Artist voluntarily donate to the Commission twenty percent (20%) of proceeds from any artwork sold due to its display in Initial Point Gallery. Upon the sale of a piece of artwork on display in Initial Point Gallery, Artist may remove such artwork from the Gallery, provided that Artist replaces the removed piece with another piece of artwork within twenty-four (24) hours of such removal. Artist shall coordinate the removal, replacement, and/or substitution of any and all artwork with the Arts & Culture Specialist prior to such activity. III. TIME OF PERFORMANCE . Artist shall provide services described in this Agreement in a timely manner, as described herein. Artist acknowledges and agrees 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 default of this Agreement. IV. INSTALLATION . A. Coordination with Curator. Prior to the installation, removal, replacement, and/or substitution of the display in Initial Point Gallery or any portion or component thereof, Artist shall coordinate any and all such activity with the Gallery Curator. Artist shall be responsible for contacting the Gallery Curator between October 1, 2017 and November 1, 2017 to confirm details regarding the installation, removal, publicity, and promotion of the exhibit . Artist’s failure to affirmatively contact the Gallery Curator as required by this paragraph shall constitute a default of this Agreement. B. Inspection of display. Prior to or after installation, the Arts & Culture Specialist and/or the City may inspect and/or review the artwork proposed by Artist for display in Initial Point Gallery to ensure compliance with all criteria set forth in the Call to Artists attached hereto as Exhibit A , and the Application and Acknowledgements Form attached hereto in Exhibit B , as well as to ensure that such artwork may be safely and appropriately displayed in Initial Point Gallery. If the Arts & Culture Specialist or the City concludes that the display or any portion or component thereof does not meet the criteria set forth in Exhibits A and B, does not reflect artwork as described and depicted in the Proposal set forth in Exhibit B , or cannot be safely and/or appropriately displayed in Initial Point Gallery, the Arts & Culture Specialist or the City may require the immediate removal of such artwork from Initial Point Gallery. Further, the Arts & Culture Specialist or the City ACCEPTANCE AGREEMENT – INITIAL POINT GALLERY DISPLAY PAGE 3 may require the immediate removal of such artwork from Initial Point Gallery where such removal serves the best interest of the City. V. DISPLAY . A. Original artwork. Artist warrants that any and all artwork provided by Artist for display in Initial Point Gallery shall be, and is, original work conceived and created by Artist. B. Photographs of artwork. City may photograph the artwork displayed in Initial Point Gallery, as City may desire for purposes of advertising, marketing, and public information. Where practicable and to the extent of City’s authority, Artist shall be acknowledged on each such photograph to be the creator of the original subject thereof, provided that photographic reproductions of artwork shall not be identified as or represented to be the finished artwork. C. Use of Artist’s name. Artist hereby conveys to City permission to use Artist’s name for purposes of advertising, marketing, and public information, without violation of Artist’s rights of privacy or any other rights Artist may possess under this Agreement, provided that City shall not use Artist’s logo, if any, for any purpose without the express, written permission of Artist. D. Use of City’s name. City hereby conveys to Artist permission to use City’s name for purposes of advertising, marketing, and public information, without violation of City’s rights of privacy or any other rights City may possess under this Agreement, provided that Artist shall not use City’s logo for any purpose without the express, written permission of the Mayor’s Chief of Staff. E. Removal of artwork by City. City shall have the right to remove Artist’s artwork from public display at any time and for any reason. Such removal may be temporary or permanent in nature. Where such artwork is or is intended to be removed from public display for longer than forty-eight (48) hours, City shall notify Artist in the manner set forth herein. While it is intended that Artist’s artwork will be displayed in Initial Point Gallery for the period set forth herein, this period may be shortened by City for any reason, without notice to the Artist. F. Removal of artwork by Artist. Artist shall coordinate with the Arts & Culture Specialist the removal, replacement, and/or substitution of any and all artwork prior to such activity, whether such activity is necessary due to the sale of a piece or for any other reason. G. Simultaneous display. City may elect to display the work of more than one Artist or Organization in Initial Point Gallery at any time, at the City’s sole discretion. The manner and arrangement of the display(s) in Initial Point Gallery shall be determined by the Arts & Culture Specialist. ACCEPTANCE AGREEMENT – INITIAL POINT GALLERY DISPLAY PAGE 4 VI. INDEMNIFICATION , WAIVER , AND INSURANCE . A. Indemnification. Artist shall, and hereby does, 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 invitees. B. Waiver. Artist shall, and hereby does, waive 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 the tortious conduct of City or its officers, agents or employees. C. Insurance Artist’s responsibility. City shall not provide insurance to cover loss, theft, or damage of artwork displayed in Initial Point Gallery or to cover any activity undertaken by Artist in the furtherance of Artists’ rights or obligations described herein. Insurance of the artwork; of the Artist’s person, property, or interests; and/or of the Artist’s employees or agents shall be the sole responsibility of Artist. Artist shall obtain all necessary insurance as may be required in order to protect Artist’s insurable interests for its rights and obligations described within this Agreement, including, but not limited to, liability insurance, automobile insurance, worker’s compensation insurance, and/or insurance of the artwork to be displayed in Initial Point Gallery. Artist shall bear any and all risks of, and actual, loss of, theft of, and/or damage to the artwork prepared for, transported to, transported from, installed or hung in, and/or displayed in Initial Point Gallery. VII. TERMINATION . A. Termination for cause. If City determines that Artist has failed to comply with or is in default of 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 providing written notice to the defaulting party of its intent to terminate, and shall specify the grounds for termination. The defaulting party shall have two (2) calendar days, not including Sundays or federal holidays, after the other party mails such notice to cure the default. If the default is not cured within such period, this Agreement shall be terminated immediately upon mailing of written notice of termination. B. Termination without cause. City may immediately terminate this Agreement for any reason at any time without prior notice to Artist. C. Termination upon death or incapacity of Artist. This Agreement shall automatically terminate upon the death or incapacity of Artist. ACCEPTANCE AGREEMENT – INITIAL POINT GALLERY DISPLAY PAGE 5 D. Non-waiver. 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. GENERAL PROVISIONS . A. Relationship of Parties. It is the express intention of Parties that Artist is an independent party and not an employee, agent, joint venturer, or partner of City. 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 official, 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. B. Compliance with law. Throughout the course of this Agreement, Artist shall comply with any and all applicable federal, state, and local laws. C. Non-Discrimination. In fulfilling or exercising any right or obligation under 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 disability. D. 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, and whether previous to the execution hereof or contemporaneous herewith. The terms of this Agreement may not be enlarged, modified or altered except upon written agreement signed by both parties hereto. E. 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. F. 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. G. 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. H. Successors and assigns. 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 subcontract or assign obligations that do not require Artist’s artistic talent or expertise. 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. I. Notice. Any and all notice required to be provided by the Parties hereto, unless otherwise stated in this Agreement, shall be in writing and shall be deemed communicated upon mailing by United States Mail, addressed as follows: Artist: Joni Frey 677 W. Sandstone Court Boise ID 83702 City Hillary Bodnar Arts & Culture Specialist 33 E. Broadway Ave. Meridian ID 83642 Either party may change its respective mailing address by giving written notice of such change in the manner herein provided. J. City Council approval required. The validity of this Agreement shall be expressly conditioned upon City Council action approving the Agreement. Execution of this Agreement 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 Agreement on the Effective Date written -above. ARTIST: �G\O�poRAT,,z q Joni Fr (— `! G�� CITY OF MER IAN: W r' BY: !h0 TRBASUREVP�� Attest: C. ay doles, City Clerk ACCEPTANCE AGREEMENT - hgnTAL POINT GALLERY DISPLAY . PAGE 6 ACCEPTANCE AGREEMENT – INITIAL POINT GALLERY DISPLAY PAGE 7 EXHIBIT A CALL TO ARTISTS Call for Artists: 2017 INITIAL POINT GALLERY SERIES OVERVIEW: The Meridian Arts Commission (MAC) seeks proposals for the display of two-dimensional and/or three-dimensional artwork as part of the 2017 Initial Point Gallery Series, a series of one-month exhibitions in Initial Point Gallery. Initial Point Gallery is located on the third floor of Meridian City Hall (33 E. Broadway Avenue, Meridian, Idaho), and is open to the public during City working hours. Initial Point Gallery provides about 100 feet of total wall space for hanging two-dimensional artwork, and four enclosed display cases for three-dimensional artwork. MAC requests that artists voluntarily donate to MAC 20% of proceeds from sales of art displayed in Initial Point Gallery. ELIGIBILITY: Two-dimensional works displayed in Initial Point Gallery must be comprised of professional-quality, ready-to-hang, original art. Selectees must fill all or half of the gallery. Three-dimensional works may be of any medium, but must fit within the four supplied display cases. No artwork will be displayed which: cannot be safely hung or displayed using the gallery’s equipment; requires unusual maintenance, handling, or security; or is disruptive or likely to offend the sensibilities of the general public. Each piece to be displayed will be evaluated for its compliance with these general requirements. Selectees will be required to pay a $35 gallery maintenance fee and enter into an Acceptance Agreement with the City setting forth specific conditions of display. Selectees and invitees may reapply annually and if selected again, 75% of the display must be artwork that has not been previously displayed in Initial Point Gallery. Small, informal groups of 2-4 artists are encouraged to propose an exhibition including all artists’ work. PROPOSAL REQUIREMENTS: Artists or organizations wishing to display work in the 2017 Initial Point Gallery Series must provide the following materials and information to MAC via email in order to be considered for selection. Completed, signed Application & Acknowledgements form; Letter of intent, including biography of the artist(s) or informational statement regarding organization; 250-word informational paragraph about the artist or organization (for use in gallery publicity if selected); and Five (5) digital images representational of the works proposed for display (for organizations, each image must be of a different artist’s work); and $35 gallery maintenance fee, upon acceptance. (nonrefundable) Details and forms are available at the City’s website, http://www.meridiancity.org or upon request. Limited assistance producing digital images may be available upon request. Materials submitted will not be returned. DEADLINE: To be considered, all proposals must be received by MAC by 5:00 p.m. on Friday, October 7, 2016. SELECTION PROCESS: The selection of art for the 2017 Initial Point Gallery Series will be made by MAC. MAC will notify selectees by email. In evaluating eligible proposals, the following factors will be considered: Proposal’s adherence to the Call for Artists; Quality of work; Appropriateness of subject and concept for a functioning government workplace; Consistency with City policy and community values; and Contribution to aesthetic and cultural atmosphere of Meridian City Hall. RESOURCES PROVIDED UPON SELECTION: Following selection, s electees will be required to pay a $35 gallery maintenance fee and enter into an Acceptance Agreement with the City setting forth specific conditions of display. The City of Meridian will provide selected artists/ organizations with the following resources: Volunteers to assist artist/organization with installing and removing each piece of artwork; Track system for hanging 2D art and four enclosed pedestals for 3D art; Space for artist information and/or an information board; and Limited publicity of the exhibit through City contacts, local media, and other informational forums. CONTACT MAC: mac@meridiancity.org ACCEPTANCE AGREEMENT – INITIAL POINT GALLERY DISPLAY PAGE 9 EXHIBIT B ARTIST ’S PROPOSAL Meridian City Council Meeting DATE: January 17, 2017 ITEM NUMBER: 51 PROJECT NUMBER: ITEM TITLE: Ada County Highway District In Accordance with the Cost Share Permit Previously Approved by City Council, Approve the Not -To -Exceed Amount of $88,742.34 to pay Ada County Highway District (ACHD) for Street Light Improvements Constructed by Knife River Corporation for the Frontage of Settlers Park on Ustick Road and Meridian Road. ACHD Projects 513038, 313039, 512008 and City Of Meridian Project 10432 MEETING NOTES Ri APPROVE -0 Community Item/Presentations Presenter Contact Info./Notes CLERKS OFFICE FINAL ACTION DATE: E-MAILED TO STAFF SENT TO AGENCY SENT TO APPLICANT NOTES INITIALS EIDINLLA�- Public IDAHO_* Works Department TO: Mayor Tammy de Weerd Members of City Council FROM: Jared Hale Engineering Project Manager DATE: December 30, 2016 Mayor Tammy de Weerd ClkV Council Member:o Keith Bird Joe Borton Luke Cavener Genesis Milam Anne Little Roberts Ty Palmer SUBJECT: IN ACCORDANCE WITH THE COST SHARE PERMIT PREVIOUSLY APPROVED BY CITY COUNCIL, APPROVE THE NOT -TO -EXCEED AMOUNT OF $889742.34 TO PAY ADA COUNTY HIGHWAY DISTRICT (ACRD) FOR STREET LIGHT IMPROVEMENTS CONSTRUCTED BY KNIFE RIVER CORPORATION FOR THE FRONTAGE OF SETTLERS PARK ON USTICK ROAD AND MERIDIAN ROAD. ACHD PROJECTS 513038, 3130399 512008 AND CITY OF MERIDIAN PROJECT 10432 I. RECOMMENDED ACTION A. Move to: 1. In accordance with the Cost Share Permit previously approved by City Council, approve the not -to -exceed amount of $88,742.34 to pay ACHD for City street light improvements constructed by Knife River Corporation for the frontage of Settlers Park on Ustick Road and Meridian Road. ACRD Projects 513038, 313039, 512008 and City of Meridian Project 10432 II. DEPARTMENT CONTACT PERSONS Jared Hale, Engineering Project Manager 489-0370 Clint Dolsby, Assistant City Engineer 489-0341 Warren Stewart, City Engineer 489-0350 Dale Bolthouse, Interim PW Director 985-1257 III. DESCRIPTION A. Background At the December 10th, 2013 City Council meeting, staff was directed to design continuous lighting along the Ustick and Meridian Road frontages of Settlers Page I of 3 Park, and to include the lighting improvements in the cost share agreement with ACHD for the Ustick Road projects. City Council approved the Cost Share Permit on June 28, 2016. ACHD incorporated'these improvements in their plans and bid documents. B. Proposed Project ACHD will construct a new five lane roadway with curb, gutter, and sidewalk as part of the Ustick Road widening project between Linder and Locust Grove Roads. The intersection of Meridian Road and Ustick Road will be widened to seven travel lanes. During construction, ACHD will have City of Meridian street lights installed by Knife River. This project includes the installation of 14 street lights along the frontage of Settlers Park. These street light installations will start at the Western property line on Ustick Road and continue to the North side of the Settlers Park access on Meridian Road. IV. IMPACT A. Strategic Impact: This project is aligned with the Public Works objective of being opportunistic in planning for growth and infrastructure needs. The construction impacts on the residents will be minimized by partnering with ACRD. B. Fiscal Impact: The costs of the City of ].Meridian infrastructure improvements are $88,742.34 and. will be funded from the account listed below. Project Costs: Fiscal Year 2017 ------------------------------------------ - ---------------- ----- - Construction Cost $74,310.00 - ---------------------------------------- ACHD Cost Share $3,285.84 -_------_------ - - - - - ---- ACHD Overhead Cost $3,715.50 --------- ----------------------------,-- r Contingency -10% $7,431.00 ______ Total Project Cost __________.____.__$88,742.34 Proiect Fundina: Fiscal Year 2017 Account Code / Codes --- - - - 01-1860-54000 $88,742.34 Total Funding ; $88,742.34 C. Alternatives Rather than installing the lights with this project, we could ask ACHD to remove the poles from the project and install them at a later date or not at all. Installing Page 2 of 3 the poles at a later date would result in higher costs. Not installing the street lights would give developers the impression that the City doesn't follow their own standards. V. TIME CONSTRAINTS ACHD has started contruction on the roadway and pipework portion of the project. Street lighting is scheduled to be installed in the summer of 2017. VI. LIST OF ATTACHMENTS A. ACRD Street Light Bid Results from Knife River B. Spread Sheet of Actual Cost Breakdown C. Cost Share Agreement Departmental Approval: Page 3 of 3 11102.4.1.A.1 Street Light, Type 1 14 EA $4,aW.aO $56,040.40 01 Bidder $3,490.00 $48,860.00 02 Bidder; $3,458,00 ' $48,412.00 103 Bidder $3,500.00 $49,000.00 04 Bidder $3,490.95 -- - -- ---------- $48,873.30 -- 05 Bidder; $3,73052 ! _ $52,227.28 1102.4.1.D.1 A Wire Conductor, Type N_o. — 8 AWG or No. 6 Bare _ 12900 _ LF $1.25 $16,126.00 01 Bidder $1.30 " $16,770.00 _ _ 02 Bidder $1.25 I —$16,126.00 { 03 Bidder $1.30 i $16,770.00 04 Bidder $1.28 _$16,512.00 05 B!d_ derj� _ $1_36 $17,644.00 1131.01.08 Install Street Junct_lon Box S-40T/ADA 14 EA $500.00 $7,000.0001 Lighting Bidder _ _ _ u� �. $614.50 $8,803.00 p3 Bidder � -$620.00 $8,680.00 04 Bidder $620.16 $8 682.24 05 Bidder. $662.72 $8,278.08 Estimate $79,125.00 01 Bidder,' $74,310.00 i 02 Bidder $73,140.00 03 Bidder $74,450.00 04 Bidder; $74,067.54': .05 Bidder $79,049.36 SchWuln 9 -ACHD Utility "'imis,827,20 ;! 02 Rkw Who Ma4mrials & consim Ca""I Total* Of midair Krffe River 63,020,943.63 Schedule 2 - City of Meridian Sirtmi Llgbft $T9,Q44:W 6--ia—n Street L- 0- ing' 127,:308.10 S*Chsddq3 - City of-Meklan Utility - $1.070,026.00 61.6aWQ4- ---- - , - * , " - - - -- $05,446,90 it si--hmsidrp s city ar k1mrkNin V11111y 515 .t2ii ;i ACI -10 1.1tift $2.011.85 Schbdulm 7 58l),383-01) schw-ole 8 - oily of metwom u-,lilily 147A8,40 SchWuln 9 -ACHD Utility "'imis,827,20 ;! 02 Rkw Who Ma4mrials & consim Schedule 1 63,020,943.63 Schedule 2 - City of Meridian Sirtmi Llgbft $T9,Q44:W Schedule 3 - My 04 Marldlen Utility 127,:308.10 Schedule d $1.070,026.00 Schedule 6 - C41y of Meridian Utility $05,446,90 it Scheduln,G - ACHD Utility $8,15151-19 Schedule I $1,842,1347 2 .1 fthadLAn 8 - City of MM&m Utility 58l),383-01) Schadtfa 0 � ACHO LJMV $0,394. IW 038id&r -Conical PavirQ Schedule 1 63,020,943.63 $dIbtfiliC 2 City Or MatTkIlmn $00 1. Lijking $T9,Q44:W stfledulm 3 -city of MeTidlan U01TAY 127,:308.10 Schedule 4 $1.070,026.00 Schedule 5 - 01y of W–ddlen UWty $05,446,90 it Schedule 6 - ACHD Utility $8,15151-19 Schedule I $1,842,1347 2 .1 Schedule 8 - Cly of MeddIsm Utility 58l),383-01) Schedule 0 - ACHD Wilily 511,092.32 0iF&VW C&A?avIrqCD. Schedule 1 63,020,943.63 SchadUa 2 - City of Morh. an Street Ughting $T9,Q44:W sidnown 3 , city or mwktimn wimy S142,560. 13 SchadMa 4 $1.070,026.00 sdim.fil m 5 - CRY of mwwi;in WHY $05,446,90 it Sehe&le 6 - ACHD Ullllty 54,437,00 scheMile 7 $1,842,1347 2 .1 Schedule a - City of Wildlen Uvity . 592,708.98 scliieduie 9-- A&D Utility 511,092.32 05 Aider Alta Incorpamted Schedule 1 53.182 337.211 Schedule 2 - Cly of Weddian Street LVIAng $T9,Q44:W Snbsdul,e 3 - City of MedWan Utility 5120,071,71 SeNd" 4 .72 Wedtle 6 - City of MsO.,Pan Utility 5I82.990.72 SchedUe 6 - ACHO Utility $309.43 $1,9119,012.04 Schwhia A - CIO Pr Mondion Wty + Schrehilm 9 - A0.1-0 I-JIIIIO STAK-7115.30 , 83BA20,515.06 , a rn� C h «+ t ma, J c m Cl) t�+ O � z o LL 'o L d c0 0 a = L Q a� 06 o z° 0 a U) � o OIrOOIRI O 00 LO O M O LO LO r IN r O c- C') M N t- It h ti (Y) M t-:00 K} U9 61) Ef? 161? 75 0 +0 U 41 o I— C O V N U r a c V O C �. E O O 0 > o IL U O O E a ") 0 - Q J � N d U O(` O O •+ L- C:) 0 O Q 0 N O C U 0 c 0 •o o c ami w OU a'' Q m 0 O O O > L 0 'J O > -C OL C D- c: U �-, CL 0 0 QUO -0 CO ti E c= m Z 0 0 0 +- 0 0 E Eo L O QF- U a 0 i C U -0 +- N Q m O O a)-0 00 Z U o 0 V u) N J0 0 0 m o ° 0 '� U z � aIc— � 0 _0 2 o =O Q� U) C: V U 0 U tcf Q C O — -p U 0 C + pv)c=�0�E U v U E c a a1) co cc >+. c O a .°0 o 0 X o a� z QUA m m 2 0 0 75 0 cu c � m in U O 0000 O O O o O r YCO O O I-- i- O O C9 e - M O_ ~ e0 CO C ,Y Efl Efl Eg O O O CO O O 0 M . N C .L . O W .--i w r z O d O CD m �h (n J L d cy p _C m �C � J a w � O G c W (if O r Q 0 Co O c co d- O� z XX Om �z O � Q U coz O -� c V w(D z m 2 w } J o i - C) W _ D LLJ z O J U) -i O Lj U w w Q o Utz 7 Q E V Q O O CD iO LL O r- N O r, r `- OIrOOIRI O 00 LO O M O LO LO r IN r O c- C') M N t- It h ti (Y) M t-:00 K} U9 61) Ef? 161? 75 0 +0 U 41 o I— C O V N U r a c V O C �. E O O 0 > o IL U O O E a ") 0 - Q J � N d U O(` O O •+ L- C:) 0 O Q 0 N O C U 0 c 0 •o o c ami w OU a'' Q m 0 O O O > L 0 'J O > -C OL C D- c: U �-, CL 0 0 QUO -0 CO ti E c= m Z 0 0 0 +- 0 0 E Eo L O QF- U a 0 i C U -0 +- N Q m O O a)-0 00 Z U o 0 V u) N J0 0 0 m o ° 0 '� U z � aIc— � 0 _0 2 o =O Q� U) C: V U 0 U tcf Q C O — -p U 0 C + pv)c=�0�E U v U E c a a1) co cc >+. c O a .°0 o 0 X o a� z QUA m m 2 0 0 75 0 cu c � m in U ADA COUNTY HIGHWAY DISTRICT COST SHARE PERMIT 3775 Adams Street ACHD Contact Person: Garden City Idaho 83714 Name: Joseph Tate Phone (208) 387-6280 3775 Adams Street Facsimile (208) 387-6289 Garden City Idaho 83714 ILIt Phone: (208) 387-6239 Date of Permit: 2016 ACHD Project No.: 313039,I Permit No.: 008 512008, 513038 Capitalized terms that are not defined in this Permit shall have the meanings given to them in the ACHD Cost Share Ordinance No. 215. This permit is granted to: City of Meridian Partnering Agency Contact Person: 33 E. Broadway Ave. Austin Petersen Meridian, Idaho 83642 Transportation and Utility Coordinator 33 E. Broadway Ave. Meridian, Idaho 83642 Phone: (208) 489-0352 Email: a etersen@meridiancity,org Name/Location of ACRD Road Project: Ustick Road and Meridian Road Intersection, ACHD Project #313039; Ustick Road, Meridian Road to Locust Grove Road, ACHD Project #512008; and Ustick Road, Linder Road to Meridian Road, ACHD Project #513038, as depicted in the plans attached hereto and incorporated herein as Exhibit A. Approved Non -Transportation Components: Pursuant to this Permit, ACRD authorizes, and, as a condition of issuing this Permit, requires, the following Non -Transportation Components: 1) Design, Construction, and Maintenance of Interim Treatment until Replaced with Design, 1 2 Transportation Components, which shall consist of designs for the Interim Treatment, Permanent Landscaping, and Additional Lighting described in Section II. If Partnering Agency is responsible for providing plans/designs, deadline for submitting plans/designs to ACHD for approval: Partnering Agency shall submit the plans/designs of the Non -Transportation Components and receive approval from ACHD as to the plans/designs prior to installation. Additional conditions: All designs/plans submitted by Partnering Agency will comply with (i) established engineering standards, including the Idaho Standards for Public Works Construction (ISPWC); (ii) the American Association of State Highway and Transportation Officials ("AASHTO "); (iii) the Cost -Share Ordinance No. 215; (iv) all adopted ACHD rules, regulations, and policies; and (v) all state and federal laws. No designs shall be considered final until they are approved in writing by ACHD. Any modifications to the deadlines set forth. above must be approved in writing by ACHD. By approving such designs/plans, ACHD assumes no responsibility for any deficiencies or inadequacies in the design or construction of the Non -Transportation Components. Allocation of design costs for Non -Transportation Components (including, if applicable, any credits provided to Partnering Agency and application of any federal funding) and time for reimbursement, if applicable: Partnering Agency shall be solely responsible for all design costs for the Non -Transportation Components, if any. Partnering Agency shall receive no credits in connection with the design costs for the Non -Transportation Components. Description of construction work approved by ACHD to be completed by Partnering Agency (if applicable): (In addition to description, refer to designs and plans attached to this Permit as Exhibits, if applicable. If designs and plans are not complete at the time of issuance of this Permit, they must be approved in writing by ACHD and shall be incorporated into this Permit.) Upon submission of the plans/designs of the Non -Transportation Components by Partnering Agency and approval by ACHD, Partnering Agency may proceed with construction or may elect to contract with ACHD for construction. If Partnering Agency performs the construction, it shall construct the improvements in accordance with the approved plans/designs. Additional conditions: (1) Partnering Agency will not allow any liens to attach to any right-of-way, improvements, or other property of ACHD as a result of any labor performed or materials supplied in connection withthe construction of the Non -Transportation Components. (2) Partnering Agency shall be responsible for obtaining all permits required by ACHD in connection with any construction of the Non - Transportation Components. (3) Partnering Agency's construction shall not negatively impact ACHD's construction of the Transportation Components or ACHD's Road Project schedule in any way. (4) Any amendment to the designs and plans must be approved in writing by ACHD. (5) All construction of the Non -Transportation Components shall be in accordance with the designs/plans approved by ACHD. 3 6) All construction by Partnering Agency will comply with (i) established engineering standards, including the Idaho Standards for Public Works Construction (ISPWC); (ii) the American Association of State Highway and Transportation Officials ("AASHTO"); (iii) the Cost -Share Ordinance No. 215; iv) all adopted ACHD rules, regulations, and policies; and (v) all state and federal laws. If Partnering Agency is responsible for all or a part of the construction of the Non - Transportation Components: a. Date for submitting Partnering Agency's contractors and engineers to ACHD for approval: Not applicable due to the nature of the construction. b. Date for submitting Partnering Agency's contractors' and engineers' estimates to ACHD for approval: Not applicable due to the nature of the construction. c. Date for submitting Partnering Agency's contractors' and engineers' contracts to ACRD for approval: Not applicable due to the nature of the construction. Any modifications to the deadlines set forth above must be approved in writing by ACRD. Allocation of construction costs for Non -Transportation Components, reconstruction costs of Transportation Components necessitated by the incorporation of Non -Transportation Components into the Road Project, ACHD construction, maintenance, administration, and overrun costs (including, if applicable, any credits provided to Partnering Agency and application of any federal funding), and time for reimbursement, if applicable: Partnering Agency shall be solely responsible for all construction costs of the Non - Transportation Components, whether ACHD or Partnering Agency performs such construction. Partnering Agency shall receive no credits in connection with the construction of the Non - Transportation Components. If ACHD performs the construction of the Non -Transportation Components, then Partnering Agency shall reimburse ACHD for the actual cost of all materials used, the cost of the relocation of any utilities necessitated by the Non -Transportation Components, and any other costs associated with the construction and installation of the Non - Transportation Components. Payment by Partnering Agency shall be made to ACHD within 30 days following submission of an invoice by ACHD to Partnering Agency identifying such charges. Relocation of utilities to be completed by Partnering Agency (if any): If Partnering Agency constructs the Non -Transportation Components, Partnering Agency will be solely responsible for the relocation of any utilities required in connection with the placement, incorporation, or construction of the Non -Transportation Components. If ACHD constructs the Non -Transportation Components, Partnering Agency will be solely responsible for the cost of the relocation of any such utilities. rd Storm water provisions (if applicable): The pedestrian safety buffer area between sidewalk and vertical curb shall be designed so as to prevent storm water from accumulating and ponding in the buffer area. Additional conditions: Upon a determination by ACHD that the incorporation into the Road Project of Partnering Agency's Non -Transportation Components will have an adverse effect on stormn water quantity or quality, Partnering Agency shall be solely responsible for either mitigating or funding the mitigation of any such adverse effects in a means determined by or acceptable to ACHD. Schedule for completion of Road Project: At this time, ACHD's schedule for completion of the Transportation Components of the Road Project completion is unknown, but estimated to be November 2017. The deadline for Partnering Agency's completion of the Non -Transportation Components is upon substantial completion of the Project. Maintenance requirements of Non -Transportation Components by Partnering Agency: Partnering Agency shall be, and is hereby, granted a non-exclusive, revocable license to maintain, repair, and replace the Non -Transportation Components, subject to the provisions of this Permit and during the term of this Permit. This includes the perpetual maintenance, repair, and replacement of the Permanent Landscaping within Parcels 75, 90, 91, 93, and 96 and in front of and/or adjacent to Parcels 86, 87, 88, 89, 92, 94, and 95 and R2833240220. Partnering Agency shall cause the Non -Transportation Components to be operated and maintained in good functioning order during the term of this Permit, in accordance with applicable law, the approved designs/plans, Partnering Agency's landscape and irrigation standards and specifications, and industry standards. This obligation includes, without limitation, grass and lawn care, pruning or replacement of gravel, trees, and shrubs, clean-up of litter and debris, weed removal, and application for shrubs, trees, and groundcover, as applicable. Any replacement and/or installation by Partnering Agency of additional improvements shall be accomplished in accordance with designs, plans, and specifications approved in advance and in writing by ACHD, in its discretion, and as required to satisfy applicable laws, its policies, and good engineering and landscaping practices. Additional conditions: 1. This Permit does not extend to Partnering Agency the right to use ally part of the ACHD Road Project area to the exclusion of ACHD for any use within its jurisdiction, authority, and discretion or of others to the extent authorized by law. 2. In accessing any part of the Road Project that has been accepted as an open public highway (as the term "highway" is defined in Idaho Code Section 40-109(5)), Partnering Agency's authorized use is subject to the rights of the public to use the highway. 5 3. The rights granted hereunder are subject to and subordinate to the rights of holders of easements of records and the statutory rights of utilities to use the right-of-way. 4. This Permit does not preclude or impede the ability of ACHD to enter into or grant easements or license agreements allowing third parties to access the Road Project area, or the ability of ACHD to redesign, reconstruct, relocate, maintain, and improve the Road Project and right-of-way as it determines necessary, in its sole discretion. 5. In consideration of the license granted by this Permit, Partnering Agency expressly covenants and agrees that the license granted herein is temporary and merely a permissive use of the ACHD right-of- way pursuant to the terms of this Permit. Partnering Agency assumes the risk that the license granted herein may be terminated before Partnering Agency has realized the economic benefit of the cost of installing, constructing, repairing, or maintaining the Nora -Transportation Components, and by signing and accepting this Permit, Partnering Agency hereby waives and estops itselffrom. asserting any claim, including damages or reimbursement, that the license is in any way irrevocable because Partnering Agency has expended fiords on the Nora -Transportation Components and the Permit has not been ill effect for a period sufficient for Partnering Agency to realize the economic benefit from. such expenditures. 6. In the event Partnering Agency fails to replace, repair, maintain., and care for the Nora -Transportation Components, ACHD shall have the following remedies in addition to any other- recovery in law or in equity, provided that ACHD first gives Partnering Agency 30 days' notice and Partnering Agency fails to remedy such failure: (i) ACHD may revoke this Permit; (ii) ACHD may replace, maintain, and/or care for the Non -Transportation Components, and Partnering Agency shall reimburse ACHD filly for all associated costs; (iii) ACHD may remove, alter, redesign, or reconstruct the Non -Transportation Components or any part of the ACHD Road Project (including without limitation the right-of-way), or ill the case of landscaping, replace the Non -Transportation Components with hardscape, and Partnering Agency shall reimburse ACHD fidly for all associated costs; and (iv) ACHD naay refuse to issue any further Cost Share Permits or may other permits for fixture ACHD Road Projects until Partnering Agency complies with the conditions of the Permit. In addition, in the event of all emergency caused by Partnering Agency's failure to performi required maintenance, ACHD may immediately perform may and all emergency repairs or take other measures in connection with all emergency, and Partnering Agency shall reimburse ACHD fully for all associated costs. Term of Permit: Perpetual, until terminated or revoked pursuant to the provisions of this Permit. Upon termination or revocation of this Permit, upon the request of ACHD, Partnering Agency will either, as directed by ACHD, (i) promptly remove the Non -Transportation Components and restore the underlying area to at least the condition present as of the date of this Permit, repairing and restoring all portions of ACHD's right-of-way and personal property, if any, that are damaged during such removal activities; or (ii) reimburse ACHD for its cost of redesigning, replacing, and/or reconstructing the right-of-way underlying the Non -Transportation Components. Any portion of the Non -Transportation Components that remain in ACHD right- of-way 90 days after the termination or revocation of this Permit shall be deemed abandoned, Cll and ACHD shall have the right to remove them or redesign, replace, and reconstruct the right-of- way underlying them and charge all costs to Partnering Agency. Additional provisions: This Permit is issued in connection with the following findings: Partnering Agency's Cost Share Application was determined by ACHD to be incomplete due to certain inaccuracies, including, by way of example and without limitation, the statement that Partnering Agency is not requesting any Non -Transportation Components. This Permit provides the terms upon which the incorporation of the Non -Transportation Components into the Road Project are approved. 1. This Permit is issued conditioned upon Partnering Agency's compliance with ACHD's Cost Share Ordinance No. 215 and all certifications made by Partnering Agency pursuant to this Permit. 2. This Permit is subject to the provisions of state and federal law and ACHD's Cost Share Ordinance No. 215, in effect as of the date of issuance of this Permit (the "Applicable Law"). In the event of any conflict between this Permit and Applicable Law, Applicable Law shall govern. In the event that any part of the obligations of Partnering Agency or of ACHD in connection with the Road Project are determined to be illegal or unenforceable by a court of competent jurisdiction, the remaining obligations of Partnering Agency set forth in this Permit shall still be applicable. Future amendments and restatements of the Cost Share Ordinance shall not be applicable to this Permit. If any portion of the ACHD Road Project (including without limitation any portion of the right- of-way) is damaged as a result of Partnering Agency's action or inaction with regard to the construction, operation, and/or maintenance of the Non -Transportation Components or the failure or neglect to construct, operate, and/or maintain the Non -Transportation Components, then Partnering Agency shall, at its sole cost and expense, correct such deficiency and restore the area to the same condition it was in prior thereto, and if Partnering Agency or its successors or assigns shall fail or neglect to commence such correction and restoration within 24 hours of notification thereof, ACHD may proceed to do so, in which event Partnering Agency shall reimburse ACHD for the costs and expenses thereof, including, without limitation, reasonable compensation for the use of staff and equipment of ACRD. 4. Partnering Agency shall be liable to ACHD for any and all damages, fines, fees, obligations to third parties, costs, expenses, attorney fees, or any other liabilities whatsoever resulting from Partnering Agency's failure to comply with any provision of this Permit and/or Cost Share Ordinance No. 215. Without limiting the foregoing in any manner, in the event Partnering Agency fails to comply with any provision of this Permit, then following any applicable notice and opportunity to cure set forth herein, ACHD shall have the right, in addition to all other rights and remedies elsewhere in this Permit, to redesign, replace, and/or reconstruct the Non - 7 Transportation Components and/or the right-of-way underlying the Non -Transportation Components, and in such event, Partnering Agency shall reimburse ACRD for all associated costs. The obligations in this Section shall survive the expiration, revocation, and/or cancellation of this Permit for any reason. Partnering Agency may delegate any of its responsibilities hereunder to any third party so long as it gives prior written notice to ACHD that specifies in detail what responsibilities are being delegated and identifies the third party. Notwithstanding any delegation to a third party, Partnering Agency shall remain and shall be ultimately responsible for the third party's compliance with the terms of this Permit, and no delegation shall absolve Partnering Agency of any duties or obligations of this Permit in any way. In addition, Partnering Agency fully assumes all legal risks of determining whether any such delegation is proper under applicable law and/or regulations, and shall not be absolved of any responsibilities under this Permit if it is unable to complete or maintain any such delegation for any reason. 6. Partnering Agency will protect, defend, indemnify, and hold ACHD and its officers, directors, employees, members, and agents harmless from and against any and all liability, suits, losses, damages, claims, actions, costs, and expenses of any nature, including court costs and attorney fees, arising from or out of any acts or omissions of Partnering Agency, its agents, or contractors related to or in connection with the Non -Transportation Components and the exercise of any privileges or performance of any obligations by Partnering Agency pursuant to the terms of this Permit. Partnering Agency's obligations in this Section shall survive the expiration, revocation, and/or cancellation of this Permit for any reason. 7. In the event the Non -Transportation Components will or may necessitate future maintenance, repair, relocation, or replacement that is not the subject of this Permit, ACHD shall in its discretion issue Partnering Agency an amended or an additional Cost Share Permit to perform such work. 8. ACHD shall at all times have the right to relocate, reconstruct, remove, or redesign any and all improvements that are part of the Road Project. ACHD will use its best efforts to advise Partnering Agency of any anticipated actions within the Road Project that would be likely to cause a relocation, modification, or other adaptation of any of the Non -Transportation Components, and the parties, to the extent reasonably possible, shall agree to a priority schedule regarding the same and shall attempt to cooperate with respect to planning and coordination as related to any such relocation, modification, or other adaptation of any of the Non -Transportation Components, If ACHD ultimately determines that any part of the Road Project must be relocated, reconstructed, removed, or redesigned, then Partnering Agency, at its sole cost and expense, shall be responsible for relocating, reconstructing, removing, or redesigning the Non - Transportation Components, as required by ACED, which shall be accomplished by Partnering Agency according to designs, plans, and specifications approved by ACED in writing prior to any such work. Partnering Agency may also elect to remove all or a part of the Non -Transportation Components in lieu of any relocation, modification, or adaptation. Partnering Agency assumes any and all costs of itself and ACED relating to any future relocation of the Non -Transportation Components. 9. ACED shall at all times have the right to revoke this and any other Cost Share Permit granted to Partnering Agency to access any Highway or Public Right -of -Way. In addition, ACED may immediately perform any and all emergency repairs or take other measures in connection with an emergency, in which case Partnering Agency shall reimburse ACED fully for all associated costs. 10. This Permit shall immediately be revocable and/or cancelable by ACHD by providing written notice to Partnering Agency upon the occurrence of any of the following: (i) a determination by ACHD that any of the information submitted by Partnering Agency in the Cost Share Application is false or inaccurate in any manner; (ii) a determination by ACHD that Partnering Agency has failed to comply with any term or provision of this Permit or any other permit granted by ACHD to Partnering Agency; or (iii) a determination by ACHD that Partnering Agency has failed to replace, maintain, and/or care for the Non -Transportation Components as required by the terms of this Permit. Except in an emergency situation, ACHD shall provide Partnering Agency with 30 days' notice of the issue and an opportunity to comply prior to exercising such rights. It. The issuance of this Permit shall in no way obligate ACHD to provide Partnering Agency with additional permits or rights, nor shall ACHD be obligated to utilize provisions or rights set forth in this Permit in connection with additional permits or rights that it may elect to provide to Partnering Agency in the future. 12. All exhibits and any addenda to this Permit are incorporated herein. 13. This Permit is conditioned upon the signature of ACHD and Partnering Agency below. This Cost Share Permit is issued by the Ada County Highway District on the date set forth above: Ada County Highway District: The person signing below represents that he or she has the authority on behalf of ACHD to issue leis-P-rm r an+, the terms set forth herein. By: B-rtx . Its: Director City of Meridian: Acceptance/certification by Partnering Agency: The person signing below represents that he or she has the authority on behalf of Partnering Agency to accept and agree to the terms of this Permit and Partnering ,,e -to.lhe terms set forth herein. By: Tammy de eerd Its: Mayor 9 Exhibits Exhibit A Project Plans Exhibit B Street Light Plans 10 EXHIBIT A GNi Kent Goldthorpe, President Paul Woods, Vice President Rebecca W. Arnold, Commissioner Sara M. Baker, Commissioner Jim b, Hansen, Commissioner Exhibit A is explicit to 99% plan sheets 1 and 7-16 of ACHD Project #313039; 100% platy sheets 1 and 4-11 of ACHD Project #512008; and 99% plan sheets 1 and 4-10 of ACHD Project #513038. All other plan sheets are not applicable to the cost share permit. 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Lc a ek 'un d ga S".1 »< 00000 a - a„ 4 „e c 9 C U a J m O Um < a. m C C L F L C r 7 Agpg$10 m N oSTA, _ _ 8 m ww B 9 > vu; sa - gillc of U a y 15 U e P m v l oo.W.4s -aI w4.n e 0 g - I 15 od om j a m 10 d6i1 L zl YCL t1 as N . e1 E 0 t[o t V s, i 00 0 n e l O Q Meridian City Council Meeting DATE: January 17, 2017 ITEM NUMBER: 5J PROJECT NUMBER: ITEM TITLE: Award of AIA Agreement to Kreizenbeck Constructors Award of AIA Agreement to Kreizenbeck Constructors for the STOREY PARK RESTROOM ADA UPGRADES project for a Not -To -Exceed amount of $64,451.00 MEETING NOTES F1 APPROVED Community Item/Presentations Presenter Contact Info./Notes CLERKS OFFICE FINAL ACTION DATE: E-MAILED TO STAFF SENT TO AGENCY SENT TO APPLICANT NOTES INITIALS Page 1 Memo To: C. Jay Coles, City Clerk, From: Keith Watts, Purchasing Manager CC: Mike Barton Date: 01/12/2017 Re: January 17th City Council Meeting Agenda Item The Purchasing Department respectfully requests that the following item be placed on the January 17th City Council Consent Agenda for Council’s consideration. Award of AIA Agreement to Kreizenbeck Constructors for the STOREY PARK RESTROOM ADDA UPGRADES project for a Not-To-Exceed amount of $64,451.00. Recommended Council Action: Award of AIA Agreement to KREIZENBECK CONSTRUCTORS for the Not-To-Exceed amount of $64,451.00. Thank you for your consideration. City of Meridian Purchasing Dept. CONTRACT CHECKLIST Date: REQUESTING DEPARTMENT Project Name: Project Manager: Contract Amount: Contractor/Consultant/Design Engineer: Is this a change order? Yes No Change Order No. Fund: Budget Available ( Purchasing attach report ): Department Yes No Construction GL Account FY Budget: Task Order Project Number: Enhancement: Yes No Professional Service Equipment Will the project cross fiscal years? Yes No Grant Grant #: Wage Determination Received Wage Verification 10 Days prior to bid due date Debarment Status (Federal Funded) Print and Attach the determination Print, attach and amend bid by addendum (if changed) www.sam.gov Print and attach Master Agreement Category (Bid Results Attached) Yes No (Ratings Attached) Yes No Date MSA Roster Approved: Typical Award Yes No If no please state circumstances and conclusion: Date Award Posted: 7 day protest period ends: PW License Expiration Date: Corporation Status Insurance Certificates Received (Date): Expiration Date: Rating: Payment and Performance Bonds Received (Date): Rating: Builders Risk Ins. Req'd: Yes No (Only applicabale for projects above $1,000,000) Reason Consultant Selected 1 Performance on past projects Check all that apply Quality of work On Budget On Time Accuracy of Construction Est 2 Qualified Personnel 3 Availability of personnel 4 Local of personnel Description of negotiation process and fee evaluation: Date Submitted to Clerk for Agenda: By: Purchase Order No.: Date Issued: WH5 submitted (Only for PW Construction Projects) NTP Date: Contract Request Checklist.5.24.2016.Final $64,451 MIKE BARTON If yes, has policy been purchased? Kreizenbeck Contructors III. Contract Type II. BUDGET INFORMATION (Project Manager to Complete) 20 5200 93405 6003.64 TASK ORDER RFP / RFQ BID VII. TASK ORDER SELECTION (Project Manager to Complete) Award based on Low Bid Highest Ranked Vendor Selected VIII. AWARD INFORMATION Approval Date Enter Supervisor Name Date Approved January 12, 2017 I. PROJECT INFORMATION N/A N/A FY17 - Report Not Available 1/12/2017 PARKS STOREY PARK ADA UPGRADES V. BASIS OF AWARD IV. GRANT INFORMATION - to be completed only on Grant funded projects VI. CONTRACTOR / CONSULTANT REQUIRED INFORMATION 6003 10/14/2016 1/12/17 - No Change Active - 1/12/2017 Good Standing PWC-C-10187 3/31/2017 TM ilivivAIA Document A133 -2009 Standard Form of Agreement Between Owner and Construction Manager as Constructor where the basis of payment is the Cost of the Work Plus a Fee with a Guaranteed Maximum Price Insight Architects, P.A. 2238 Broadway Avenue Boise, Idaho 83706 The Owner's Designated Representative: (Name, address and other information) Mike Barton City of Meridian 33 East Broadway Avenue Meridian, Idaho 83642 The Construction Manager's Designated Representative: (Name, address and other information) Michael J. Berard 11724 West Executive Drive Boise, Idaho 83713 Telephone Number: 208-336-9500 AIA Document All 33 TM — 2009 (formerly A121 TMCMC —2003). Copyright© 1991, 2003 and 2009 by The American Institute of Architects. All rights reserved. Init. WARNING: This AIA'3 Document is protected by U.S. Copyright Law and International Treaties. Unauthorized reproduction or distribution of this AIA Document, or any portion of it, may result in severe civil and criminal penalties, and will be prosecuted to the maximum extent possible underthe law. t This document was produced by AIA software at 16:01:39 on 01/10/2017 under Order No.5739062902-1 which expires on 01/01/2018, and is not for resale. User Notes: (1851017538) ADDITIONS AND DELETIONS: AGREEMENT made as of the Ninth day of December in the year Two Thousand Sixteen The author of this document has (In words, indicate day, month and year.) added information needed for its completion. The author may also BETWEEN the Owner: have revised the text of the original (Name, legal status and address) AIA standard form. An Additions and Deletions Report that notes added information as well as revisions to City of Meridian the standard form text is available 33 East Broadway Avenue from the author and should be Meridian, Idaho 83642 reviewed. A vertical line in the left margin of this document indicates and the Construction Manager: where the author has added (Nance, legal status and address) necessary information and where the author has added to or deleted Kreizenbeck, LLC dba Kreizenbeck Constructors from the original AIA text. 11724 West Executive Drive Boise, Idaho 83713 This document has important legal consequences. Consultation with an attorney is encouraged with respect for the following Project: to its completion or modification. (Name and address or location) AIA Document A201 TM -2007, City of Meridian Storey Park Restroom ADA Upgrade General Conditions of the Contract 205 East Franklin Road for Construction, is adopted in this Meridian, Idaho 83642 document by reference. Do not use with other general conditions unless The Architect: this document is modified. (Name, legal status and address) Insight Architects, P.A. 2238 Broadway Avenue Boise, Idaho 83706 The Owner's Designated Representative: (Name, address and other information) Mike Barton City of Meridian 33 East Broadway Avenue Meridian, Idaho 83642 The Construction Manager's Designated Representative: (Name, address and other information) Michael J. Berard 11724 West Executive Drive Boise, Idaho 83713 Telephone Number: 208-336-9500 AIA Document All 33 TM — 2009 (formerly A121 TMCMC —2003). Copyright© 1991, 2003 and 2009 by The American Institute of Architects. All rights reserved. Init. WARNING: This AIA'3 Document is protected by U.S. Copyright Law and International Treaties. Unauthorized reproduction or distribution of this AIA Document, or any portion of it, may result in severe civil and criminal penalties, and will be prosecuted to the maximum extent possible underthe law. t This document was produced by AIA software at 16:01:39 on 01/10/2017 under Order No.5739062902-1 which expires on 01/01/2018, and is not for resale. User Notes: (1851017538) Fax Number: 208-336-7444 Mobile Number: 208-941-3199 Email Address: mberard@kreizenbeck.com The Architect's Designated Representative: (Name, address and other information) Dana Kauffman, AIA, LEED, AP Insight Architects, P.A. 2238 Broadway Avenue Boise, Idaho 83706 Telephone Number: 208-338-9080 dana@insightarchitects.com The Owner and Construction Manager agree as follows. AIA Document All 33 T1— 2009 (formerly A121 TMCMc — 2003). Copyright © 1991, 2003 and 2009 by The American Institute of Architects. All rights reserved. Init. WARNING: This AIA1 Document is protected by U.S. Copyright Law and International Treaties. Unauthorized reproduction or distribution of this AIA 2 Document, or any portion of it, may result in severe civil and criminal penalties, and will be prosecuted to the maximum extent possible under the law. t This document was produced by AIA software at 16:01:39 on 01/10/2017 under Order No.5739062902_1 which expires on 01/01/2018, and is not for resale. User Notes: (1851017538) TABLE OF ARTICLES 1 GENERAL PROVISIONS 2 CONSTRUCTION MANAGER'S RESPONSIBILITIES 3 OWNER'S RESPONSIBILITIES 4 COMPENSATION AND PAYMENTS FOR PRECONSTRUCTION PHASE SERVICES 5 COMPENSATION FOR CONSTRUCTION PHASE SERVICES 6 COST OF THE WORK FOR CONSTRUCTION PHASE 7 PAYMENTS FOR CONSTRUCTION PHASE SERVICES 8 INSURANCE AND BONDS 9 DISPUTE RESOLUTION 10 TERMINATION OR SUSPENSION 11 MISCELLANEOUS PROVISIONS 12 SCOPE OF THE AGREEMENT EXHIBIT A GUARANTEED MAXIMUM PRICE AMENDMENT ARTICLE 1 GENERAL PROVISIONS § 1.1 The Contract Documents The Contract Documents consist of this Agreement, Conditions of the Contract (General, Supplementary and other Conditions), Drawings, Specifications, Addenda issued prior to the execution of this Agreement, other documents listed in this Agreement, and Modifications issued after execution of this Agreement, all of which form the Contract and are as fully a part of the Contract as if attached to this Agreement or repeated herein. Upon the Owner's acceptance of the Construction Manager's Guaranteed Maximum Price proposal, the Contract Documents will also include the documents described in Section 2.2.3 and identified in the Guaranteed Maximum Price Amendment and revisions prepared by the Architect and furnished by the Owner as described in Section 2.2.8. The Contract represents the entire and integrated agreement between the parties hereto and supersedes prior negotiations, representations or agreements, either written or oral. If anything in the other Contract Documents, other than a Modification, is inconsistent with this Agreement, this Agreement shall govern. § 1.2 Relationship of the Parties The Construction Manager accepts the relationship of trust and confidence established by this Agreement and covenants with the Owner to cooperate with the Architect and exercise the Construction Manager's skill and judgment in furthering the interests of the Owner; to furnish efficient construction administration, management services and supervision; to furnish at all times an adequate supply of workers and materials; and to perform the Work in an expeditious and economical manner consistent with the Owner's interests. The Owner agrees to furnish or approve, in a timely manner, information required by the Construction Manager and to make payments to the Construction Manager in accordance with the requirements of the Contract Documents. § 1.3 General Conditions For the Preconstruction Phase, AIA Document A201TM-2007, General Conditions of the Contract for Construction, shall apply only as specifically provided in this Agreement. For the Construction Phase, the general conditions of the contract shall be as set forth in A201-2007, which document is incorporated herein by reference. The term "Contractor" as used in A201-2007 shall mean the Construction Manager. AIA Document A133Tm — 2009 (formerly A121 TMCMC —2003). Copyright© 1991, 2003 and 2009 by The American Institute of Architects. All rights reserved. Init. WARNING: This AIA-' Document is protected by U.S. Copyright Law and International Treaties. Unauthorized reproduction or distribution of this AIA" 3 Document, or any portion of it, may result in severe civil and criminal penalties, and will be prosecuted to the maximum extent possible under the law. This document was produced by AIA software at 16:01:39 on 01/10/2017 under Order No.5739062902_1 which expires on 01/01/2018, and is not for resale. User Notes: (1851017538) ARTICLE 2 CONSTRUCTION MANAGER'S RESPONSIBILITIES The Construction Manager's Preconstruction Phase responsibilities are set forth in Sections 2.1 and 2.2. The Construction Manager's Construction Phase responsibilities are set forth in Section 2.3. The Owner and Construction Manager may agree, in consultation with the Architect, for the Construction Phase to commence prior to completion of the Preconstruction Phase, in which case, both phases will proceed concurrently. The Construction Manager shall identify a representative authorized to act on behalf of the Construction Manager with respect to the Project. § 2.1 Preconstruction Phase § 2.1.1 The Construction Manager shall provide a preliminary evaluation of the Owner's program, schedule and construction budget requirements, each in terms of the other. § 2.1.2 Consultation The Construction Manager shall schedule and conduct meetings with the Architect and Owner to discuss such matters as procedures, progress, coordination, and scheduling of the Work. The Construction Manager shall advise the Owner and the Architect on proposed site use and improvements, selection of materials, and building systems and equipment. The Construction Manager shall also provide recommendations consistent with the Project requirements to the Owner and Architect on constructability; availability of materials and labor; time requirements for procurement, installation and construction; and factors related to construction cost including, but not limited to, costs of alternative designs or materials, preliminary budgets, and possible cost reductions. § 2.1.3 When Project requirements in Section 3.1.1 have been sufficiently identified, the Construction Manager shall prepare and periodically update a Project schedule for the Architect's review and the Owner's acceptance. The Construction Manager shall obtain the Architect's approval for the portion of the Project schedule relating to the performance of the Architect's services. The Project schedule shall coordinate and integrate the Construction Manager's services, the Architect's services, other Owner consultants' services, and the Owner's responsibilities and identify items that could affect the Project's timely completion. The updated Project schedule shall include the following: submission of the Guaranteed Maximum Price proposal; components of the Work; times of commencement and completion required of each Subcontractor; ordering and delivery of products, including those that must be ordered well in advance of construction; and the occupancy requirements of the Owner. § 2.1.4 Phased Construction § 2.1.5 Preliminary Cost Estimates § 2.1.5.1 § 2.1.5.2 As the Architect progresses with the preparation of the Schematic Design, Design Development and Construction Documents, the Construction Manager shall prepare and update, at appropriate intervals agreed to by the Owner, Construction Manager and Architect, estimates of the Cost of the Work of increasing detail and refinement and allowing for the further development of the design until such time as the Owner and Construction Manager agree on a Guaranteed Maximum Price for the Work. Such estimates shall be provided for the Architect's review and the Owner's approval. The Construction Manager shall inform the Owner and Architect when estimates of the Cost of the Work exceed the latest approved Project budget and make recommendations for corrective action. § 2.1.6 Subcontractors and Suppliers The Construction Manager shall develop bidders' interest in the Project. § 2.1.7 The Construction Manager shall prepare, for the Architect's review and the Owner's acceptance, a procurement schedule for items that must be ordered well in advance of construction. The Construction Manager shall expedite and coordinate the ordering and delivery of materials that must be ordered well in advance of construction. If the Owner agrees to procure any items prior to the establishment of the Guaranteed Maximum Price, the Owner shall procure the items on terms and conditions acceptable to the Construction Manager. Upon the establishment of the Guaranteed Maximum Price, the Owner shall assign all contracts for these items to the Construction Manager and the Construction Manager shall thereafter accept responsibility for them. AIA Document All 33TM —2009 (formerly A121TmCMc — 2003). Copyright ©1991, 2003 and 2009 by The American Institute of Architects. All rights reserved. Init. WARNING: This AIA° Document is protected by U.S. Copyright Law and International Treaties. Unauthorized reproduction or distribution of this AIA° 4 Document, or any portion of it, may result in severe civil and criminal penalties, and will be prosecuted to the maximum extent possible under the law. f This document was produced by AIA software at 16:01:39 on 01/10/2017 under Order No.5739062902_1 which expires on 01/01/2018, and is not for resale. User Notes: (1851017538) § 2.1.8 Extent of Responsibility The Construction Manager shall exercise reasonable care in preparing schedules and estimates. The Construction Manager, however, does not warrant or guarantee estimates and schedules except as may be included as part of the Guaranteed Maximum Price. The Construction Manager is not required to ascertain that the Drawings and Specifications are in accordance with applicable laws, statutes, ordinances, codes, rules and regulations, or lawful orders of public authorities, but the Construction Manager shall promptly report to the Architect and Owner any nonconformity discovered by or made known to the Construction Manager as a request for information in such form as the Architect may require. § 2.1.9 Notices and Compliance with Laws The Construction Manager shall comply with applicable laws, statutes, ordinances, codes, rules and regulations, and lawful orders of public authorities applicable to its performance under this Contract, and with equal employment opportunity programs, and other programs as may be required by governmental and quasi governmental authorities for inclusion in the Contract Documents. § 2.2 Guaranteed Maximum Price Proposal and Contract Time § 2.2.1 At a time to be mutually agreed upon by the Owner and the Construction Manager and in consultation with the Architect, the Construction Manager shall prepare a Guaranteed Maximum Price proposal for the Owner's review and acceptance. The Guaranteed Maximum Price in the proposal shall be the sum of the Construction Manager's estimate of the Cost of the Work, including contingencies described in Section 2.2.4, and the Construction Manager's Fee. § 2.2.2 To the extent that the Drawings and Specifications are anticipated to require further development by the Architect, the Construction Manager shall provide in the Guaranteed Maximum Price for such further development consistent with the Contract Documents and reasonably inferable therefrom. Such further development does not include such things as changes in scope, systems, kinds and quality of materials, finishes or equipment, all of which, if required, shall be incorporated by Change Order. § 2.2.3 The Construction Manager shall include with the Guaranteed Maximum Price proposal a written statement of its basis, which shall include the following: .1 A list of the Drawings and Specifications, including all Addenda thereto, and the Conditions of the Contract; .2 A list of the clarifications and assumptions made by the Construction Manager in the preparation of the Guaranteed Maximum Price proposal, including assumptions under Section 2.2.2, to supplement the information provided by the Owner and contained in the Drawings and Specifications; .3 A statement of the proposed Guaranteed Maximum Price, including a statement of the estimated Cost of the Work organized by trade categories or systems, allowances, contingency, and the Construction Manager's Fee; .4 The anticipated date of Substantial Completion upon which the proposed Guaranteed Maximum Price is based; and .5 A date by which the Owner must accept the Guaranteed Maximum Price. § 2.2.4 In preparing the Construction Manager's Guaranteed Maximum Price proposal, the Construction Manager shall include its contingency for the Construction Manager's exclusive use to cover those costs considered reimbursable as the Cost of the Work but not included in a Change Order. § 2.2.5 The Construction Manager shall meet with the Owner and Architect to review the Guaranteed Maximum Price proposal. In the event that the Owner and Architect discover any inconsistencies or inaccuracies in the information presented, they shall promptly notify the Construction Manager, who shall make appropriate adjustments to the Guaranteed Maximum Price proposal, its basis, or both. § 2.2.6 If the Owner notifies the Construction Manager that the Owner has accepted the Guaranteed Maximum Price proposal in writing before the date specified in the Guaranteed Maximum Price proposal, the Guaranteed Maximum Price proposal shall be deemed effective without further acceptance from the Construction Manager. Following acceptance of a Guaranteed Maximum Price, the Owner and Construction Manager shall execute the Guaranteed Maximum Price Amendment amending this Agreement, a copy of which the Owner shall provide to the Architect. AIA Document A133 TM — 2009 (formerly A121TM'CMC — 2003). Copyright ©1991, 2003 and 2009 by The American Institute of Architects. All rights reserved. Init. WARNING: This AIAm Document is protected by U.S. Copyright Law and International Treaties. Unauthorized reproduction or distribution of this AIA° 5 Document, or any portion of it, may result in severe civil and criminal penalties, and will be prosecuted to the maximum extent possible under the law. This document was produced by AIA software at 16:01:39 on 01/10/2017 under Order No.5739062902_1 which expires on 01/01/2018, and is not for resale. User Notes: (1851017538) The Guaranteed Maximum Price Amendment shall set forth the agreed upon Guaranteed Maximum Price with the information and assumptions upon which it is based. § 2.2.7 The Construction Manager shall not incur any cost to be reimbursed as part of the Cost of the Work prior to the commencement of the Construction Phase, unless the Owner provides prior written authorization for such costs. § 2.2.8 The Owner shall authorize the Architect to provide the revisions to the Drawings and Specifications to incorporate the agreed upon assumptions and clarifications contained in the Guaranteed Maximum Price Amendment. The Owner shall promptly furnish those revised Drawings and Specifications to the Construction Manager as they are revised. The Construction Manager shall notify the Owner and Architect of any inconsistencies between the Guaranteed Maximum Price Amendment and the revised Drawings and Specifications. § 2.2.9 The Construction Manager shall include in the Guaranteed Maximum Price all sales, consumer, use and similar taxes for the Work provided by the Construction Manager that are legally enacted, whether or not yet effective, at the time the Guaranteed Maximum Price Amendment is executed. § 2.3 Construction Phase § 2.3.1 General § 2.3.1.1 For purposes of Section 8.1.2 of A201-2007, the date of commencement of the Work shall mean the date of commencement of the Construction Phase. § 2.3.1.2 The Construction Phase shall commence upon the Owner's acceptance of the Construction Manager's Guaranteed Maximum Price proposal or the Owner's issuance of a Notice to Proceed, whichever occurs earlier. § 2.3.2 Administration § 2.3.2.1 Those portions of the Work that the Construction Manager does not customarily perform with the Construction Manager's own personnel shall be performed under subcontracts or by other appropriate agreements with the Construction Manager. The Owner may designate specific persons from whom, or entities from which, the Construction Manager shall obtain bids. The Construction Manager shall obtain bids from Subcontractors and from suppliers of materials or equipment fabricated especially for the Work. The Owner shall then determine, with the advice of the Construction Manager, which bids will be accepted. The Construction Manager shall not be required to contract with anyone to whom the Construction Manager has reasonable objection. § 2.3.2.2 If the Guaranteed Maximum Price has been established and when a specific bidder (1) is recommended to the Owner by the Construction Manager, (2) is qualified to perform that portion of the Work, and (3) has submitted a bid that conforms to the requirements of the Contract Documents without reservations or exceptions, but the Owner requires that another bid be accepted, then the Construction Manager may require that a Change Order be issued to adjust the Contract Time and the Guaranteed Maximum Price by the difference between the bid of the person or entity recommended to the Owner by the Construction Manager and the amount and time requirement of the subcontract or other agreement actually signed with the person or entity designated by the Owner. § 2.3:2.3 Subcontracts or other agreements shall conform to the applicable payment provisions of this Agreement, and shall not be awarded on the basis of cost plus a fee without the prior consent of the Owner. If the Subcontract is awarded on a cost plus a fee basis, the Construction Manager shall provide in the Subcontract for the Owner to receive the same audit rights with regard to the Subcontractor as the Owner receives with regard to the Construction Manager in Section 6.11 below. § 2.3.2.4 If the Construction Manager recommends a specific bidder that may be considered a "related party" according to Section 6. 10, then the Construction Manager shall promptly notify the Owner in writing of such relationship and notify the Owner of the specific nature of the contemplated transaction, according to Section 6.10.2. § 2.3.2.5 The Construction Manager shall schedule and conduct meetings to discuss such matters as procedures, progress, coordination, scheduling, and status of the Work. The Construction Manager shall prepare and promptly distribute minutes to the Owner and Architect. AIA Document A133Tm — 2009 (formerly A121 TMCMC —2003). Copyright ©1991, 2003 and 2009 by The American Institute of Architects. All rights reserved. Init. WARNING: This AIA° Document is protected by U.S. Copyright Law and International Treaties. Unauthorized reproduction or distribution of this AIA° 6 Document, or any portion of it, may result in severe civil and criminal penalties, and will be prosecuted to the maximum extent possible under the law. This document was produced by AIA software at 16:01:39 on 01/10/2017 under Order No.5739062902_1 which expires on 01/01/2018, and is not for resale. User Notes: (1851017538) § 2.3.2.6 Upon the execution of the Guaranteed Maximum Price Amendment; the Construction Manager shall prepare and submit to the Owner and Architect a construction schedule for the Work and submittal schedule in accordance with Section 3.10 of A201-2007. § 2.3.2.7 The Construction Manager shall record the progress of the Project. On a monthly basis, or otherwise as agreed to by the Owner, the Construction Manager shall submit written progress reports to the Owner and Architect, showing percentages of completion and other information required by the Owner. The Construction Manager shall also keep, and make available to the Owner and Architect, a daily log containing a record for each day of weather, portions of the Work in progress, number of workers on site, identification of equipment on site, problems that might affect progress of the work, accidents, injuries, and other information required by the Owner. § 2.3.2.8 The Construction Manager shall develop a system of cost control for the Work, including regular monitoring of actual costs for activities in progress and estimates for uncompleted tasks and proposed changes. The Construction Manager shall identify variances between actual and estimated costs and report the variances to the Owner and Architect and shall provide this information in its monthly reports to the Owner and Architect, in accordance with Section 2.3.2.7 above. § 2.4 Professional Services Section 3.12. 10 of A201-2007 shall apply to both the Preconstruction and Construction Phases. § 2.5 Hazardous Materials Section 10.3 of A201-2007 shall apply to both the Preconstruction and Construction Phases. ARTICLE 3 OWNER'S RESPONSIBILITIES § 3.1 Information and Services Required of the Owner § 3.1.1 The Owner shall provide information with reasonable promptness, regarding requirements for and limitations on the Project, including a written program which shall set forth the Owner's objectives, constraints, and criteria, including schedule, space requirements and relationships, flexibility and expandability, special equipment, systems, sustainability and site requirements. § 3.1.2 Prior to the execution of the Guaranteed Maximum Price Amendment, the Construction Manager may request in writing that the Owner provide reasonable evidence that the Owner has made financial arrangements to fulfill the Owner's obligations under the Contract. Thereafter, the Construction Manager may only request such evidence if (1) the Owner fails to make payments to the Construction Manager as the Contract Documents require, (2) a change in the Work materially changes the Contract Sum, or (3) the Construction Manager identifies in writing a reasonable concern regarding the Owner's ability to make payment when due. The Owner shall furnish such evidence as a condition precedent to commencement or continuation of the Work or the portion of the Work affected by a material change. After the Owner furnishes the evidence, the Owner shall not materially vary such financial arrangements without prior notice to the Construction Manager and Architect. § 3.1.3 The Owner shall establish and periodically update the Owner's budget for the Project, including (1) the budget for the Cost of the Work as defined in Section 6.1.1, (2) the Owner's other costs, and (3) reasonable contingencies related to all of these costs. If the Owner significantly increases or decreases the Owner's budget for the Cost of the Work, the Owner shall notify the Construction Manager and Architect. The Owner and the Architect, in consultation with the Construction Manager, shall thereafter agree to a corresponding change in the Project's scope and quality. § 3.1.4 Structural and Environmental Tests, Surveys and Reports. During the Preconstruction Phase, the Owner shall furnish the following information or services with reasonable promptness. The Owner shall also furnish any other information or services under the Owner's control and relevant to the Construction Manager's performance of the Work with reasonable promptness after receiving the Construction Manager's written request for such information or services. The Construction Manager shall be entitled to rely on the accuracy of information and services furnished by the Owner but shall exercise proper precautions relating to the safe performance of the Work. § 3.1.4.1 The Owner shall furnish tests, inspections and reports required by law and as otherwise agreed to by the parties, such as structural, mechanical, and chemical tests, tests for air and water pollution, and tests for hazardous materials. AIA Document A133T"-2009 (formerly A121 i1ACMc — 2003). Copyright ©1991, 2003 and 2009 by The American Institute of Architects. All rights reserved. Init. WARNING: This AIA® Document is protected by U.S. Copyright Law and International Treaties. Unauthorized reproduction or distribution of this AIA° 7 Document, or any portion of it, may result in severe civil and criminal penalties, and will be prosecuted to the maximum extent possible under the law. This document was produced by AIA software at 16:01:39 on 01/10/2017 under Order No.5739062902_1 which expires on 01/01/2018, and is not for resale. User Notes: (1851017538) § 3.1.4.2 The Owner shall furnish surveys describing physical characteristics, legal limitations and utility locations for the site of the Project, and a legal description of the site. The surveys and legal information shall include, as applicable, grades and lines of streets, alleys, pavements and adjoining property and structures; designated wetlands; adjacent drainage; rights-of-way, restrictions, easements, encroachments, zoning, deed restrictions, boundaries and contours of the site; locations, dimensions and necessary data with respect to existing buildings, other improvements and trees; and information concerning available utility services and lines, both public and private, above and below grade, including inverts and depths. All the information on the survey shall be referenced to a Project benchmark. § 3.1.4.3 The Owner, when such services are requested, shall furnish services of geotechnical engineers, which may include but are not limited to test borings, test pits, determinations of soil bearing values, percolation tests, evaluations of hazardous materials, seismic evaluation, ground corrosion tests and resistivity tests, including necessary operations for anticipating subsoil conditions, with written reports and appropriate recommendations. § 3.1.4.4 During the Construction Phase, the Owner shall furnish information or services required of the Owner by the Contract Documents with reasonable promptness. The Owner shall also furnish any other information or services under the Owner's control and relevant to the Construction Manager's performance of the Work with reasonable promptness after receiving the Construction Manager's written request for such information or services. § 3.2 Owner's Designated Representative The Owner shall identify a representative authorized to act on behalf of the Owner with respect to the Project. The Owner's representative shall render decisions promptly and furnish information expeditiously, so as to avoid unreasonable delay in the services or Work of the Construction Manager. Except as otherwise provided in Section 4.2.1 of A201 2007, the Architect does not have such authority. The term "Owner" means the Owner or the Owner's authorized representative. § 3.2.1 Legal Requirements. The Owner shall furnish all legal, insurance and accounting services, including auditing services, that may be reasonably necessary at any time for the Project to meet the Owner's needs and interests. § 3.3 Architect The Owner shall retain an Architect to provide services, duties, and responsibilities as described in AIA Document B133Tm 2014, Standard Form of Agreement Between Owner and Architect, Construction Manager as Constructor Edition. The Owner shall provide the Construction Manager a copy of the executed agreement between the Owner and the Architect, and any further modifications to the agreement. ARTICLE 4 COMPENSATION AND PAYMENTS FOR PRECONSTRUCTION PHASE SERVICES § 4.1 Compensation § 4.1.1 For the Construction Manager's Preconstruction Phase services, the Owner shall compensate the Construction Manager as follows: § 4.1.2 For the Construction Manager's Preconstruction Phase services described in Sections 2.1 and 2.2: (Insert amount of, or basis for, compensation and include a list of reimbursable cost items, as applicable) Construction Manager's Preconstruction Fixed Fee will be $2,500.00 § 4.1.3 If the Preconstruction Phase services covered by this Agreement have not been completed within Two ( 2 ) months of the date of this Agreement, through no fault of the Construction Manager, the Construction Manager's compensation for Preconstruction Phase services shall be equitably adjusted. § 4.1.4 Compensation based on Direct Personnel Expense includes the direct salaries of the Construction Manager's personnel providing Preconstruction Phase services on the Project and the Construction Manager's costs for the mandatory and customary contributions and benefits related thereto, such as employment taxes and other statutory employee benefits, insurance, sick leave, holidays, vacations, employee retirement plans and similar contributions. § 4.2 Payments § 4.2.1 Unless otherwise agreed, payments for services shall be made monthly in proportion to services performed. AIA Document A133Tm — 2009 (formerly A121 TMCMc —2003). Copyright ©1991, 2003 and 2009 by The American Institute of Architects. All rights reserved. Init. WARNING: This AIA" Document is protected by U.S. Copyright Law and International Treaties. Unauthorized reproduction or distribution of this AIAI 8 Document, or any portion of it, may result in severe civil and criminal penalties, and will be prosecuted to the maximum extent possible under the law. f This document was produced by AIA software at 16:01:39 on 01/10/2017 under Order No.5739062902_1 which expires on 01/01/2018, and is not for resale. User Notes: (1851017538) § 4.2.2 Payments are due and payable Net 30 upon Owner Approval of the Construction Manager's invoice. (Insert rate of monthly or annual interest agreed upon.) Interest Rate = 0 ARTICLE 5 COMPENSATION FOR CONSTRUCTION PHASE SERVICES § 5.1 For the Construction Manager's performance of the Work as described in Section 2.3, the Owner shall pay the Construction Manager the Contract Sum in current funds. The Contract Sum is the Cost of the Work as defined in Section 6.1.1 plus the Construction Manager's Fee. § 5.1.1 The Construction Manager's Fee: (State a lump sum, percentage of Cost of the Work or other provision for determining the Construction Manager's Fee) 5.25% Fee plus all Direct Costs and Reimbursables § 5.1.2 The method of adjustment of the Construction Manager's Fee for changes in the Work: 5.25% Fee plus all Direct Costs and Reimbursables § 5.1.3 Limitations, if any, on a Subcontractor's overhead and profit for increases in the cost of its portion of the Work: Limitations on Subcontractor's overhead and profit will be 15% § 5.1.4 Rental rates for Construction Manager -owned equipment shall not exceed One hundred percent (100.00 %) of the standard rate paid at the place of the Project. § 5.1.5 Unit prices, if any: (Identify and state the unit price; state the quantity limitations, if any, to which the unit price will be applicable) Item Units and Limitations Price per Unit ($0.00) § 5.2 Guaranteed Maximum Price § 5.2.1 The Construction Manager guarantees that the Contract Sum shall not exceed the Guaranteed Maximum Price set forth in the Guaranteed Maximum Price Amendment, as it is amended from time to time. To the extent the Cost of the Work exceeds the Guaranteed Maximum Price, the Construction Manager shall bear such costs in excess of the Guaranteed Maximum Price without reimbursement or additional compensation from the Owner. (Insert specific provisions if the Construction Manager is to participate in any savings.) As per the attached Guaranteed Maximum Price Amendment § 5.2.2 The Guaranteed Maximum Price is subject to additions and deductions by Change Order as provided in the Contract Documents and the Date of Substantial Completion shall be subject to adjustment as provided in the Contract Documents. § 5.3 Changes in the Work § 5.3.1 The Owner may, without invalidating the Contract, order changes in the Work within the general scope of the Contract consisting of additions, deletions or other revisions. The Owner shall issue such changes in writing. The Architect may make minor changes in the Work as provided in Section 7.4 of AIA Document A201 2007, General Conditions of the Contract for Construction. The Construction Manager shall be entitled to an equitable adjustment in the Contract Time as a result of changes in the Work. § 5.3.2 Adjustments to the Guaranteed Maximum Price on account of changes in the Work subsequent to the execution of the Guaranteed Maximum Price Amendment may be determined by any of the methods listed in Section 7.3.3 of AIA Document A201-2007, General Conditions of the Contract for Construction. AIA Document A133TM — 2009 (formerly A121TmCMc — 2003). Copyright ©1991, 2003 and 2009 by The American Institute of Architects. All rights reserved. Init. WARNING: This AIA° Document is protected by U.S. Copyright Law and International Treaties. Unauthorized reproduction or distribution of this AIAO 9 Document, or any portion of it, may result in severe civil and criminal penalties, and will be prosecuted to the maximum extent possible under the law. t This document was produced by AIA software at 16:01:39 on 01/10/2017 under Order No.5739062902_1 which expires on 01/01/2018, and is not for resale. User Notes: (1851017538) § 5.3.3 In calculating adjustments to subcontracts (except those awarded with the Owner's prior consent on the basis of cost plus a fee), the terms "cost" and "fee" as used in Section 7.3.3.3 of AIA Document A201-2007 and the term "costs" as used in Section 7.3.7 of AIA Document A201-2007 shall have the meanings assigned to them in AIA Document A201-2007 and shall not be modified by Sections 5.1 and 5.2, Sections 6.1 through 6.7, and Section 6.8 of this Agreement. Adjustments to subcontracts awarded with the Owner's prior consent on the basis of cost plus a fee shall be calculated in accordance with the terms of those subcontracts. § 5.3.4 In calculating adjustments to the Guaranteed Maximum Price, the terms "cost" and "costs" as used in the above -referenced provisions of AIA Document A201-2007 shall mean the Cost of the Work as defined in Sections 6.1 to 6.7 of this Agreement and the term "fee" shall mean the Construction Manager's Fee as defined in Section 5.1 of this Agreement. § 5.3.5 If no specific provision is made in Section 5.1.2 for adjustment of the Construction Manager's Fee in the case of changes in the Work, or if the extent of such changes is such, in the aggregate, that application of the adjustment provisions of Section 5.1.2 will cause substantial inequity to the Owner or Construction Manager, the Construction Manager's Fee shall be equitably adjusted on the same basis that was used to establish the Fee for the original Work, and the Guaranteed Maximum Price shall be adjusted accordingly. ARTICLE 6 COST OF THE WORK FOR CONSTRUCTION PHASE § 6.1 Costs to Be Reimbursed § 6.1.1 The term Cost of the Work shall mean costs necessarily incurred by the Construction Manager in the proper performance of the Work. Such costs shall be at rates not higher than the standard paid at the place of the Project except with prior consent of the Owner. The Cost of the Work shall include only the items set forth in Sections 6.1 through 6.7. § 6.1.2 Where any cost is subject to the Owner's prior approval, the Construction Manager shall obtain this approval prior to incurring the cost. The parties shall endeavor to identify any such costs prior to executing Guaranteed Maximum Price Amendment. § 6.2 Labor Costs § 6.2.1 Wages of construction workers directly employed by the Construction Manager to perform the construction of the Work at the site or, with the Owner's prior approval, at off-site workshops. § 6.2.2 Wages or salaries of the Construction Manager's supervisory and administrative personnel when stationed at the site with the Owner's prior approval. (If it is intended that the wages or salaries of certain personnel stationed at the Construction Manager's principal or other offices shall be included in the Cost of the Work, identify in Section 11. S, the personnel to be included, whether for all or only part of their time, and the rates at which their time will be charged to the Work) § 6.2.3 Wages and salaries of the Construction Manager's supervisory or administrative personnel engaged at factories, workshops or on the road, in expediting the production or transportation of materials or equipment required for the Work, but only for that portion of their time required for the Work. § 6.2.4 Costs paid or incurred by the Construction Manager for taxes, insurance, contributions, assessments and benefits required by law or collective bargaining agreements and, for personnel not covered by such agreements, customary benefits such as sick leave, medical and health benefits, holidays, vacations and pensions, provided such costs are based on wages and salaries included in the Cost of the Work under Sections 6.2.1 through 6.2.3. § 6.2.5 Bonuses, profit sharing, incentive compensation and any other discretionary payments paid to anyone hired by the Construction Manager or paid to any Subcontractor or vendor, with the Owner's prior approval. § 6.3 Subcontract Costs Payments made by the Construction Manager to Subcontractors in accordance with the requirements of the subcontracts. AIA Document A133TM — 2009 (formerly A121 TMCMC —2003). Copyright ©1991, 2003 and 2009 by The American Institute of Architects. All rights reserved. Init. WARNING: This AIM, Document is protected by U.S. Copyright Law and International Treaties. Unauthorized reproduction or distribution of this AIA° 10 Document, or any portion of it, may result in severe civil and criminal penalties, and will be prosecuted to the maximum extent possible under the law. This document was produced by AIA software at 16:01:39 on 01/10/2017 under Order No.5739062902_1 which expires on 01/01/2018, and is not for resale. User Notes: (1851017538) § 6.4 Costs of Materials and Equipment Incorporated in the Completed Construction § 6.4.1 Costs, including transportation and storage, of materials and equipment incorporated or to be incorporated in the completed construction. § 6.4.2 Costs of materials described in the preceding Section 6.4.1 in excess of those actually installed to allow for reasonable waste and spoilage. Unused excess materials, if any, shall become the Owner's property at the completion of the Work or, at the Owner's option, shall be sold by the Construction Manager. Any amounts realized from such sales shall be credited to the Owner as a deduction from the Cost of the Work. § 6.5 Costs of Other Materials and Equipment, Temporary Facilities and Related Items § 6.5.1 Costs of transportation, storage, installation, maintenance, dismantling and removal of materials, supplies, temporary facilities, machinery, equipment and hand tools not customarily owned by construction workers that are provided by the Construction Manager at the site and fully consumed in the performance of the Work. Costs of materials, supplies, temporary facilities, machinery, equipment and tools that are not fully consumed shall be based on the cost or value of the item at the time it is first used on the Project site less the value of the item when it is no longer used at the Project site. Costs for items not fully consumed by the Construction Manager shall mean fair market value. § 6.5.2 Rental charges for temporary facilities, machinery, equipment and hand tools not customarily owned by construction workers that are provided by the Construction Manager at the site and costs of transportation, installation, minor repairs, dismantling and removal. The total rental cost of any Construction Manager -owned item may not exceed the purchase price of any comparable item. Rates of Construction Manager -owned equipment and quantities of equipment shall be subject to the Owner's prior approval. § 6.5.3 Costs of removal of debris from the site of the Work and its proper and legal disposal. § 6.5.4 Costs of document reproductions, facsimile transmissions and long-distance telephone calls, postage and parcel delivery charges, telephone service at the site and reasonable petty cash expenses of the site office. § 6.5.5 That portion of the reasonable expenses of the Construction Manager's supervisory or administrative personnel incurred while traveling in discharge of duties connected with the Work. § 6.5.6 Costs of materials and equipment suitably stored off the site at a mutually acceptable location, subject to the Owner's prior approval. § 6.6 Miscellaneous Costs § 6.6.1 Premiums for that portion of insurance and bonds required by the Contract Documents that can be directly attributed to this Contract. Self-insurance for either full or partial amounts of the coverages required by the Contract Documents, with the Owner's prior approval. § 6.6.2 Sales, use or similar taxes imposed by a governmental authority that are related to the Work and for which the Construction Manager is liable. § 6.6.3 Fees and assessments for the building permit and for other permits, licenses and inspections for which the Construction Manager is required by the Contract Documents to pay. § 6.6.4 Fees of laboratories for tests required by the Contract Documents, except those related to defective or nonconforming Work for which reimbursement is excluded by Section 13.5.3 of AIA Document A201-2007 or by other provisions of the Contract Documents, and which do not fall within the scope of Section 6.7.3. § 6.6.5 Royalties and license fees paid for the use of a particular design, process or product required by the Contract Documents; the cost of defending suits or claims for infringement of patent rights arising from such requirement of the Contract Documents; and payments made in accordance with legal judgments against the Construction Manager resulting from such suits or claims and payments of settlements made with the Owner's consent. However, such costs of legal defenses, judgments and settlements shall not be included in the calculation of the Construction Manager's Fee or subject to the Guaranteed Maximum Price. If such royalties, fees and costs are excluded by the AIA Document A133 TM —2009 (formerly A121 TMCMc — 2003). Copyright 01991, 2003 and 2009 by The American Institute of Architects. All rights reserved. Init. WARNING: This AIA" Document is protected by U.S. Copyright Law and International Treaties. Unauthorized reproduction or distribution of this AIA° 11 Document, or any portion of it, may result in severe civil and criminal penalties, and will be prosecuted to the maximum extent possible under the law. This document was produced by AIA software at 16:01:39 on 01/10/2017 under Order No.5739062902_1 which expires on 01/0112018, and is not for resale. User Notes: (1851017538) last sentence of Section 3.17 of AIA Document A201-2007 or other provisions of the Contract Documents, then they shall not be included in the Cost of the Work. § 6.6.6 Costs for electronic equipment and software, directly related to the Work with the Owner's prior approval. § 6.6.7 Deposits lost for causes other than the Construction Manager's negligence or failure to fulfill a specific responsibility in the Contract Documents. § 6.6.8 Legal, mediation and arbitration costs, including attorneys' fees, other than those arising from disputes between the Owner and Construction Manager, reasonably incurred by the Construction Manager after the execution of this Agreement in the performance of the Work and with the Owner's prior approval, which shall not be unreasonably withheld. § 6.6.9 Subject to the Owner's prior approval, expenses incurred in accordance with the Construction Manager's standard written personnel policy for relocation and temporary living allowances of the Construction Manager's personnel required for the Work. § 6.7 Other Costs and Emergencies § 6.7.1 Other costs incurred in the performance of the Work if, and to the extent, approved in advance in writing by the Owner. § 6.7.2 Costs incurred in taking action to prevent threatened damage, injury or loss in case of an emergency affecting the safety of persons and property, as provided in Section 10.4 of AIA Document A201-2007. § 6.7.3 Costs of repairing or correcting damaged or nonconforming Work executed by the Construction Manager, Subcontractors or suppliers, provided that such damaged or nonconforming Work was not caused by negligence or failure to fulfill a specific responsibility of the Construction Manager and only to the extent that the cost of repair or correction is not recovered by the Construction Manager from insurance, sureties, Subcontractors, suppliers, or others. § 6.7.4 The costs described in Sections 6.1 through 6.7 shall be included in the Cost of the Work, notwithstanding any provision of AIA Document A201-2007 or other Conditions of the Contract which may require the Construction Manager to pay such costs, unless such costs are excluded by the provisions of Section 6.8. § 6.8 Costs Not To Be Reimbursed § 6.8.1 The Cost of the Work shall not include the items listed below: .1 Salaries and other compensation of the Construction Manager's personnel stationed at the Construction Manager's principal office or offices other than the site office, except as specifically provided in Section 6.2, or as may be provided in Article 11; .2 Expenses of the Construction Manager's principal office and offices other than the site office; .3 Overhead and general expenses, except as may be expressly included in Sections 6.1 to 6.7; .4 The Construction Manager's capital expenses, including interest on the Construction Manager's capital employed for the Work; .5 Except as provided in Section 6.7.3 of this Agreement, costs due to the negligence or failure of the Construction Manager, Subcontractors and suppliers or anyone directly or indirectly employed by any of them or for whose acts any of them may be liable to fulfill a specific responsibility of the Contract; .6 Any cost not specifically and expressly described in Sections 6.1 to 6.7; .7 Costs, other than costs included in Change Orders approved by the Owner, that would cause the Guaranteed Maximum Price to be exceeded; and .8 Costs for services incurred during the Preconstruction Phase. § 6.9 Discounts, Rebates and Refunds § 6.9.1 Cash discounts obtained on payments made by the Construction Manager shall accrue to the Owner if (1) before making the payment, the Construction Manager included them in an Application for Payment and received payment from the Owner, or (2) the Owner has deposited funds with the Construction Manager with which to make payments; otherwise, cash discounts shall accrue to the Construction Manager. Trade discounts, rebates, refunds and AIA Document A133TM — 2009 (formerly A121 TMCMC — 2003). Copyright© 1991, 2003 and 2009 by The American Institute of Architects. All rights reserved. Init. WARNING: This AIA° Document is protected by U.S. Copyright Law and International Treaties. Unauthorized reproduction or distribution of this AIA° 12 Document, or any portion of it, may result in severe civil and criminal penalties, and will be prosecuted to the maximum extent possible under the law. This document was produced by AIA software at 16:01:39 on 01/10/2017 under Order No.5739062902-1 which expires on 01/01/2018, and is not for resale. User Notes: (1851017538) amounts received from sales of surplus materials and equipment shall accrue to the Owner, and the Construction Manager shall make provisions so that they can be obtained. § 6.9.2 Amounts that accrue to the Owner in accordance with the provisions of Section 6.9.1 shall be credited to the Owner as a deduction from the Cost of the Work. § 6.10 Related Party Transactions § 6.10.1 For purposes of Section 6. 10, the term "related party" shall mean a parent, subsidiary, affiliate or other entity having common ownership or management with the Construction Manager; any entity in which any stockholder in, or management employee of, the Construction Manager owns any interest in excess of ten percent in the aggregate; or any person or entity which has the right to control the business or affairs of the Construction Manager. The term "related party" includes any member of the immediate family of any person identified above. § 6.10.2 If any of the costs to be reimbursed arise from a transaction between the Construction Manager and a related party, the Construction Manager shall notify the Owner of the specific nature of the contemplated transaction, including the identity of the related party and the anticipated cost to be incurred, before any such transaction is consummated or cost incurred. If the Owner, after such notification, authorizes the proposed transaction, then the cost incurred shall be included as a cost to be reimbursed, and the Construction Manager shall procure the Work, equipment, goods or service from the related party, as a Subcontractor, according to the terms of Sections 2.3.2.1, 2.3.2.2 and 2.3.2.3. If the Owner fails to authorize the transaction, the Construction Manager shall procure the Work, equipment, goods or service from some person or entity other than a related party according to the terms of Sections 2.3.2.1, 2.3.2.2 and 2.3.2.3. § 6.11 Accounting Records The Construction Manager shall keep full and detailed records and accounts related to the cost of the Work and exercise such controls as may be necessary for proper financial management under this Contract and to substantiate all costs incurred. The accounting and control systems shall be satisfactory to the Owner. The Owner and the Owner's auditors shall, during regular business hours and upon reasonable notice, be afforded access to, and shall be permitted to audit and copy, the Construction Manager's records and accounts, including complete documentation supporting accounting entries, books, correspondence, instructions, drawings, receipts, subcontracts, Subcontractor's proposals, purchase orders, vouchers, memoranda and other data relating to this Contract. The Construction Manager shall preserve these records for a period of three years after final payment, or for such longer period as may be required by law. ARTICLE 7 PAYMENTS FOR CONSTRUCTION PHASE SERVICES § 7.1 Progress Payments § 7.1.1 Based upon Applications for Payment submitted to the Architect by the Construction Manager and Certificates for Payment issued by the Architect, the Owner shall make progress payments on account of the Contract Sum to the Construction Manager as provided below and elsewhere in the Contract Documents. § 7.1.2 The period covered by each Application for Payment shall be one calendar month ending on the last day of the month, or as follows: § 7.1.3 Provided that an Application for Payment is received by the Owner not later than the First day of a month, the Owner shall make payment of the certified amount to the Construction Manager Net 30. If an Application for Payment is received by the Owner after the application date fixed above, payment shall be made by the Owner Net 30 days after the Owner receives the Application for Payment. (Federal, state or local lmvs may require payment within a certain period of time) § 7.1.4 With each Application for Payment, the Construction Manager shall submit payrolls, petty cash accounts, receipted invoices or invoices with check vouchers attached, and any other evidence required by the Owner or Architect to demonstrate that cash disbursements already made by the Construction Manager on account of the Cost of the Work equal or exceed progress payments already received by the Construction Manager, less that portion of those payments attributable to the Construction Manager's Fee, plus payrolls for the period covered by the present Application for Payment. AIA Document A133TM — 2009 (formerly A121 T"CMC — 2003). Copyright ©1991, 2003 and 2009 by The American Institute of Architects. All rights reserved. Init. WARNING: This AIA° Document is protected by U.S. Copyright Law and International Treaties. Unauthorized reproduction or distribution of this AIA° 13 Document, or any portion of it, may result in severe civil and criminal penalties, and will be prosecuted to the maximum extent possible under the law. t This document was produced by AIA software at 16:01:39 on 01/10/2017 under Order No.5739062902_1 which expires on 01/01/2018, and is not for resale. User Notes: (1851017538) § 7.1.5 Each Application for Payment shall be based on the most recent schedule of values submitted by the Construction Manager in accordance with the Contract Documents. The schedule of values shall allocate the entire Guaranteed Maximum Price among the various portions of the Work, except that the Construction Manager's Fee shall be shown as a single separate item. The schedule of values shall be prepared in such form and supported by such data to substantiate its accuracy as the Architect may require. This schedule, unless objected to by the Architect, shall be used as a basis for reviewing the Construction Manager's Applications for Payment. § 7.1.6 Applications for Payment shall show the percentage of completion of each portion of the Work as of the end of the period covered by the Application for Payment. The percentage of completion shall be the lesser of (1) the percentage of that portion of the Work which has actually been completed, or (2) the percentage obtained by dividing (a) the expense that has actually been incurred by the Construction Manager on account of that portion of the Work for which the Construction Manager has made or intends to make actual payment prior to the next Application for Payment by (b) the share of the Guaranteed Maximum Price allocated to that portion of the Work in the schedule of values. § 7.1.7 Subject to other provisions of the Contract Documents, the amount of each progress payment shall be computed as follows: .1 Take that portion of the Guaranteed Maximum Price properly allocable to completed Work as determined by multiplying the percentage of completion of each portion of the Work by the share of the Guaranteed Maximum Price allocated to that portion of the Work in the schedule of values. Pending final determination of cost to the Owner of changes in the Work, amounts not in dispute shall be included as provided in Section 7.3.9 of AIA Document A201-2007; .2 Add that portion of the Guaranteed Maximum Price properly allocable to materials and equipment delivered and suitably stored at the site for subsequent incorporation in the Work, or if approved in advance by the Owner, suitably stored off the site at a location agreed upon in writing; .3 Add the Construction Manager's Fee, less retainage of Five percent ( 5.00 %). The Construction Manager's Fee shall be computed upon the Cost of the Work at the rate stated in Section 5.1 or, if the Construction Manager's Fee is stated as a fixed sum in that Section, shall be an amount that bears the same ratio to that fixed -sum fee as the Cost of the Work bears to a reasonable estimate of the probable Cost of the Work upon its completion; .4 Subtract retainage of Five percent ( 5.00 %) from that portion of the Work that the Construction Manager self -performs; .5 Subtract the aggregate of previous payments made by the Owner; .6 Subtract the shortfall, if any, indicated by the Construction Manager in the documentation required by Section 7.1.4 to substantiate prior Applications for Payment, or resulting from errors subsequently discovered by the Owner's auditors in such documentation; and .7 Subtract amounts, if any, for which the Architect has withheld or nullified a Certificate for Payment as provided in Section 9.5 of AIA Document A201-2007. § 7.1.8 The Owner and Construction Manager shall agree upon (1) a mutually acceptable procedure for review and approval of payments to Subcontractors and (2) the percentage of retainage held on Subcontracts, and the Construction Manager shall execute subcontracts in accordance with those agreements. § 7.1.9 Except with the Owner's prior approval, the Construction Manager shall not make advance payments to suppliers for materials or equipment which have not been delivered and stored at the site. § 7.1.10 In taking action on the Construction Manager's Applications for Payment, the Architect shall be entitled to rely on the accuracy and completeness of the information furnished by the Construction Manager and shall not be deemed to represent that the Architect has made a detailed examination, audit or arithmetic verification of the documentation submitted in accordance with Section 7.1.4 or other supporting data; that the Architect has made exhaustive or continuous on-site inspections; or that the Architect has made examinations to ascertain how or for what purposes the Construction Manager has used amounts previously paid on account of the Contract. Such examinations, audits and verifications, if required by the Owner, will be performed by the Owner's auditors acting in the sole interest of the Owner. AIA Document A13311— 2009 (formerly A121 TMCMC — 2003). Copyright ©1991, 2003 and 2009 by The American Institute of Architects. All rights reserved. [nit. WARNING: This AIA° Document is protected by U.S. Copyright Law and International Treaties. Unauthorized reproduction or distribution of this AIA" 14 Document, or any portion of it, may result in severe civil and criminal penalties, and will be prosecuted to the maximum extent possible under the law. This document was produced by AIA software at 16:01:39 on 01/10/2017 under Order No.5739062902_1 which expires on 01/01/2018, and is not for resale. User Notes: (1851017538) § 7.2 Final Payment § 7.2.1 Final payment, constituting the entire unpaid balance of the Contract Sum, shall be made by the Owner to the Construction Manager when .1 the Construction Manager has fully performed the Contract except for the Construction Manager's responsibility to correct Work as provided in Section 12.2.2 of AIA Document A201-2007, and to satisfy other requirements, if any, which extend beyond final payment; .2 the Construction Manager has submitted a final accounting for the Cost of the Work and a final Application for Payment; and .3 a final Certificate for Payment has been issued by the Architect. The Owner's final payment to the Construction Manager shall be made no later than 30 days after the issuance of the Architect's final Certificate for Payment, or as follows: § 7.2.2 The Owner's auditors will review and report in writing on the Construction Manager's final accounting within 30 days after delivery of the final accounting to the Architect by the Construction Manager. Based upon such Cost of the Work as the Owner's auditors report to be substantiated by the Construction Manager's final accounting, and provided the other conditions of Section 7.2.1 have been met, the Architect will, within seven days after receipt of the written report of the Owner's auditors, either issue to the Owner a final Certificate for Payment with a copy to the Construction Manager, or notify the Construction Manager and Owner in writing of the Architect's reasons for withholding a certificate as provided in Section 9.5.1 of the AIA Document A201-2007. The time periods stated in this Section supersede those stated in Section 9.4.1 of the AIA Document A201-2007. The Architect is not responsible for verifying the accuracy of the Construction Manager's final accounting. § 7.2.3 If the Owner's auditors report the Cost of the Work as substantiated by the Construction Manager's final accounting to be less than claimed by the Construction Manager, the Construction Manager shall be entitled to request mediation of the disputed amount without seeking an initial decision pursuant to Section 15.2 of A201-2007. A request for mediation shall be made by the Construction Manager within 30 days after the Construction Manager's receipt of a copy of the Architect's final Certificate for Payment. Failure to request mediation within this 30 -day period shall result in the substantiated amount reported by the Owner's auditors becoming binding on the Construction Manager. Pending a final resolution of the disputed amount, the Owner shall pay the Construction Manager the amount certified in the Architect's final Certificate for Payment. § 7.2.4 If, subsequent to final payment and at the Owner's request, the Construction Manager incurs costs described in Section 6. 1.1 and not excluded by Section 6.8 to correct defective or nonconforming Work, the Owner shall reimburse the Construction Manager such costs and the Construction Manager's Fee applicable thereto on the same basis as if such costs had been incurred prior to final payment, but not in excess of the Guaranteed Maximum Price. If the Construction Manager has participated in savings as provided in Section 5.2.1, the amount of such savings shall be recalculated and appropriate credit given to the Owner in determining the net amount to be paid by the Owner to the Construction Manager. ARTICLE 8 INSURANCE AND BONDS For all phases of the Project, the Construction Manager and the Owner shall purchase and maintain insurance, and the Construction Manager shall provide bonds as set forth in Article 11 of AIA Document A201-2007. (State bonding requirements, if any, and limits of liability for insurance required in Article 11 of AIA Document A201-2007.) Type of insurance Worker's Compensation: a) State: Idaho b) Applicable Federal c) Employer's Liability Limit of liability Statutory Statutory $100,000 Per Accident $500,000 Disease, Policy Limit AIA Document A133M— 2009 (formerly A121TM"CMC — 2003). Copyright ©1991, 2003 and 2009 by The American Institute of Architects. All rights reserved. Init. WARNING: This AIA® Document is protected by U.S. Copyright Law and International Treaties. Unauthorized reproduction or distribution of this AIA° 15 Document, or any portion of it, may result in severe civil and criminal penalties, and will be prosecuted to the maximum extent possible under the law. / This document was produced by AIA software at 16:01:39 on 01/10/2017 under Order No.5739062902_1 which expires on 01/01/2018, and is not for resale. User Notes: (1851017538) $100,000 Disease, Each Employee Comprehensive or Commercial General Liability: a) Bodily Injury and Property Damage: $1,000,000 Each Occurrence $2,000,000 Aggregate b) Products and Completed Operations: $2,000,000 Aggregate c) Property Damage Liability Insurance shall provide X, C, U Coverage Personal Injury: $1,000,000 Occurrence $2,000,000 Aggregate Business Automobile Liability (including: owned, non -owned and hired vehicles): a) Combined Single Limit: $1,000,000 Each Accident ARTICLE 9 DISPUTE RESOLUTION § 9.1 Any Claim between the Owner and Construction Manager shall be resolved in accordance with the provisions set forth in this Article 9 and Article 15 of A201-2007. However, for Claims arising from or relating to the Construction Manager's Preconstruction Phase services, no decision by the Initial Decision Maker shall be required as a condition precedent to mediation or binding dispute resolution, and Section 9.3 of this Agreement shall not apply. § 9.2 For any Claim subject to, but not resolved by mediation pursuant to Section 15.3 of AIA Document A201-2007, the method of binding dispute resolution shall be as follows: (Check the appropriate box. If the Owner and Construction Manager do not select a method of binding dispute resolution below, or do not subsequently agree in writing to a binding dispute resolution method other than litigation, Claims will be resolved by litigation in a court of competent jurisdiction.) [ X ] Litigation in a court of competent jurisdiction (Paragraphs deleted) § 9.3 Initial Decision Maker The Architect will serve as the Initial Decision Maker pursuant to Section 15.2 of AIA Document A201-2007 for Claims arising from or relating to the Construction Manager's Construction Phase services, unless the parties appoint below another individual, not a party to the Agreement, to serve as the Initial Decision Maker. (If the parties mutually agree, insert the name, address and other contact information of the Initial Decision Maker, if other than the Architect) ARTICLE 10 TERMINATION OR SUSPENSION § 10.1 Termination Prior to Establishment of the Guaranteed Maximum Price § 10.1.1 Prior to the execution of the Guaranteed Maximum Price Amendment, the Owner may terminate this Agreement upon not less than seven days' written notice to the Construction Manager for the Owner's convenience and without cause, and the Construction Manager may terminate this Agreement, upon not less than seven days' written notice to the Owner, for the reasons set forth in Section 14. 1.1 of A201-2007. § 10.1.2 In the event of termination of this Agreement pursuant to Section 10.1.1, the Construction Manager shall be equitably compensated for Preconstruction Phase services performed prior to receipt of a notice of termination. In no event shall the Construction Manager's compensation under this Section exceed the compensation set forth in Section 4.1. § 10.1.3 If the Owner terminates the Contract pursuant to Section 10.1.1 after the commencement of the Construction Phase but prior to the execution of the Guaranteed Maximum Price Amendment, the Owner shall pay AIA Document A133T" — 2009 (formerly A121 TMCMc — 2003). Copyright© 1991, 2003 and 2009 by The American Institute of Architects. All rights reserved. Init. WARNING: This AIAa Document is protected by U.S. Copyright Law and International Treaties. Unauthorized reproduction or distribution of this AIA® 16 Document, or any portion of it, may result in severe civil and criminal penalties, and will be prosecuted to the maximum extent possible under the law. / This document was produced by AIA software at 16:01:39 on 01/10/2017 under Order No.5739062902_1 which expires on 01/01/2018, and is not for resale. User Notes: (1851017538) to the Construction Manager an amount calculated as follows, which amount shall be in addition to any compensation paid to the Construction Manager under Section 10.1.2: .1 Take the Cost of the Work incurred by the Construction Manager to the date of termination; .2 Add the Construction Manager's Fee computed upon the Cost of the Work to the date of termination at the rate stated in Section 5.1 or, if the Construction Manager's Fee is stated as a fixed sum in that Section, an amount that bears the same ratio to that fixed -sum Fee as the Cost of the Work at the time of termination bears to a reasonable estimate of the probable Cost of the Work upon its completion; and .3 Subtract the aggregate of previous payments made by the Owner for Construction Phase services. The Owner shall also pay the Construction Manager fair compensation, either by purchase or rental at the election of the Owner, for any equipment owned by the Construction Manager which the Owner elects to retain and which is not otherwise included in the Cost of the Work under Section 10.1.3.1. To the extent that the Owner elects to take legal assignment of subcontracts and purchase orders (including rental agreements), the Construction Manager shall, as a condition of receiving the payments referred to in this Article 10, execute and deliver all such papers and take all such steps, including the legal assignment of such subcontracts and other contractual rights of the Construction Manager, as the Owner may require for the purpose of fully vesting in the Owner the rights and benefits of the Construction Manager under such subcontracts or purchase orders. All Subcontracts, purchase orders and rental agreements entered into by the Construction Manager will contain provisions allowing for assignment to the Owner as described above. If the Owner accepts assignment of subcontracts, purchase orders or rental agreements as described above, the Owner will reimburse or indemnify the Construction Manager for all costs arising under the subcontract, purchase order or rental agreement, ifthose costs would have been reimbursable as Cost of the Work if the contract had not been terminated. If the Owner chooses not to accept assignment of any subcontract, purchase order or rental agreement that would have constituted a Cost of the Work had this agreement not been terminated, the Construction Manager will terminate the subcontract, purchase order or rental agreement and the Owner will pay the Construction Manager the costs necessarily incurred by the Construction Manager because of such termination. § 10.2 Termination Subsequent to Establishing Guaranteed Maximum Price Following execution of the Guaranteed Maximum Price Amendment and subject to the provisions of Section 10.2.1 and 10.2.2 below, the Contract may be terminated as provided in Article 14 of AIA Document A201-2007. § 10.2.1 If the Owner terminates the Contract after execution of the Guaranteed Maximum Price Amendment, the amount payable to the Construction Manager pursuant to Sections 14.2 and 14.4 of A201-2007 shall not exceed the amount the Construction Manager would otherwise have received pursuant to Sections 10. 1.2 and 10. 1.3 of this Agreement. § 10.2.2 If the Construction Manager terminates the Contract after execution of the Guaranteed Maximum Price Amendment, the amount payable to the Construction Manager under Section 14.1.3 of A201-2007 shall not exceed the amount the Construction Manager would otherwise have received under Sections 10.1.2 and 10.1.3 above, except that the Construction Manager's Fee shall be calculated as if the Work had been fully completed by the Construction Manager, utilizing as necessary a reasonable estimate of the Cost of the Work for Work not actually completed. § 10.3 Suspension The Work may be suspended by the Owner as provided in Article 14 of AIA Document A201-2007. In such case, the Guaranteed Maximum Price and Contract Time shall be increased as provided in Section 14.3.2 of AIA Document A201-2007, except that the term "profit" shall be understood to mean the Construction Manager's Fee as described in Sections 5.1 and 5.3.5 of this Agreement. ARTICLE 11 MISCELLANEOUS PROVISIONS § 11.1 Terms in this Agreement shall have the same meaning as those in A201-2007. § 11.2 Ownership and Use of Documents Section 1.5 of A201-2007 shall apply to both the Preconstruction and Construction Phases. AIA Document A133Tm — 2009 (formerly A121TMCMc —2003). Copyright ©1991, 2003 and 2009 by The American Institute of Architects. All rights reserved. Inst. WARNING: This AIA Document is protected by U.S. Copyright Law and International Treaties. Unauthorized reproduction or distribution of this AIA® 17 Document, or any portion of it, may result in severe civil and criminal penalties, and will be prosecuted to the maximum extent possible under the law. This document was produced by AIA software at 16:01:39 on 01/10/2017 under Order No.5739062902_1 which expires on 01/01/2018, and is not for resale. User Notes: (1851017538) § 11.3 Governing Law Section 13.1 of A201-2007 shall apply to both the Preconstruction and Construction Phases. § 11.4 Assignment The Owner and Construction Manager, respectively, bind themselves, their agents, successors, assigns and legal representatives to this Agreement. Neither the Owner nor the Construction Manager shall assign this Agreement without the written consent of the other, except that the Owner may assign this Agreement to a lender providing financing for the Project if the lender agrees to assume the Owner's rights and obligations under this Agreement. Except as provided in Section 13.2.2 of A201-2007, neither party to the Contract shall assign the Contract as a whole without written consent of the other. If either party attempts to make such an assignment without such consent, that party shall nevertheless remain legally responsible for all obligations under the Contract. § 11.5 Other provisions: The hourly billing rates for services of the Construction Manager are as follows: Employee or Category Rate Superintendent $68.00 / Hour General Foreman $54.00 / Hour Project Engineer $82.00 / Hour ARTICLE 12 SCOPE OF THE AGREEMENT § 12.1 This Agreement represents the entire and integrated agreement between the Owner and the Construction Manager and supersedes all prior negotiations, representations or agreements, either written or oral. This Agreement may be amended only by written instrument signed by both Owner and Construction Manager. § 12.2 The following documents comprise the Agreement: .1 AIA Document A133-2009, Standard Form of Agreement Between Owner and Construction Manager as Constructor where the basis of payment is the Cost of the Work Plus a Fee with a Guaranteed Maximum Price .2 AIA Document A201-2007, General Conditions of the Contract for Construction .3 AIA Document E201Tm-2007, Digital Data Protocol Exhibit, if completed, or the following: N/A .4 AIA Document E202Tm-2008, Building Information Modeling Protocol Exhibit, if completed, or the following: N/A .5 Other documents: (List other documents, if any, forming part of the Agreement.) AIA Document A133-2009 - Exhibit A Guaranteed Maximum Price Amendment Exhibit B - Contract Document Schedule CDBG Supplemental General Conditions Federal Labor Standards Provisions — form HUD -4010 (06/2009) Prime Contractor's Certification Concerning Federal Labor Standards (Davis Bacon) Subcontractor's Certification Concerning Federal Labor Standards (Davis Bacon) Prevailing Wage Determination to be paid by Contractors and Subcontractors AIA Document A133TM —2009 (forrnerty A121 TMCMc — 2003). Copyright ©1991, 2003 and 2009 by The American Institute of Architects. All rights reserved. Init. WARNING: This AIA® Document is protected by U.S. Copyright Law and International Treaties. Unauthorized reproduction or distribution of this AIAI18 Document, or any portion of it, may result in severe civil and criminal penalties, and will be prosecuted to the maximum extent possible under the law. This document was produced by AIA software at 16:01:39 on 01/10/2017 under Order No. 5739062902_1 which expires on 01/01/2018, and is not for resale. User Notes: (1851017538) Decision Number ID160025 10/14/2016 ID25 Note: No design work by Kreizenbeek Consttuctors Of any kind is included or implied in this agreement. This Agreeme t is entered into of the day and year first written above. 'OWNER (Signature) CONSTRUCTION AGER (Signature) I(eiitil illV, 60VA66 P41 11614 Michael J. Berard, Manager (Printed pante and title) (Printed name and title) Init. AIA Document A133TIl — 2009 (formerly A121 T11CMC — 2003). Copyright ©1991, 2003 and 2009 by The American Institute of Architects. All rights reserved. WARNING: This AIADocurnant is protected by U.S. Copyright Law and International Treaties. Unauthorized reproduction or distribution of this AlAe i 9 Document, or any porEion of it, may result in severe civil and criminal penalties, and will be prosecuted to the maximum extent possible under the law. t This document was produced by AIA software at 16:01:39 on 01/10/2017 under Order No. 5739062902_1 which expires on 01/01/2018, and is not for resale. User Notes: (1851017538) -1.111AIA Document A133 - 2009 Exhibit A Guaranteed Maximum Price Amendment for the following PROJECT: (Name and address or location) City of Meridian Storey Park Restroom ADA Upgrade 205 East Franklin Road Meridian, Idaho 83642 THE OWNER: (Name, legal status and address) City of Meridian 33 East Broadway Avenue Meridian, Idaho 83642 THE CONSTRUCTION MANAGER: (Name, legal status and address) Kreizenbeck, LLC dba Kreizenbeck Constructors 11724 West Executive Drive Boise, Idaho 83713 ARTICLE A.1 § A.1.1 Guaranteed Maximum Price Pursuant to Section 2.2.6 of the Agreement, the Owner and Construction Manager hereby amend the Agreement to establish a Guaranteed Maximum Price. As agreed by the Owner and Construction Manager, the Guaranteed Maximum Price is an amount that the Contract Sum shall not exceed. The Contract Sum consists of the Construction Manager's Fee plus the Cost of the Work, as that term is defined in Article 6 of this Agreement. § A.1.1.1 The Contract Sum is guaranteed by the Construction Manager not to exceed Sixty-four Thousand Four Hundred Fifty-one Dollars and Zero Cents ($ 64,451.00 ), subject to additions and deductions by Change Order as provided in the Contract Documents. § A.1.1.2 Itemized Statement of the Guaranteed Maximum Price. Provided below is an itemized statement of the Guaranteed Maximum Price organized by trade categories, allowances, contingencies, alternates, the Construction Manager's Fee, and other items that comprise the Guaranteed Maximum Price. (Provide below or reference an attachment.) Construction Manager's Preconstruction Fixed Fee is $2,500.00 GMP Construction Price Proposal $61,951.00 Total Contract Value $64,451.00 § A.1.1.3 The Guaranteed Maximum Price is based on the following alternates, if any, which are described in the Contract Documents and are hereby accepted by the Owner: (State the numbers or other identification of accepted alternates. If the Contract Documents permit the Owner to accept other- alternates subsequent to the execution of ADDITIONS AND DELETIONS: The author of this document has added information needed for its completion. The author may also have revised the text of the original AIA standard form. An Additions and Deletions Report that notes added information as well as revisions to the standard form text is available from the author and should be reviewed. A vertical line in the left margin of this document indicates where the author has added necessary information and where the author has added to or deleted from the original AIA text. This document has important legal consequences. Consultation with an attorney is encouraged with respect to its completion or modification. AIA Document A201 T"'-2007, General Conditions of the Contract for Construction, is adopted in this document by reference. Do not use with other general conditions unless this document is modified. AIA Document All 33TM — 2009 Exhibit A. Copyright © 1991, 2003 and 2009 by The American Institute of Architects. All rights reserved. WARNING: This Init. AIA Document is protected by U.S. Copyright Law and International Treaties. Unauthorized reproduction or distribution of this AIA® Document, or any portion of it, may result in severe civil and criminal penalties, and will be prosecuted to the maximum extent possible under the law. This t document was produced by AIA software at 15:31:54 on 12/09/2016 under Order No.2098809396_1 which expires on 01/17/2017, and is not for resale. User Notes: (1647405621) this Amendment, attach a schedule of such other alternates showing the amount for each and the date when the amount expires.) § A.1.1.4 Allowances included in the Guaranteed Maximum Price, if any: (Idents allowance and state exclusions, if any, from the allowance price) Item Price ($0.00) None § A.1.1.5 Assumptions, if any, on which the Guaranteed Maximum Price is based: Description: Complete all work as indicated in the construction documents provided by Insight Architects and the following clarifications: 1. We have only included work specifically shown on the contract drawings. No other work is included. 2. Temporary Heat and Utilities are provided and paid for by the Owner. 3. We did not include chipping or removal of the bottom 8" course of block. The existing base will be scraped off the block and will remain as -is. 4. The new concrete floor finish will be bare concrete. 5. We did not include any flooring or rubber base. (If desired, the Owner will install any flooring finishes and base after our work is completed.) 6. All existing lighting will remain as -is. 7. All new toilet partitions will be manufactured by Hadrain and will be the manufacturer's standard baked enamel finish. 8. The ceiling heater will be similar to the unit specified, but may be by a different manufacturer. 9. All existing electrical raceways for the door hardware will be reused for the new work. We did not include any new raceways to be installed inside the existing block. 10. Prevailing wages per the attached wage determination sheet have been included in this proposal. § A.1.1.6 The Guaranteed Maximum Price is based upon the following Supplementary and other Conditions of the Contract: (Table deleted) Exhibit B — Contract Document Schedule Note: No design work by Kreizenbeck Constructors of any kind is included or implied in this agreement. § A.1.1.7 The Guaranteed Maximum Price is based upon the following Specifications: (Either list the Specifications here, or refer to an exhibit attached to this Agreement.) Exhibit B — Contract Document Schedule Note: No design work by Kreizenbeck Constructors of any kind is included or implied in this agreement. (Table deleted) § A.1.1.8 The Guaranteed Maximum Price is based upon the following Drawings: (Either list the Drawings here, or refer to an exhibit attached to this Agreement.) Exhibit B — Contract Document Schedule (Table deleted) Note: No design work by Kreizenbeck Constructors of any kind is included or implied in this agreement. AIA Document A133T — 2009 Exhibit A. Copyright © 1991, 2003 and 2009 by The American Institute of Architects. All rights reserved. WARNING: This Init. AIA® Document is protected by U.S. Copyright Law and International Treaties. Unauthorized reproduction or distribution of this AIA° Document, or 2 any portion of it, may result in severe civil and criminal penalties, and will be prosecuted to the maximum extent possible under the law. This / document was produced by AIA software at 15:31:54 on 12/09/2016 under Order No.2098809396_1 which expires on 01/17/2017, and is not for resale. User Notes: (1647405621) § A.1.1.9 The Guaranteed Maximum Price is based upon the following other documents and information: (List any other documents or information here, or refer to an exhibit attached to this Agreement.) Exhibit B — Contract DOCLIMC11t Schedule Exhibit C— Wage Determination Note: No design work b}, Kreizenbeck Constructors of any kind is included or implied in this agreement. ARTICLE A.2 § A.2.1 The anticipated date of Substantial Completion established by this Amendment: April 30, 2017 ILI- .r° 110 N ignatr re) (Printed name and title) Ad. d 4 - �e'� CON TRUCTI N ANAGER (Signature) Michael J. Berard, Manager (Printed name and title) AIA Document A133711 — 2009 Exhibit A. Copyright © 1991, 2003 and 2009 by The American Institute of Architects. All rights reserved. WARNING: This Inst. AIAO Document is protected by U.5. Copyrigint Law and international Treaties. Unauthorized reproduction or distribution of this AIA° Document, or any portion of it, may result it 'iev(-re civil and criminal penalties, and will be prosecuted to the maximum extant possible under the law. This t document was produced by AIA so%vare at 15:31:54 on 12/09/2016 under Order No.2098809396 1 which expires on 01/17/2017, and Is not for resale. User Notes: (1647405621) Document A201 TM -2007 General Conditions of the Contract for Construction for the following PROJECT: (Name and location or address) City of Meridian Storey Park Restroom ADA Upgrade 205 East Franklin Road ADDITIONS AND DELETIONS: Meridian, Idaho 83642 The author of this document has added information needed for its THE OWNER: completion. The author may also (Name, legal status and address) have revised the text of the original City of Meridian AIA standard form. An Additions and Deletions Report that notes added 33 East Broadway Avenue information as well as revisions to Meridian, Idaho 83642 the standard form text is available from the author and should be THE ARCHITECT: reviewed. A vertical line in the left (Name, legal status and address) margin of this document indicates Insight Architects, P.A. where the author has added 2238 Broadway Avenue necessary information and where Boise, Idaho 83706 the author has added to or deleted from the original AIA text. TABLE OF ARTICLES This document has important legal 1 GENERAL PROVISIONS consequences. Consultation with an attorney is encouraged with respect to its completion or modification. 2 OWNER 3 CONTRACTOR 4 ARCHITECT 5 SUBCONTRACTORS 6 CONSTRUCTION BY OWNER OR BY SEPARATE CONTRACTORS 7 CHANGES IN THE WORK 8 TIME 9 PAYMENTS AND COMPLETION 10 PROTECTION OF PERSONS AND PROPERTY 11 INSURANCE AND BONDS 12 UNCOVERING AND CORRECTION OF WORK 13 MISCELLANEOUS PROVISIONS 14 TERMINATION OR SUSPENSION OF THE CONTRACT 15 CLAIMS AND DISPUTES AIA Document A201 TM — 2007. Copyright © 1911, 1915, 1918, 1925, 1937, 1951, 1958, 1961, 1963, 1966, 1970, 1976, 1987, 1997 and 2007 by The American Inst. Institute of Architects. All rights reserved. WARNING: This AIAO Document is protected by U.S. Copyright Law and International Treaties. Unauthorized 1 reproduction or distribution of this AIA° Document, or any portion of it, may result in severe civil and criminal penalties, and will be prosecuted to t the maximum extent possible under the law. This document was produced by AIA software at 15:25:02 on 12/09/2016 under Order No.2098809396_1 which expires on 01/17/2017, and is not for resale. User Notes: (1264072562) INDEX (Topics and numbers in bold are section headings.) Acceptance of Nonconforming Work 9.6.6, 9.9.3, 12.3 Acceptance of Work 9.6.6, 9.8.2, 9.9.3, 9.10.1, 9.10.3, 12.3 Access to Work 3.16, 6.2.1, 12.1 Accident Prevention 10 Acts and Omissions 3.2, 3.3.2, 3.12.8, 3.18, 4.2.3, 8.3.1, 9.5.1, 10.2.5, 10.2.8, 13.4.2, 13.7, 14.1, 15.2 Addenda 1.1.1, 3.11 Additional Costs, Claims for 3.7.4, 3.7.5, 6.1.1, 7.3.7.5, 10.3, 15.1.4 Additional Inspections and Testing 9.4.2, 9.8.3, 12.2.1, 13.5 Additional Insured 11.1.4 Additional Time, Claims for 3.2.4, 3.7.4, 3.7.5, 3.10.2, 8.3.2, 15.1.5 Administration of the Contract 3.1.3, 4.2, 9.4, 9.5 Advertisement or Invitation to Bid 1.1.1 Aesthetic Effect 4.2.13 Allowances 3.8, 7.3.8 All-risk Insurance 11.3.1, 11.3.1.1 Applications for Payment 4.2.5, 7.3.9, 9.2, 9.3, 9.4, 9.5.1, 9.6.3, 9.7, 9. 10, 11.1.3 Approvals 2.1.1, 2.2.2, 2.4, 3.1.3, 3.10.2, 3.12.8, 3.12.9, 3.12. 10, 4.2.7, 9.3.2, 13.5.1 Arbitration 8.3.1, 11.3.10, 13.1, 15.3.2, 15.4 ARCHITECT 4 Architect, Definition of 4.1.1 Architect, Extent of Authority 2.4, 3.12.7, 4.1, 4.2, 5.2, 6.3, 7.1.2, 7.3.7, 7.4, 9.2, 9.3.1, 9.4, 9.5, 9.6.3, 9.8, 9.10.1, 9.10.3, 12.1, 12.2.1, 13.5.1, 13.5.2, 14.2.2, 14.2.4, 15.1.3, 15.2.1 Architect, Limitations of Authority and Responsibility 2.1.1, 3.12.4, 3.12.8, 3.12.10, 4.1.2, 4.2.1, 4.2.2, 4.2.3, 4.2.6, 4.2.7, 4.2.10, 4.2.12, 4.2.13, 5.2.1, 7.4, 9.4.2, 9.5.3, 9.6.4, 15.1.3, 15.2 Architect's Additional Services and Expenses 2.4, 11.3.1.1, 12.2.1, 13.5.2, 13.5.3, 14.2.4 Architect's Administration of the Contract 3.1.3, 4.2, 3.7.4, 15.2, 9.4.1, 9.5 Architect's Approvals 2.4, 3.1.3, 3.5, 3.10.2, 4.2.7 Architect's Authority to Reject Work 3.5, 4.2.6, 12.1.2, 12.2.1 Architect's Copyright 1.1.7, 1.5 Architect's Decisions 3.7.4, 4.2.6, 4.2.7, 4.2.11, 4.2.12, 4.2.13, 4.2.14, 6.3, 7.3.7, 7.3.9, 8.1.3, 8.3.1, 9.2, 9.4.1, 9.5, 9.8.4, 9.9.1, 13.5.2, 15.2, 15.3 Architect's Inspections 3.7.4, 4.2.2, 4.2.9, 9.4.2, 9.8.3, 9.9.2, 9.10.1, 13.5 Architect's Instructions 3.2.4, 3.3.1, 4.2.6, 4.2.7, 13.5.2 Architect's Interpretations 4.2.11, 4.2.12 Architect's Project Representative 4.2.10 Architect's Relationship with Contractor 1.1.2, 1.5, 3.1.3, 3.2.2, 3.2.3, 3.2.4, 3.3.1, 3.4.2, 3.5, 3.7.4, 3.7.5, 3.9.2, 3.9.3, 3.10, 3.11, 3.12, 3.16, 3.18, 4.1.2, 4.1.3, 4.2, 5.2, 6.2.2, 7, 8.3.1, 9.2, 9.3, 9.4, 9.5, 9.7, 9.8, 9.9, 10.2.6, 10.3, 11.3.7, 12, 13.4.2, 13.5, 15.2 Architect's Relationship with Subcontractors 1. 1.2, 4.2.3, 4.2.4, 4.2.6, 9.6.3, 9.6.4, 11.3.7 Architect's Representations 9.4.2, 9.5.1, 9.10.1 Architect's Site Visits 3.7.4, 4.2.2, 4.2.9, 9.4.2, 9.5.1, 9.9.2, 9.10.1, 13.5 Asbestos 10.3.1 Attorneys' Fees 3.18.1, 9.10.2, 10.3.3 Award of Separate Contracts 6.1.1, 6.1.2 Award of Subcontracts and Other Contracts for Portions of the Work 5.2 Basic Definitions 1.1 Bidding Requirements 1.1.1, 5.2.1, 11.4.1 Binding Dispute Resolution 9.7, 11.3.9, 11.3.10, 13.1, 15.2.5, 15.2.6.1, 15.3. 1, 15.3.2, 15.4.1 Boiler and Machinery Insurance 11.3.2 Bonds, Lien 7.3.7.4, 9.10.2, 9.10.3 Bonds, Performance, and Payment 7.3.7.4, 9.6.7, 9.10.3, 11.3.9, 11.4 AIA Document A201TM — 2007. Copyright ©1911, 1915, 1918, 1925, 1937, 1951, 1958, 1961, 1963, 1966, 1970, 1976, 1987, 1997 and 2007 by The American Init. Institute of Architects. All rights reserved. WARNING: This AIA° Document is protected by U.S. Copyright Law and International Treaties. Unauthorized reproduction or distribution of this AIA Document, or any portion of it, may result in severe civil and criminal penalties, and will be prosecuted to the maximum extent possible under the law. This document was produced by AIA software at 15:25:02 on 12/09/2016 under Order No.2098809396_1 which expires on 01/17/2017, and is not for resale. User Notes: (1264072562) Building Permit 3.7.1 Capitalization 1.3 Certificate of Substantial Completion 9.8.3, 9.8.4, 9.8.5 Certificates for Payment 4.2.1, 4.2.5, 4.2.9, 9.3.3, 9.4, 9.5, 9.6.1, 9.6.6, 9.7, 9.10.1, 9.10.3, 14.1.1.3, 14.2.4, 15.1.3 Certificates of Inspection, Testing or Approval 13.5.4 Certificates of Insurance 9.10.2, 11.1.3 Change Orders 1.1.1, 2.4, 3.4.2, 3.7.4, 3.8.2.3, 3.11, 3.12.8, 4.2.8, 5.2.3, 7.1.2, 7.1.3, 7.2, 7.3.2, 7.3.6, 7.3.9, 7.3.10, 8.3.1, 9.3.1.1, 9.10.3, 10.3.2, 11.3.1.2, 11.3.4, 11.3.9, 12.1.2, 15.1.3 Change Orders, Definition of 7.2.1 CHANGES IN THE WORK 2.2.1, 3.11, 4.2.8, 7, 7.2.1, 7.3.1, 7.4, 8.3.1,9.3.1.1, 11.3.9 Claims, Definition of 15.1.1 CLAIMS AND DISPUTES 3.2.4, 6.1.1, 6.3, 7.3.9, 9.3.3, 9.10.4, 10.3.3, 15, 15.4 Claims and Timely Assertion of Claims 15.4.1 Claims for Additional Cost 3.2.4, 3.7.4, 6.1.1, 7.3.9, 10.3.2, 15.1.4 Claims for Additional Time 3.2.4, 3.7.4, 6.1.1, 8.3.2, 10.3.2, 15.1.5 Concealed or Unknown Conditions, Claims for 3.7.4 Claims for Damages 3.2.4, 3.18, 6.1.1, 8.3.3, 9.5.1, 9.6.7, 10.3.3, 11.1.1, 11.3.5, 11.3.7, 14.1.3, 14.2.4, 15.1.6 Claims Subject to Arbitration 15.3.1, 15.4.1 Cleaning Up 3.15, 6.3 Commencement of the Work, Conditions Relating to 2.2.1, 3.2.2, 3.4.1, 3.7.1, 3.10.1, 3.12.6, 5.2.1, 5.2.3, 6.2.2, 8.1.2, 8.2.2, 8.3.1, 11.1, 11.3.1, 11.3.6, 11.4. 1, 15.1.4 Commencement of the Work, Definition of 8.1.2 Communications Facilitating Contract Administration 3.9.1, 4.2.4 Completion, Conditions Relating to 3.4.1, 3.11, 3.15, 4.2.2, 4.2.9, 8.2, 9.4.2, 9.8, 9.9. 1, 9.10, 12.2, 13.7, 14.1.2 COMPLETION, PAYMENTS AND 9 Completion, Substantial 4.2.9, 8.1.1, 8.1.3, 8.2.3, 9.4.2, 9.8, 9.9.1, 9.10.3, 12.2, 13.7 Compliance with Laws 1.6, 3.2.3, 3.6, 3.7, 3.12.10, 3.13, 4.1.1, 9.6.4, 10.2.2, 11.1, 11.3,13.1, 13.4,13.5.1,13.5.2,13.6,14.1.1, 14.2.1.3, 15.2.8, 15.4.2, 15.4.3 Concealed or Unknown Conditions 3.7.4, 4.2.8, 8.3.1, 10.3 Conditions of the Contract 1.1.1, 6.1.1, 6.1.4 Consent, Written 3.4.2, 3.7.4, 3.12.8, 3.14.2, 4.1.2, 9.3.2, 9.8.5, 9.9. 1, 9.10.2, 9.10.3, 11.3.1, 13.2, 13.4.2, 15.4.4.2 Consolidation or Joinder 15.4.4 CONSTRUCTION BY OWNER OR BY SEPARATE CONTRACTORS 1.1.4, 6 Construction Change Directive, Definition of 7.3.1 Construction Change Directives 1. 1. 1, 3.4.2, 3.12.8, 4.2.8, 7.1.1, 7.1.2, 7.1.3, 7.3, 9.3.1.1 Construction Schedules, Contractor's 3.10, 3.12.1, 3.12.2, 6.1.3, 15.1.5.2 Contingent Assignment of Subcontracts 5.4, 14.2.2.2 Continuing Contract Performance 15.1.3 Contract, Definition of 1.1.2 CONTRACT, TERMINATION OR SUSPENSION OF THE 5.4.1.1, 11.3.9,14 Contract Administration 3.1.3,4,9.4,9.5 Contract Award and Execution, Conditions Relating to 3.7.1, 3.10, 5.2, 6.1, 11.1.3, 11.3.6, 11.4.1 Contract Documents, Copies Furnished and Use of 1.5.2, 2.2.5, 5.3 Contract Documents, Definition of 1.1.1 Contract Sum 3.7.4, 3.8, 5.2.3, 7.2, 7.3, 7.4, 9.1, 9.4.2, 9.5.1.4, 9.6.7, 9.7, 10.3.2, 11.3.1, 14.2.4, 14.3.2, 15.1.4, 15.2.5 Contract Sum, Definition of 9.1 Contract Time 3.7.42 3.7.5, 3.10.2, 5.2.3, 7.2.1.3, 7.3.1, 7.3.5, 7.4, 8.1.1, 8.2.1, 8.3.1, 9.5.1, 9.7, 10.3.2, 12.1.1, 14.3.2, 15.1.5.1, 15.2.5 Contract Time, Definition of 8.1.1 AIA Document A201111 — 2007. Copyright © 1911, 1915, 1918, 1925, 1937, 1951, 1958, 1961, 1963, 1966, 1970, 1976, 1987, 1997 and 2007 by The American Init. Institute of Architects. All rights reserved. WARNING: This AIA® Document is protected by U.S. Copyright Law and International Treaties. Unauthorized 3 reproduction or distribution of this AIA° Document, or any portion of it, may result in severe civil and criminal penalties, and will be prosecuted to the maximum extent possible under the law. This document was produced by AIA software at 15:25:02 on 12/09/2016 under Order No.2098809396_1 which expires on 01/17/2017, and is not for resale. User Notes: (1264072562) CONTRACTOR 3 Contractor, Definition of 3.1, 6.1.2 Contractor's Construction Schedules 3.10, 3.12.1, 3.12.2, 6.1.3, 15.1.5.2 Contractor's Employees 3.3.2, 3.4.3, 3.8.1, 3.9, 3.18.2, 4.2.3, 4.2.6, 10.2, 10.3, 11.1.1, 11.3.7,14.1, 14.2.1.1 Contractor's Liability Insurance 11.1 Contractor's Relationship with Separate Contractors and Owner's Forces 3.12.5, 3.14.2, 4.2.4, 6, 11.3.7, 12.1.2, 12.2.4 Contractor's Relationship with Subcontractors 1.2.2, 3.3.2, 3.18.1, 3.18.2, 5, 9.6.2, 9.6.7, 9.10.2, 11.3.1.2, 11.3.7, 11.3.8 Contractor's Relationship with the Architect 1.1.2, 1.5, 3.1.3, 3.2.2, 3.2.3, 3.2.4, 3.3.1, 3.4.2, 3.5, 3.7.4, 3.10, 3.11, 3.12, 3.16, 3.18, 4.1.3, 4.2, 5.2, 6.2.2, 7, 8.3.1, 9.2, 9.3, 9.4, 9.5, 9.7, 9.8, 9.9, 10.2.6, 10.3, 11.3.7, 12, 13.5, 15.1.2, 15.2.1 Contractor's Representations 3.2.1, 3.2.2, 3.5, 3.12.6, 6.2.2, 8.2.1, 9.3.3, 9.8.2 Contractor's Responsibility for Those Performing the Work 3.3.2, 3.18, 5.3, 6.1.3, 6.2, 9.5.1, 10.2.8 Contractor's Review of Contract Documents 3.2 Contractor's Right to Stop the Work 9.7 Contractor's Right to Terminate the Contract 14.1, 15.1.6 Contractor's Submittals 3.10, 3.11, 3.12.4, 4.2.7, 5.2.1, 5.2.3, 9.2, 9.3, 9.8.2, 9.8.3, 9.9.1, 9.10.2, 9.10.3, 11.1.3, 11.4.2 Contractor's Superintendent 3.9, 10.2.6 Contractor's Supervision and Construction Procedures 1.2.2, 3.3, 3.4, 3.12.10, 4.2.2, 4.2.7, 6.1.3, 6.2.4, 7.1.3, 7.3.5, 7.3.7, 8.2, 10, 12, 14, 15.1.3 Contractual Liability Insurance 11.1.1.8, 11.2 Coordination and Correlation 1.2, 3.2.1, 3.3.1, 3.10, 3.12.6, 6.1.3, 6.2.1 Copies Furnished of Drawings and Specifications 1.5, 2.2.5, 3.11 Copyrights 1.5, 3.17 Correction of Work 2.3, 2.4, 3.7.3, 9.4.2, 9.8.2, 9.8.3, 9.9.1, 12.1.2, 12.2 Correlation and Intent of the Contract Documents 1.2 Cost, Definition of 7.3.7 Costs 2.4, 3.2.4, 3.7.3, 3.8.2, 3.15.2, 5.4.2, 6.1.1, 6.2.3, 7.3.3.3, 7.3.7, 7.3.8, 7.3.9, 9.10.2, 10.3.2, 10.3.6, 11.3, 12.1.2, 12.2.1, 12.2.4, 13.5, 14 Cutting and Patching 3.14, 6.2.5 Damage to Construction of Owner or Separate Contractors 3.14.2, 6.2.4, 10.2.1.2, 10.2.5, 10.4, 11.1.1, 11.3, 12.2.4 Damage to the Work 3.14.2, 9.9.1, 10.2.1.2, 10.2.5, 10.4, 11.3.1, 12.2.4 Damages, Claims for 3.2.4, 3.18, 6.1.1, 8.3.3, 9.5.1, 9.6.7, 10.3.3, 11.1.1, 11.3.5, 11.3.7, 14.1.3, 14.2.4, 15.1.6 Damages for Delay 6.1.1, 8.3.3, 9.5.1.6, 9.7, 10.3.2 Date of Commencement of the Work, Definition of 8.1.2 Date of Substantial Completion, Definition of 8.1.3 Day, Definition of 8.1.4 Decisions of the Architect 3.7.4, 4.2.6, 4.2.7, 4.2.11, 4.2.12, 4.2.13, 15.2, 6.3, 7.3.7, 7.3.9, 8.1.3, 8.3.1, 9.2, 9.4, 9.5.1, 9.8.4, 9.9.1, 13.5.2, 14.2.2, 14.2.4, 15.1, 15.2 Decisions to Withhold Certification 9.4.1, 9.5, 9.7, 14.1.1.3 Defective or Nonconforming Work, Acceptance, Rejection and Correction of 2.3, 2.4, 3.5, 4.2.6, 6.2.5, 9.5.1, 9.5.2, 9.6.6, 9.8.2, 9.9.3, 9.10.4, 12.2.1 Definitions 1. 1, 2.1.1, 3.1.1, 3.5, 3.12.1, 3.12.2, 3.12.3, 4.1.1, 15.1.1, 5.1, 6.1.2, 7.2.1, 7.3.1, 8.1, 9.1, 9.8.1 Delays and Extensions of Time 3.2, 3.7.4, 5.2.3, 7.2.1, 7.3.1, 7.4, 8.3, 9.5.1, 9.7, 10.3.2, 10.4, 14.3.2, 15.1.5, 15.2.5 Disputes 6.3, 7.3.9, 15.1, 15.2 Documents and Samples at the Site 3.11 Drawings, Definition of 1.1.5 Drawings and Specifications, Use and Ownership of 3.11 Effective Date of Insurance 8.2.2, 11.1.2 Emergencies 10.4, 14.1.1.2, 15.1.4 Employees, Contractor's 3.3.2, 3.4.3, 3.8.1, 3.9, 3.18.2, 4.2.3, 4.2.6, 10.2, 10.3.3, 11.1.1, 11.3.7, 14.1, 14.2. 1.1 AIA Document A201 TM — 2007. Copyright ©1911, 1915, 1918, 1925, 1937, 1951, 1958, 1961, 1963, 1966, 1970, 1976, 1987, 1997 and 2007 by The American Init. Institute of Architects. All rights reserved. WARNING: This AIA° Document is protected by U.S. Copyright Law and International Treaties. Unauthorized 4 reproduction or distribution of this AIA° Document, or any portion of it, may result in severe civil and criminal penalties, and will be prosecuted to the maximum extent possible under the law. This document was produced by AIA software at 15:25:02 on 12/09/2016 under Order No.2098809396_1 which expires on 01/17/2017, and is not for resale. User Notes: (1264072562) Equipment, Labor, Materials or 1.1.3, 1.1.6, 3.4, 3.5, 3.8.2, 3.8.3, 3.12, 3.13, 3.15.1, 4.2.6, 4.2.7, 5.2.1, 6.2.1, 7.3.7, 9.3.2, 9.3.3, 9.5.1.3, 9.10.2, 10.2.1, 10.2.4, 14.2.1.1, 14.2.1.2 Execution and Progress of the Work 1.1.3, 1.2.1, 1.2.2, 2.2.3, 2.2.5, 3.1, 3.3.1, 3.4.1, 3.5, 3.7.1, 3.10.1, 3.12, 3.14, 4.2, 6.2.2, 7.1.3, 7.3.5, 8.2, 9.5.1, 9.9.1, 10.2, 10.3, 12.2, 14.2, 14.3.1, 15.1.3 Extensions of Time 3.2.4, 3.7.4, 5.2.3, 7.2.1, 7.3, 7.4, 9.5.1, 9.7, 10.3.2, 10.4, 14.3, 15.1.5, 15.2.5 Failure of Payment 9.5.1.3, 9.7, 9.10.2, 13.6, 14.1.1.3, 14.2.1.2 Faulty Work (See Defective or Nonconforming Work) Final Completion and Final Payment 4.2.1, 4.2.9, 9.8.2, 9.10, 11.1.2, 11.1.3, 11.3.1, 11.3.5, 12.3, 14.2.4, 14.4.3 Financial Arrangements, Owner's 2.2.1, 13.2.2, 14.1.1.4 Fire and Extended Coverage Insurance 11.3.1.1 GENERAL PROVISIONS 1 Governing Law 13.1 Guarantees (See Warranty) Hazardous Materials 10.2.4, 10.3 Identification of Subcontractors and Suppliers 5.2.1 Indemnification 3.17, 3.18, 9.10.2, 10.3.3, 10.3.5, 10.3.6, 11.3.1.2, 11.3.7 Information and Services Required of the Owner 2.1.2, 2.2, 3.2.2, 3.12.4, 3.12.10, 6.1.3, 6.1.4, 6.2.5, 9.6.1, 9.6.4, 9.9.2, 9.10.3, 10.3.3, 11.2, 11.4, 13.5.1, 13.5.2, 14.1.1.4, 14.1.4, 15.1.3 Initial Decision 15.2 Initial Decision Maker, Definition of 1.1.8 Initial Decision Maker, Decisions 14.2.2, 14.2.4, 15.2.1, 15.2.2, 15.2.3, 15.2.4, 15.2.5 Initial Decision Maker, Extent of Authority 14.2.2, 14.2.4, 15.1.3, 15.2.1, 15.2.2, 15.2.3, 15.2.4, 15.2.5 Injury or Damage to Person or Property 10.2.8, 10.4 Inspections 3.1.3, 3.3.3, 3.7.1, 4.2.2, 4.2.6, 4.2.9, 9.4.2, 9.8.3, 9.9.2, 9.10.1, 12.2.1, 13.5 Instructions to Bidders 1.1.1 Instructions to the Contractor 3.2.4, 3.3.1, 3.8.1, 5.2.1, 7, 8.2.2, 12, 13.5.2 Instruments of Service, Definition of 1.1.7 Insurance 3.18.1, 6.1.1, 7.3.7, 9.3.2, 9.8.4, 9.9.1, 9.10.2, 11 Insurance, Boiler and Machinery 11.3.2 Insurance, Contractor's Liability 11.1 Insurance, Effective Date of 8.2.2, 11.1.2 Insurance, Loss of Use 11.3.3 Insurance, Owner's Liability 11.2 Insurance, Property 10.2.5, 11.3 Insurance, Stored Materials 9.3.2 INSURANCE AND BONDS 11 Insurance Companies, Consent to Partial Occupancy 9.9.1 Intent of the Contract Documents 1.2.1, 4.2.7, 4.2.12, 4.2.13, 7.4 Interest 13.6 Interpretation 1.2.3, 1.4, 4.1.1, 5.1, 6.1.2, 15. 1.1 Interpretations, Written 4.2.11, 4.2.12, 15.1.4 Judgment on Final Award 15.4.2 Labor and Materials, Equipment 1.1.3, 1.1.6, 3.4, 3.5, 3.8.2, 3.8.3, 3.12, 3.13, 3.15.1, 4.2.6, 4.2.7, 5.2.1, 6.2.1, 7.3.7, 9.3.2, 9.3.3, 9.5.1.3, 9.10.2, 10.2.1, 10.2.4, 14.2.1.1, 14.2.1.2 Labor Disputes 8.3.1 Laws and Regulations 1.5, 3.2.3, 3.6, 3.7, 3.12.10, 3.13, 4.1.1, 9.6.4, 9.9. 1, 10.2.2, 11.1.1, 11.3, 13.1, 13.4, 13.5.1, 13.5.2, 13.6, 14, 15.2.8, 15.4 Liens 2.1.2, 9.3.3, 9.10.2, 9.10.4, 15.2.8 Limitations, Statutes of 12.2.5, 13.7, 15.4.1.1 Limitations of Liability 2.3, 3.2.2, 3.5, 3.12.10, 3.17, 3.18.1, 4.2.6, 4.2.7, 4.2.12, 6.2.2, 9.4.2, 9.6.4, 9.6.7, 10.2.5, 10.3.3, 11. 1.2, 11.2, 11.3.7, 12.2.5, 13.4.2 Limitations of Time 2.1.2, 2.2, 2.4, 3.2.2, 3.10, 3.11, 3.12.5, 3.15.1, 4.2.7, 5.2, 5.3, 5.4.1, 6.2.4, 7.3, 7.4, 8.2, 9.2, 9.3.1, 9.3.3, 9.4.1, 9.5, 9.6, 9.7, 9.8, 9.9, 9.10, 11.1.3, 11.3.1.5, 11.3.6, 11.3.10, 12.2, 13.5, 13.7, 14, 15 Loss of Use Insurance 11.3.3 AIA Document A201 TM — 2007. Copyright © 1911, 1915, 1918, 1925, 1937, 1951, 1958, 1961, 1963, 1966, 1970, 1976, 1987, 1997 and 2007 by The American Init. Institute of Architects. All rights reserved. WARNING: This AIA0 Document is protected by U.S. Copyright Law and International Treaties. Unauthorized 5 reproduction or distribution of this AIAO Document, or any portion of it, may result in severe civil and criminal penalties, and will be prosecuted to the maximum extent possible under the law. This document was produced by AIA software at 15:25:02 on 12/09/2016 under Order No.2098809396_1 which expires on 01/17/2017, and is not for resale. User Notes: (1264072562) Material Suppliers 1.5, 3.12.1, 4.2.4, 4.2.6, 5.2.1, 9.3, 9.4.2, 9.6, 9.10.5 Materials, Hazardous 10.2.4, 10.3 Materials, Labor, Equipment and 1.1.3, 1.1.6, 1.5.1, 3.4.1, 3.5, 3.8.2, 3.8.3, 3.12, 3.13, 3.15.1, 4.2.6, 4.2.7, 5.2.1, 6.2.1, 7.3.7, 9.3.2, 9.3.3, 9.5.1.3, 9.10.2, 10.2.1.2, 10.2.4, 14.2.1.1, 14.2.1.2 Means, Methods, Techniques, Sequences and Procedures of Construction 3.3.1, 3.12.10, 4.2.2, 4.2.7, 9.4.2 Mechanic's Lien 2.1.2, 15.2.8 Mediation 8.3.1, 10.3.5, 10.3.6, 15.2.1, 15.2.5, 15.2.6, 15.3, 15.4.1 Minor Changes in the Work 1. 1. 1, 3.12.8, 4.2.8, 7.1, 7.4 MISCELLANEOUS PROVISIONS 13 Modifications, Definition of 1.1.1 Modifications to the Contract 1.1.1, 1. 1.2, 3.11, 4.1.2, 4.2.1, 5.2.3, 7, 8.3.1, 9.7, 10.3.2, 11.3.1 Mutual Responsibility 6.2 Nonconforming Work, Acceptance of 9.6.6, 9.9.3, 12.3 Nonconforming Work, Rejection and Correction of 2.3, 2.4, 3.5, 4.2.6, 6.2.4, 9.5.1, 9.8.2, 9.9.3, 9.10.4, 12.2.1 Notice 2.2.1, 2.3, 2.4, 3.2.4, 3.3.1, 3.7.2, 3.12.9, 5.2.1, 9.7, 9.10, 10.2.2, 11.1.3, 12.2.2.1, 13.3, 13.5.1, 13.5.2, 14.1, 14.2, 15.2.8, 15.4.1 Notice, Written 2.3, 2.4, 3.3.1, 3.9.2, 3.12.9, 3.12.10, 5.2.1, 9.7, 9. 10, 10.2.2, 10.3, 11.1.3, 11.3.6, 12.2.2.1, 13.3, 14, 15.2.8, 15.4.1 Notice of Claims 3.7.4, 10.2.8, 15.1.2, 15.4 Notice of Testing and Inspections 13.5.1, 13.5.2 Observations, Contractor's 3.2, 3.7.4 Occupancy 2.2.2, 9.6.6, 9.8, 11.3.1.5 Orders, Written 1.1.1, 2.3, 3.9.2, 7, 8.2.2, 11.3.9, 12.1, 12.2.2.1, 13.5.2, 14.3.1 OWNER 2 Owner, Definition of 2.1.1 Owner, Information and Services Required of the 2.1.2, 2.2, 3.2.2, 3.12.10, 6.1.3, 6.1.4, 6.2.5, 9.3.2, 9.6.1, 9.6.4, 9.9.2, 9.10.3, 10.3.3, 11.2, 11.3, 13.5.1, 13.5.2, 14.1.1.4, 14.1.4, 15.1.3 Owner's Authority 1.5, 2.1.1, 2.3, 2.4, 3.4.2, 3.8.1, 3.12.10, 3.14.2, 4.1.2, 4.1.3, 4.2.4, 4.2.9, 5.2.1, 5.2.4, 5.4.1, 6.1, 6.3, 7.2.1, 7.3.1, 8.2.2, 8.3.1, 9.3.1, 9.3.2, 9.5.1, 9.6.4, 9.9.1, 9.10.2, 10.3.2, 11.1.3, 11.3.3, 11.3.10, 12.2.2, 12.3, 13.2.2, 14.3, 14.4, 15.2.7 Owner's Financial Capability 2.2.1, 13.2.2, 14.1.1.4 Owner's Liability Insurance 11.2 Owner's Relationship with Subcontractors 1.1.2, 5.2, 5.3, 5.4, 9.6.4, 9.10.2, 14.2.2 Owner's Right to Carry Out the Work 2.4, 14.2.2 Owner's Right to Clean Up 6.3 Owner's Right to Perform Construction and to Award Separate Contracts 6.1 Owner's Right to Stop the Work 2.3 Owner's Right to Suspend the Work 14.3 Owner's Right to Terminate the Contract 14.2 Ownership and Use of Drawings, Specifications and Other Instruments of Service 1.1.1, 1.1.6, 1.1.7, 1.5, 2.2.5, 3.2.2, 3.11, 3.17, 4.2.12, 5.3 Partial Occupancy or Use 9.6.6, 9.9, 11.3.1.5 Patching, Cutting and 3.14, 6.2.5 Patents 3.17 Payment, Applications for 4.2.5, 7.3.9, 9.2, 9.3, 9.4, 9.5, 9.6.3, 9.7, 9.8.5, 9. 10. 1, 14.2.3, 14.2.4, 14.4.3 Payment, Certificates for 4.2.5, 4.2.9, 9.3.3, 9.4, 9.5, 9.6.1, 9.6.6, 9.7, 9. 10. 1, 9.10.3, 13.7, 14.1.1.3, 14.2.4 Payment, Failure of 9.5.1.3, 9.7, 9.10.2, 13.6, 14.1.1.3, 14.2.1.2 Payment, Final 4.2.1, 4.2.9, 9.8.2, 9.10, 11.1.2, 11.1.3, 11.4.1, 12.3, 13.7, 14.2.4, 14.4.3 Payment Bond, Performance Bond and 7.3.7.4, 9.6.7, 9.10.3, 11.4 Payments, Progress 9.3, 9.6, 9.8.5, 9.10.3, 13.6, 14.2.3, 15.1.3 PAYMENTS AND COMPLETION 9 AIA Document A201 TM — 2007. Copyright ©1911, 1915, 1918, 1925, 1937, 1951, 1958, 1961, 1963, 1966, 1970, 1976, 1987, 1997 and 2007 by The American Init. Institute of Architects. All rights reserved. WARNING: This AIA® Document is protected by U.S. Copyright Law and International Treaties. Unauthorized reproduction or distribution of this AIA° Document, or any portion of it, may result in severe civil and criminal penalties, and will be prosecuted to the maximum extent possible under the law. This document was produced by AIA software at 15:25:02 on 12/09/2016 under Order No.2098809396_1 which expires on 01/17/2017, and is not for resale. User Notes: (1264072562) Payments to Subcontractors 5.4.2, 9.5.1.3, 9.6.2, 9.6.3, 9.6.4, 9.6.7, 14.2.1.2 PCB 10.3.1 Performance Bond and Payment Bond 7.3.7.4, 9.6.7, 9.10.3, 11.4 Permits, Fees, Notices and Compliance with Laws 2.2.2, 3.7, 3.13, 7.3.7.4, 10.2.2 PERSONS AND PROPERTY, PROTECTION OF 10 Polychlorinated Biphenyl 10.3.1 Product Data, Definition of 3.12.2 Product Data and Samples, Shop Drawings 3.11, 3.12, 4.2.7 Progress and Completion 4.2.2, 8.2, 9.8, 9.9.1, 14.1.4, 15.1.3 Progress Payments 9.3, 9.6, 9.8.5, 9.10.3, 13.6, 14.2.3, 15.1.3 Project, Definition of 1.1.4 Project Representatives 4.2.10 Property Insurance 10.2.5, 11.3 PROTECTION OF PERSONS AND PROPERTY 10 Regulations and Laws 1. 5, 3.2.3, 3.6, 3.7, 3.12.10, 3.13, 4.1.1, 9.6.4, 9.9. 1, 10.2.2, 11.1, 11.4, 13.1, 13.4, 13.5.1, 13.5.2, 13.6, 14, 15.2.8, 15.4 Rejection of Work 3.5, 4.2.6, 12.2.1 Releases and Waivers of Liens 9.10.2 Representations 3.2.1, 3.5, 3.12.6, 6.2.2, 8.2.1, 9.3.3, 9.4.2, 9.5. 1, 9.8.2, 9.10.1 Representatives 2.1.1, 3.1.1, 3.9, 4.1.1, 4.2.1, 4.2.2, 4.2.10, 5. 1. 1, 5.1.2, 13.2.1 Responsibility for Those Performing the Work 3.3.2, 3.18, 4.2.3, 5.3, 6.1.3, 6.2, 6.3, 9.5.1, 10 Retainage 9.3.1, 9.6.2, 9.8.5, 9.9.1, 9.10.2, 9.10.3 Review of Contract Documents and Field Conditions by Contractor 3.2, 3.12.7, 6.1.3 Review of Contractor's Submittals by Owner and Architect 3.10.1, 3.10.2, 3.11, 3.12, 4.2, 5.2, 6.1.3, 9.2, 9.8.2 Review of Shop Drawings, Product Data and Samples by Contractor 3.12 Rights and Remedies 1.1.2, 2.3, 2.4, 3.5, 3.7.4, 3.15.2, 4.2.6, 5.3, 5.4, 6. 1, 6.3, 7.3.1, 8.3, 9.5.1, 9.7, 10.2.5, 10.3, 12.2.2, 12.2.4, 13.4, 14, 15.4 Royalties, Patents and Copyrights 3.17 Rules and Notices for Arbitration 15.4.1 Safety of Persons and Property 10.2, 10.4 Safety Precautions and Programs 3.3.1, 4.2.2, 4.2.7, 5.3, 10.1, 10.2, 10.4 Samples, Definition of 3.12.3 Samples, Shop Drawings, Product Data and 3.11, 3.12, 4.2.7 Samples at the Site, Documents and 3.11 Schedule of Values 9.2, 9.3.1 Schedules, Construction 3.10, 3.12.1, 3.12.2, 6.1.3, 15.1.5.2 Separate Contracts and Contractors 1. 1.4, 3.12.5, 3.14.2, 4.2.4, 4.2.7, 6, 8.3.1, 12.1.2 Shop Drawings, Definition of 3.12.1 Shop Drawings, Product Data and Samples 3.11, 3.12, 4.2.7 Site, Use of 3.13, 6.1.1, 6.2.1 Site Inspections 3.2.2, 3.3.3, 3.7.1, 3.7.4, 4.2, 9.4.2, 9.10.1, 13.5 Site Visits, Architect's 3.7.4, 4.2.2, 4.2.9, 9.4.2, 9.5.1, 9.9.2, 9.10.1, 13.5 Special Inspections and Testing 4.2.6, 12.2.1, 13.5 Specifications, Definition of 1.1.6 Specifications 1.1.1, 1.1.6, 1.2.2, 1.5, 3.11, 3.12.10, 3.17, 4.2.14 Statute of Limitations 13.7, 15.4.1.1 Stopping the Work 2.3, 9.7, 10.3, 14.1 Stored Materials 6.2.1, 9.3.2, 10.2.1.2, 10.2.4 Subcontractor, Definition of 5.1.1 SUBCONTRACTORS 5 Subcontractors, Work by 1.2.2, 3.3.2, 3.12.1, 4.2.3, 5.2.3, 5.3, 5.4, 9.3.1.2, 9.6.7 Subcontractual Relations 5.3, 5.4, 9.3.1.2, 9.6, 9.10, 10.2.1, 14.1, 14.2.1 AIA Document A201 TM — 2007. Copyright© 1911, 1915, 1918, 1925, 1937, 1951, 1958, 1961, 1963, 1966, 1970, 1976, 1987, 1997 and 2007 by The American Init. Institute of Architects. All rights reserved. WARNING: This AIA° Document is protected by U.S. Copyright Law and International Treaties. Unauthorized reproduction or distribution of this AIA° Document, or any portion of it, may result in severe civil and criminal penalties, and will be prosecuted to the maximum extent possible under the law. This document was produced byAlA software at 15:25:02 on 12/09/2016 under Order No.2098809396_1 which expires on 01/17/2017, and is not for resale. User Notes: (1264072562) Submittals 3.10, 3.11, 3.12, 4.2.7, 5.2.1, 5.2.3, 7.3.7, 9.2, 9.3, 9.8, 9.9.1, 9.10.2, 9.10.3, 11.1.3 Submittal Schedule 3.10.2, 3.12.5, 4.2.7 Subrogation, Waivers of 6.1.1, 11.3.7 Substantial Completion 4.2.9, 8.1.1, 8.1.3, 8.2.3, 9.4.2, 9.8, 9.9.1, 9.10.3, 12.2, 13.7 Substantial Completion, Definition of 9.8.1 Substitution of Subcontractors 5.2.3, 5.2.4 Substitution of Architect 4.1.3 Substitutions of Materials 3.4.2, 3.5, 7.3.8 Sub -subcontractor, Definition of 5.1.2 Subsurface Conditions 3.7.4 Successors and Assigns 13.2 Superintendent 3.9, 10.2.6 Supervision and Construction Procedures 1.2.2, 3.3, 3.4, 3.12.10, 4.2.2, 4.2.7, 6.1.3, 6.2.4, 7.1.3, 7.3.7, 8.2, 8.3.1, 9.4.2, 10, 12, 14, 15.1.3 Surety 5.4.1.2, 9.8.5, 9.10.2, 9.10.3, 14.2.2, 15.2.7 Surety, Consent of 9.10.2, 9.10.3 Surveys 2.2.3 Suspension by the Owner for Convenience 14.3 Suspension of the Work 5.4.2, 14.3 Suspension or Termination of the Contract 5.4.1.1, 14 Taxes 3.6, 3.8.2.1, 7.3.7.4 Termination by the Contractor 14.1, 15.1.6 Termination by the Owner for Cause 5.4.1.1, 14.2, 15.1.6 Termination by the Owner for Convenience 14.4 Termination of the Architect 4.1.3 Termination of the Contractor 14.2.2 TERMINATION OR SUSPENSION OF THE CONTRACT 14 Tests and Inspections 3.1.3, 3.3.3, 4.2.2, 4.2.6, 4.2.9, 9.4.2, 9.8.3, 9.9.2, 9.10.1, 10.3.2, 11.4.1, 12.2.1, 13.5 TIME 8 Time, Delays and Extensions of 3.2.4, 3.7.4, 5.2.3, 7.2.1, 7.3.1, 7.4, 8.3, 9.5.1, 9.7, 10.3.2, 10.4, 14.3.2, 15.1.5, 15.2.5 Time Limits 2.1.2, 2.2, 2.4, 3.2.2, 3.10, 3.11, 3.12.5, 3.15.1, 4.2, 5.2, 5.3, 5.4, 6.2.4, 7.3, 7.4, 8.2, 9.2, 9.3.1, 9.3.3, 9.4.1, 9.5, 9.6, 9.7, 9.8, 9.9, 9.10, 11.1.3, 12.2, 13.5, 13.7, 14, 15.1.2, 15.4 Time Limits on Claims 3.7.4, 10.2.8, 13.7, 15.1.2 Title to Work 9.3.2, 9.3.3 Transmission of Data in Digital Form 1.6 UNCOVERING AND CORRECTION OF WORK 12 Uncovering of Work 12.1 Unforeseen Conditions, Concealed or Unknown 3.7.4, 8.3.1, 10.3 Unit Prices 7.3.3.2, 7.3.4 Use of Documents 1.1.1, 1.5, 2.2.5, 3.12.6, 5.3 Use of Site 3.13, 6.1.1, 6.2.1 Values, Schedule of 9.2, 9.3.1 Waiver of Claims by the Architect 13.4.2 Waiver of Claims by the Contractor 9.10.5, 13.4.2, 15.1.6 Waiver of Claims by the Owner 9.9.3, 9.10.3, 9.10.4, 12.2.2.1, 13.4.2, 14.2.4, 15.1.6 Waiver of Consequential Damages 14.2.4, 15.1.6 Waiver of Liens 9.10.2, 9.10.4 Waivers of Subrogation 6.1.1, 11.3.7 Warranty 3.5, 4.2.9, 9.3.3, 9.8.4, 9.9.1, 9.10.4, 12.2.2, 13.7 Weather Delays 15.1.5.2 Work, Definition of 1.1.3 Written Consent 1.5.2, 3.4.2, 3.7.4, 3.12.8, 3.14.2, 4.1.2, 9.3.2, 9.8.5, 9.9.1, 9.10.2, 9.10.3, 11.4.1, 13.2, 13.4.2, 15.4.4.2 Written Interpretations 4.2.11, 4.2.12 AIA Document A201111 — 2007. Copyright ©1911, 1915, 1918, 1925, 1937, 1951, 1958, 1961, 1963, 1966, 1970, 1976, 1987, 1997 and 2007 by The American Init. Institute of Architects. All rights reserved. WARNING: This AIA® Document is protected by U.S. Copyright Law and International Treaties. Unauthorized 8 reproduction or distribution of this AIA° Document, or any portion of it, may result in severe civil and criminal penalties, and will be prosecuted to the maximum extent possible under the law. This document was produced by AIA software at 15:25:02 on 12/09/2016 under Order No.2098809396_1 which expires on 01/17/2017, and is not for resale. User Notes: (1264072562) Written Notice 2.3, 2.4, 3.3.1, 3.9, 3.12.9, 3.12.10, 5.2.1, 8.2.2, 9.7, 9.10, 10.2.2, 10.3, 11.1.3, 12.2.2, 12.2.4, 13.3, 14, 15.4.1 Written Orders 1.1.1, 2.3, 3.9, 7, 8.2.2, 12.1, 12.2, 13.5.2, 14.3.1, 15.1.2 AIA Document A201 TM — 2007. Copyright© 1911, 1915, 1918, 1925, 1937, 1951, 1958, 1961, 1963, 1966, 1970, 1976, 1987, 1997 and 2007 by The American Init. Institute of Architects. All rights reserved. WARNING: This AIM, Document is protected by U.S. Copyright Law and International Treaties. Unauthorized 9 reproduction or distribution of this AIA° Document, or any portion of it, may result in severe civil and criminal penalties, and will be prosecuted to the maximum extent possible under the law. This document was produced by AIA software at 15:25:02 on 12/09/2016 under Order No.2098809396-1 which expires on 01/17/2017, and is not for resale. User Notes: (1264072562) ARTICLE 1 GENERAL PROVISIONS § 1.1 BASIC DEFINITIONS § 1.1.1 THE CONTRACT DOCUMENTS The Contract Documents are enumerated in the Agreement between the Owner and Contractor (hereinafter the Agreement) and consist of the Agreement, Conditions of the Contract (General, Supplementary and other Conditions), Drawings, Specifications, Addenda issued prior to execution of the Contract, other documents listed in the Agreement and Modifications issued after execution of the Contract. A Modification is (1) a written amendment to the Contract signed by both parties, (2) a Change Order, (3) a Construction Change Directive or (4) a written order for a minor change in the Work issued by the Architect. Unless specifically enumerated in the Agreement, the Contract Documents do not include the advertisement or invitation to bid, Instructions to Bidders, sample forms, other information furnished by the Owner in anticipation of receiving bids or proposals, the Contractor's bid or proposal, or portions of Addenda relating to bidding requirements. § 1.1.2 THE CONTRACT The Contract Documents form the Contract for Construction. The Contract represents the entire and integrated agreement between the parties hereto and supersedes prior negotiations, representations or agreements, either written or oral. The Contract may be amended or modified only by a Modification. The Contract Documents shall not be construed to create a contractual relationship of any kind (1) between the Contractor and the Architect or the Architect's consultants, (2) between the Owner and a Subcontractor or a Sub -subcontractor, (3) between the Owner and the Architect or the Architect's consultants or (4) between any persons or entities other than the Owner and the Contractor. The Architect shall, however, be entitled to performance and enforcement of obligations under the Contract intended to facilitate performance of the Architect's duties. § 1.1.3 THE WORK The term "Work" means the construction and services required by the Contract Documents, whether completed or partially completed, and includes all other labor, materials, equipment and services provided or to be provided by the Contractor to fulfill the Contractor's obligations. The Work may constitute the whole or a part of the Project. § 1.1.4 THE PROJECT The Project is the total construction of which the Work performed under the Contract Documents may be the whole or a part and which may include construction by the Owner and by separate contractors. § 1.1.5 THE DRAWINGS The Drawings are the graphic and pictorial portions of the Contract Documents showing the design, location and dimensions of the Work, generally including plans, elevations, sections, details, schedules and diagrams. § 1.1.6 THE SPECIFICATIONS The Specifications are that portion of the Contract Documents consisting of the written requirements for materials, equipment, systems, standards and workmanship for the Work, and performance of related services. § 1.1.7 INSTRUMENTS OF SERVICE Instruments of Service are representations, in any medium of expression now known or later developed, of the tangible and intangible creative work performed by the Architect and the Architect's consultants under their respective professional services agreements. Instruments of Service may include, without limitation, studies, surveys, models, sketches, drawings, specifications, and other similar materials. § 1.1.8 INITIAL DECISION MAKER The Initial Decision Maker is the person identified in the Agreement to render initial decisions on Claims in accordance with Section 15.2 and certify termination of the Agreement under Section 14.2.2. § 1.2 CORRELATION AND INTENT OF THE CONTRACT DOCUMENTS § 1.2.1 The intent of the Contract Documents is to include all items necessary for the proper execution and completion of the Work by the Contractor. The Contract Documents are complementary, and what is required by one shall be as binding as if required by all; performance by the Contractor shall be required only to the extent consistent with the Contract Documents and reasonably inferable from them as being necessary to produce the indicated results. AIA Document A2011" — 2007. Copyright ©1911, 1915, 1918, 1925, 1937, 1951, 1958, 1961, 1963, 1966, 1970, 1976, 1987, 1997 and 2007 by The American Init. Institute of Architects. All rights reserved. WARNING: This AIA® Document is protected by U.S. Copyright Law and International Treaties. Unauthorized 10 reproduction or distribution of this AIA° Document, or any portion of it, may result in severe civil and criminal penalties, and will be prosecuted to the maximum extent possible under the law. This document was produced by AIA software at 15:25:02 on 12/09/2016 under Order No.2098809396_1 which expires on 01/17/2017, and is not for resale. User Notes: (1264072562) § 1.2.2 Organization of the Specifications into divisions, sections and articles, and arrangement of Drawings shall not control the Contractor in dividing the Work among Subcontractors or in establishing the extent of Work to be performed by any trade. § 1.2.3 Unless otherwise stated in the Contract Documents, words that have well-known technical or construction industry meanings are used in the Contract Documents in accordance with such recognized meanings. § 1.3 CAPITALIZATION Terms capitalized in these General Conditions include those that are (1) specifically defined, (2) the titles of numbered articles or (3) the titles of other documents published by the American Institute of Architects. § 1.4 INTERPRETATION In the interest of brevity the Contract Documents frequently omit modifying words such as "all" and "any" and articles such as "the" and "an," but the fact that a modifier or an article is absent from one statement and appears in another is not intended to affect the interpretation of either statement. § 1.5 OWNERSHIP AND USE OF DRAWINGS, SPECIFICATIONS AND OTHER INSTRUMENTS OF SERVICE § 1.5.1 The Architect and the Architect's consultants shall be deemed the authors and owners of their respective Instruments of Service, including the Drawings and Specifications, and will retain all common law, statutory and other reserved rights, including copyrights. The Contractor, Subcontractors, Sub -subcontractors, and material or equipment suppliers shall not own or claim a copyright in the Instruments of Service. Submittal or distribution to meet official regulatory requirements or for other purposes in connection with this Project is not to be construed as publication in derogation of the Architect's or Architect's consultants' reserved rights. § 1.5.2 The Contractor, Subcontractors, Sub -subcontractors and material or equipment suppliers are authorized to use and reproduce the Instruments of Service provided to them solely and exclusively for execution of the Work. All copies made under this authorization shall bear the copyright notice, if any, shown on the Instruments of Service. The Contractor, Subcontractors, Sub -subcontractors, and material or equipment suppliers may not use the Instruments of Service on other projects or for additions to this Project outside the scope of the Work without the specific written consent of the Owner, Architect and the Architect's consultants. § 1.6 TRANSMISSION OF DATA IN DIGITAL FORM If the parties intend to transmit Instruments of Service or any other information or documentation in digital form, they shall endeavor to establish necessary protocols governing such transmissions, unless otherwise already provided in the Agreement or the Contract Documents. ARTICLE 2 OWNER § 2.1 GENERAL § 2.1.1 The Owner is the person or entity identified as such in the Agreement and is referred to throughout the Contract Documents as if singular in number. The Owner shall designate in writing a representative who shall have express authority to bind the Owner with respect to all matters requiring the Owner's approval or authorization. Except as otherwise provided in Section 4.2.1, the Architect does not have such authority. The term "Owner" means the Owner or the Owner's authorized representative. § 2.1.2 The Owner shall furnish to the Contractor within fifteen days after receipt of a written request, information necessary and relevant for the Contractor to evaluate, give notice of or enforce mechanic's lien rights. Such information shall include a correct statement of the record legal title to the property on which the Project is located, usually referred to as the site, and the Owner's interest therein. § 2.2 INFORMATION AND SERVICES REQUIRED OF THE OWNER § 2.2.1 Prior to commencement of the Work, the Contractor may request in writing that the Owner provide reasonable evidence that the Owner has made financial arrangements to fulfill the Owner's obligations under the Contract. Thereafter, the Contractor may only request such evidence if (1) the Owner fails to make payments to the Contractor as the Contract Documents require; (2) a change in the Work materially changes the Contract Sum; or (3) the Contractor identifies in writing a reasonable concern regarding the Owner's ability to make payment when due. The Owner shall furnish such evidence as a condition precedent to commencement or continuation of the Work or AIA Document A201 TM — 2007. Copyright ©1911, 1915, 1918, 1925, 1937, 1951, 1958, 1961, 1963, 1966, 1970, 1976, 1987, 1997 and 2007 by The American Init. Institute of Architects. All rights reserved. WARNING: This AIA® Document is protected by U.S. Copyright Law and International Treaties. Unauthorized 11 reproduction or distribution of this AIA° Document, or any portion of it, may result in severe civil and criminal penalties, and will be prosecuted to the maximum extent possible under the law. This document was produced by AIA software at 15:25:02 on 12/09/2016 under Order No.2098809396_1 which expires on 01/1712017, and is not for resale. User Notes: (1264072562) the portion of the Work affected by a material change. After the Owner furnishes the evidence, the Owner shall not materially vary such financial arrangements without prior notice to the Contractor. § 2.2.2 Except for permits and fees that are the responsibility of the Contractor under the Contract Documents, including those required under Section 3.7.1, the Owner shall secure and pay for necessary approvals, easements, assessments and charges required for construction, use or occupancy of permanent structures or for permanent changes in existing facilities. § 2.2.3 The Owner shall furnish surveys describing physical characteristics, legal limitations and utility locations for the site of the Project, and a legal description of the site. The Contractor shall be entitled to rely on the accuracy of information furnished by the Owner but shall exercise proper precautions relating to the safe performance of the Work. § 2.2.4 The Owner shall furnish information or services required of the Owner by the Contract Documents with reasonable promptness. The Owner shall also furnish any other information or services under the Owner's control and relevant to the Contractor's performance of the Work with reasonable promptness after receiving the Contractor's written request for such information or services. § 2.2.5 Unless otherwise provided in the Contract Documents, the Owner shall furnish to the Contractor one copy of the Contract Documents for purposes of making reproductions pursuant to Section 1.5.2. § 2.3 OWNER'S RIGHT TO STOP THE WORK If the Contractor fails to correct Work that is not in accordance with the requirements of the Contract Documents as required by Section 12.2 or repeatedly fails to carry out Work in accordance with the Contract Documents, the Owner may issue a written order to the Contractor to stop the Work, or any portion thereof, until the cause for such order has been eliminated; however, the right of the Owner to stop the Work shall not give rise to a duty on the part of the Owner to exercise this right for the benefit of the Contractor or any other person or entity, except to the extent required by Section 6.1.3. § 2.4 OWNER'S RIGHT TO CARRY OUT THE WORK If the Contractor defaults or neglects to carry out the Work in accordance with the Contract Documents and fails within a ten-day period after receipt of written notice from the Owner to commence and continue correction of such default or neglect with diligence and promptness, the Owner may, without prejudice to other remedies the Owner may have, correct such deficiencies. In such case an appropriate Change Order shall be issued deducting from payments then or thereafter due the Contractor the reasonable cost of correcting such deficiencies, including Owner's expenses and compensation for the Architect's additional services made necessary by such default, neglect or failure. Such action by the Owner and amounts charged to the Contractor are both subject to prior approval of the Architect. If payments then or thereafter due the Contractor are not sufficient to cover such amounts, the Contractor shall pay the difference to the Owner. ARTICLE 3 CONTRACTOR § 3.1 GENERAL § 3.1.1 The Contractor is the person or entity identified as such in the Agreement and is referred to throughout the Contract Documents as if singular in number. The Contractor shall be lawfully licensed, if required in the jurisdiction where the Project is located. The Contractor shall designate in writing a representative who shall have express authority to bind the Contractor with respect to all matters under this Contract. The term "Contractor" means the Contractor or the Contractor's authorized representative. § 3.1.2 The Contractor shall perform the Work in accordance with the Contract Documents. § 3.1.3 The Contractor shall not be relieved of obligations to perform the Work in accordance with the Contract Documents either by activities or duties of the Architect in the Architect's administration of the Contract, or by tests, inspections or approvals required or performed by persons or entities other than the Contractor. AIA Document A201 TM — 2007. Copyright ©1911, 1915, 1918, 1925, 1937, 1951, 1958, 1961, 1963, 1966, 1970, 1976, 1987, 1997 and 2007 by The American Init. Institute of Architects. All rights reserved. WARNING: This AIA° Document is protected by U.S. Copyright Law and International Treaties. Unauthorized 12 reproduction or distribution of this AIA Document, or any portion of it, may result in severe civil and criminal penalties, and will be prosecuted to the maximum extent possible under the law. This document was produced by AIA software at 15:25:02 on 12/09/2016 under Order No.2098809396_1 which expires on 01117/2017, and is not for resale. User Notes: (1264072562) § 3.2 REVIEW OF CONTRACT DOCUMENTS AND FIELD CONDITIONS BY CONTRACTOR § 3.2.1 Execution of the Contract by the Contractor is a representation that the Contractor has visited the site, become generally familiar with local conditions under which the Work is to be performed and correlated personal observations with requirements of the Contract Documents. § 3.2.2 Because the Contract Documents are complementary, the Contractor shall, before starting each portion of the Work, carefully study and compare the various Contract Documents relative to that portion of the Work, as well as the information furnished by the Owner pursuant to Section 2.2.3, shall take field measurements of any existing conditions related to that portion of the Work, and shall observe any conditions at the site affecting it. These obligations are for the purpose of facilitating coordination and construction by the Contractor and are not for the purpose of discovering errors, omissions, or inconsistencies in the Contract Documents; however, the Contractor shall promptly report to the Architect any errors, inconsistencies or omissions discovered by or made known to the Contractor as a request for information in such form as the Architect may require. It is recognized that the Contractor's review is made in the Contractor's capacity as a contractor and not as a licensed design professional, unless otherwise specifically provided in the Contract Documents. § 3.2.3 The Contractor is not required to ascertain that the Contract Documents are in accordance with applicable laws, statutes, ordinances, codes, rules and regulations, or lawful orders of public authorities, but the Contractor shall promptly report to the Architect any nonconformity discovered by or made known to the Contractor as a request for information in such form as the Architect may require. § 3.2.4 If the Contractor believes that additional cost or time is involved because of clarifications or instructions the Architect issues in response to the Contractor's notices or requests for information pursuant to Sections 3.2.2 or 3.2.3, the Contractor shall make Claims as provided in Article 15. If the Contractor fails to perform the obligations of Sections 3.2.2 or 3.2.3, the Contractor shall pay such costs and damages to the Owner as would have been avoided if the Contractor had performed such obligations. If the Contractor performs those obligations, the Contractor shall not be liable to the Owner or Architect for damages resulting from errors, inconsistencies or omissions in the Contract Documents, for differences between field measurements or conditions and the Contract Documents, or for nonconformities of the Contract Documents to applicable laws, statutes, ordinances, codes, rules and regulations, and lawful orders of public authorities. § 3.3 SUPERVISION AND CONSTRUCTION PROCEDURES § 3.3.1 The Contractor shall supervise and direct the Work, using the Contractor's best skill and attention. The Contractor shall be solely responsible for, and have control over, construction means, methods, techniques, sequences and procedures and for coordinating all portions of the Work under the Contract, unless the Contract Documents give other specific instructions concerning these matters. If the Contract Documents give specific instructions concerning construction means, methods, techniques, sequences or procedures, the Contractor shall evaluate the jobsite safety thereof and, except as stated below, shall be fully and solely responsible for the jobsite safety of such means, methods, techniques, sequences or procedures. If the Contractor determines that such means, methods, techniques, sequences or procedures may not be safe, the Contractor shall give timely written notice to the Owner and Architect and shall not proceed with that portion of the Work without further written instructions from the Architect. If the Contractor is then instructed to proceed with the required means, methods, techniques, sequences or procedures without acceptance of changes proposed by the Contractor, the Owner shall be solely responsible for any loss or damage arising solely from those Owner -required means, methods, techniques, sequences or procedures. § 3.3.2 The Contractor shall be responsible to the Owner for acts and omissions of the Contractor's employees, Subcontractors and their agents and employees, and other persons or entities performing portions of the Work for, or on behalf of, the Contractor or any of its Subcontractors. § 3.3.3 The Contractor shall be responsible for inspection of portions of Work already performed to determine that such portions are in proper condition to receive subsequent Work. § 3.4 LABOR AND MATERIALS § 3.4.1 Unless otherwise provided in the Contract Documents, the Contractor shall provide and pay for labor, materials, equipment, tools, construction equipment and machinery, water, heat, utilities, transportation, and other AIA Document A201 T'" — 2007. Copyright ©1911, 1915, 1918, 1925, 1937, 1951, 1958, 1961, 1963, 1966, 1970, 1976, 1987, 1997 and 2007 by The American [nit. Institute of Architects. All rights reserved. WARNING: This AIA0 Document is protected by U.S. Copyright Law and International Treaties. Unauthorized 13 reproduction or distribution of this AIA° Document, or any portion of it, may result in severe civil and criminal penalties, and will be prosecuted to the maximum extent possible under the law. This document was produced by AIA software at 15:25:02 on 12/09/2016 under Order No.2098809396_1 which expires on 01/17/2017, and is not for resale. User Notes: (1264072562) facilities and services necessary for proper execution and completion of the Work, whether temporary or permanent and whether or not incorporated or to be incorporated in the Work. § 3.4.2 Except in the case of minor changes in the Work authorized by the Architect in accordance with Sections 3.12.8 or 7.4, the Contractor may make substitutions only with the consent of the Owner, after evaluation by the Architect and in accordance with a Change Order or Construction Change Directive. § 3.4.3 The Contractor shall enforce strict discipline and good order among the Contractor's employees and other persons carrying out the Work. The Contractor shall not permit employment of unfit persons or persons not properly skilled in tasks assigned to them. § 3.5 WARRANTY The Contractor warrants to the Owner and Architect that materials and equipment furnished under the Contract will be of good quality and new unless the Contract Documents require or permit otherwise. The Contractor further warrants that the Work will conform to the requirements of the Contract Documents and will be free from defects, except for those inherent in the quality of the Work the Contract Documents require or permit. Work, materials, or equipment not conforming to these requirements may be considered defective. The Contractor's warranty excludes remedy for damage or defect caused by abuse, alterations to the Work not executed by the Contractor, improper or insufficient maintenance, improper operation, or normal wear and tear and normal usage. If required by the Architect, the Contractor shall furnish satisfactory evidence as to the kind and quality of materials and equipment. § 3.6 TAXES The Contractor shall pay sales, consumer, use and similar taxes for the Work provided by the Contractor that are legally enacted when bids are received or negotiations concluded, whether or not yet effective or merely scheduled to go into effect. § 3.7 PERMITS, FEES, NOTICES AND COMPLIANCE WITH LAWS § 3.7.1 Unless otherwise provided in the Contract Documents, the Contractor shall secure and pay for the building permit as well as for other permits, fees, licenses, and inspections by government agencies necessary for proper execution and completion of the Work that are customarily secured after execution of the Contract and legally required at the time bids are received or negotiations concluded. § 3.7.2 The Contractor shall comply with and give notices required by applicable laws, statutes, ordinances, codes, rules and regulations, and lawful orders of public authorities applicable to performance of the Work. § 3.7.3 If the Contractor performs Work knowing it to be contrary to applicable laws, statutes, ordinances, codes, rules and regulations, or lawful orders of public authorities, the Contractor shall assume appropriate responsibility for such Work and shall bear the costs attributable to correction. § 3.7.4 Concealed or Unknown Conditions. If the Contractor encounters conditions at the site that are (1) subsurface or otherwise concealed physical conditions that differ materially from those indicated in the Contract Documents or (2) unknown physical conditions of an unusual nature, that differ materially from those ordinarily found to exist and generally recognized as inherent in construction activities of the character provided for in the Contract Documents, the Contractor shall promptly provide notice to the Owner and the Architect before conditions are disturbed and in no event later than 21 days after first observance of the conditions. The Architect will promptly investigate such conditions and, if the Architect determines that they differ materially and cause an increase or decrease in the Contractor's cost of, or time required for, performance of any part of the Work, will recommend an equitable adjustment in the Contract Sum or Contract Time, or both. If the Architect determines that the conditions at the site are not materially different from those indicated in the Contract Documents and that no change in the terms of the Contract is justified, the Architect shall promptly notify the Owner and Contractor in writing, stating the reasons. If either party disputes the Architect's determination or recommendation, that party may proceed as provided in Article 15. § 3.7.5 If, in the course of the Work, the Contractor encounters human remains or recognizes the existence of burial markers, archaeological sites or wetlands not indicated in the Contract Documents, the Contractor shall immediately suspend any operations that would affect them and shall notify the Owner and Architect. Upon receipt of such notice, the Owner shall promptly take any action necessary to obtain governmental authorization required to resume AIA Document A201 Tm — 2007. Copyright ®1911, 1915, 1918, 1925, 1937, 1951, 1958, 1961, 1963, 1966, 1970, 1976, 1987, 1997 and 2007 by The American Init. Institute of Architects. All rights reserved. WARNING: This AIA® Document is protected by U.S. Copyright Law and International Treaties. Unauthorized 14 reproduction or distribution of this AIA° Document, or any portion of it, may result in severe civil and criminal penalties, and will be prosecuted to the maximum extent possible under the law. This document was produced by AIA software at 15:25:02 on 12/09/2016 under Order No.2098809396_1 which expires on 01/17/2017, and is not for resale. User Notes: (1264072562) the operations. The Contractor shall continue to suspend such operations until otherwise instructed by the Owner but shall continue with all other operations that do not affect those remains or features. Requests for adjustments in the Contract Sum and Contract Time arising from the existence of such remains or features may be made as provided in Article 15. § 3.8 ALLOWANCES § 3.8.1 The Contractor shall include in the Contract Sum all allowances stated in the Contract Documents. Items covered by allowances shall be supplied for such amounts and by such persons or entities as the Owner may direct, but the Contractor shall not be required to employ persons or entities to whom the Contractor has reasonable objection. § 3.8.2 Unless otherwise provided in the Contract Documents, .1 Allowances shall cover the cost to the Contractor of materials and equipment delivered at the site and all required taxes, less applicable trade discounts; .2 Contractor's costs for unloading and handling at the site, labor, installation costs, overhead, profit and other expenses contemplated for stated allowance amounts shall be included in the Contract Sum but not in the allowances; and Whenever costs are more than or less than allowances, the Contract Sum shall be adjusted accordingly by Change Order. The amount of the Change Order shall reflect (1) the difference between actual costs and the allowances under Section 3.8.2.1 and (2) changes in Contractor's costs under Section 3.8.2.2. § 3.8.3 Materials and equipment under an allowance shall be selected by the Owner with reasonable promptness. § 3.9 SUPERINTENDENT § 3.9.1 The Contractor shall employ a competent superintendent and necessary assistants who shall be in attendance at the Project site during performance of the Work. The superintendent shall represent the Contractor, and communications given to the superintendent shall be as binding as if given to the Contractor. § 3.9.2 The Contractor, as soon as practicable after award of the Contract, shall furnish in writing to the Owner through the Architect the name and qualifications of a proposed superintendent. The Architect may reply within 14 days to the Contractor in writing stating (1) whether the Owner or the Architect has reasonable objection to the proposed superintendent or (2) that the Architect requires additional time to review. Failure of the Architect to reply within the 14 day period shall constitute notice of no reasonable objection. § 3.9.3 The Contractor shall not employ a proposed superintendent to whom the Owner or Architect has made reasonable and timely objection. The Contractor shall not change the superintendent without the Owner's consent, which shall not unreasonably be withheld or delayed. § 3.10 CONTRACTOR'S CONSTRUCTION SCHEDULES § 3.10.1 The Contractor, promptly after being awarded the Contract, shall prepare and submit for the Owner's and Architect's information a Contractor's construction schedule for the Work. The schedule shall not exceed time limits current under the Contract Documents, shall be revised at appropriate intervals as required by the conditions of the Work and Project, shall be related to the entire Project to the extent required by the Contract Documents, and shall provide for expeditious and practicable execution of the Work. § 3.10.2 The Contractor shall prepare a submittal schedule, promptly after being awarded the Contract and thereafter as necessary to maintain a current submittal schedule, and shall submit the schedule(s) for the Architect's approval. The Architect's approval shall not unreasonably be delayed or withheld. The submittal schedule shall (1) be coordinated with the Contractor's construction schedule, and (2) allow the Architect reasonable time to review submittals. If the Contractor fails to submit a submittal schedule, the Contractor shall not be entitled to any increase in Contract Sum or extension of Contract Time based on the time required for review of submittals. § 3.10.3 The Contractor shall perform the Work in general accordance with the most recent schedules submitted to the Owner and Architect. AIA Document A201 T'" — 2007. Copyright ©1911, 1915, 1918, 1925, 1937, 1951, 1958, 1961, 1963, 1966, 1970, 1976, 1987, 1997 and 2007 by The American Init. Institute of Architects. All rights reserved. WARNING: This AIA® Document is protected by U.S. Copyright Law and International Treaties. Unauthorized 15 reproduction or distribution of this AIAo Document, or any portion of it, may result in severe civil and criminal penalties, and will be prosecuted to the maximum extent possible under the law. This document was produced by AIA software at 15:25:02 on 12/09/2016 under Order No.2098809396_1 which expires on 01/17/2017, and is not for resale. User Notes: (1264072562) § 3.11 DOCUMENTS AND SAMPLES AT THE SITE The Contractor shall maintain at the site for the Owner one copy of the Drawings, Specifications, Addenda, Change Orders and other Modifications, in good order and marked currently to indicate field changes and selections made during construction, and one copy of approved Shop Drawings, Product Data, Samples and similar required submittals. These shall be available to the Architect and shall be delivered to the Architect for submittal to the Owner upon completion of the Work as a record of the Work as constructed. § 3.12 SHOP DRAWINGS, PRODUCT DATA AND SAMPLES § 3.12.1 Shop Drawings are drawings, diagrams, schedules and other data specially prepared for the Work by the Contractor or a Subcontractor, Sub -subcontractor, manufacturer, supplier or distributor to illustrate some portion of the Work. § 3.12.2 Product Data are illustrations, standard schedules, performance charts, instructions, brochures, diagrams and other information furnished by the Contractor to illustrate materials or equipment for some portion of the Work. § 3.12.3 Samples are physical examples that illustrate materials, equipment or workmanship and establish standards by which the Work will be judged. § 3.12.4 Shop Drawings, Product Data, Samples and similar submittals are not Contract Documents. Their purpose is to demonstrate the way by which the Contractor proposes to conform to the information given and the design concept expressed in the Contract Documents for those portions of the Work for which the Contract Documents require submittals. Review by the Architect is subject to the limitations of Section 4.2.7. Informational submittals upon which the Architect is not expected to take responsive action may be so identified in the Contract Documents. Submittals that are not required by the Contract Documents may be returned by the Architect without action. § 3.12.5 The Contractor shall review for compliance with the Contract Documents, approve and submit to the Architect Shop Drawings, Product Data, Samples and similar submittals required by the Contract Documents in accordance with the submittal schedule approved by the Architect or, in the absence of an approved submittal schedule, with reasonable promptness and in such sequence as to cause no delay in the Work or in the activities of the Owner or of separate contractors. § 3.12.6 By submitting Shop Drawings, Product Data, Samples and similar submittals, the Contractor represents to the Owner and Architect that the Contractor has (1) reviewed and approved them, (2) determined and verified materials, field measurements and field construction criteria related thereto, or will do so and (3) checked and coordinated the information contained within such submittals with the requirements of the Work and of the Contract Documents. § 3.12.7 The Contractor shall perform no portion of the Work for which the Contract Documents require submittal and review of Shop Drawings, Product Data, Samples or similar submittals until the respective submittal has been approved by the Architect. § 3.12.8 The Work shall be in accordance with approved submittals except that the Contractor shall not be relieved of responsibility for deviations from requirements of the Contract Documents by the Architect's approval of Shop Drawings, Product Data, Samples or similar submittals unless the Contractor has specifically informed the Architect in writing of such deviation at the time of submittal and (1) the Architect has given written approval to the specific deviation as a minor change in the Work, or (2) a Change Order or Construction Change Directive has been issued authorizing the deviation. The Contractor shall not be relieved of responsibility for errors or omissions in Shop Drawings, Product Data, Samples or similar submittals by the Architect's approval thereof. § 3.12.9 The Contractor shall direct specific attention, in writing or on resubmitted Shop Drawings, Product Data, Samples or similar submittals, to revisions other than those requested by the Architect on previous submittals. In the absence of such written notice, the Architect's approval of a resubmission shall not apply to such revisions. § 3.12.10 The Contractor shall not be required to provide professional services that constitute the practice of architecture or engineering unless such services are specifically required by the Contract Documents for a portion of the Work or unless the Contractor needs to provide such services in order to carry out the Contractor's responsibilities for construction means, methods, techniques, sequences and procedures. The Contractor shall not be AIA Document A201Tm — 2007. Copyright ©1911, 1915, 1918, 1925, 1937, 1951, 1958, 1961, 1963, 1966, 1970, 1976, 1987, 1997 and 2007 by The American [nit. Institute of Architects. All rights reserved. WARNING: This AIA® Document is protected by U.S. Copyright Law and International Treaties. Unauthorized 16 reproduction or distribution of this AIA® Document, or any portion of it, may result in severe civil and criminal penalties, and will be prosecuted to the maximum extent possible under the law. This document was produced by AIA software at 15:25:02 on 12/09/2016 under Order No.2098809396_1 which expires on 01/17/2017, and is not for resale. User Notes: (1264072562) required to provide professional services in violation of applicable law. If professional design services or certifications by a design professional related to systems, materials or equipment are specifically required of the Contractor by the Contract Documents, the Owner and the Architect will specify all performance and design criteria that such services must satisfy. The Contractor shall cause such services or certifications to be provided by a properly licensed design professional, whose signature and seal shall appear on all drawings, calculations, specifications, certifications, Shop Drawings and other submittals prepared by such professional. Shop Drawings and other submittals related to the Work designed or certified by such professional, if prepared by others, shall bear such professional's written approval when submitted to the Architect. The Owner and the Architect shall be entitled to rely upon the adequacy, accuracy and completeness of the services, certifications and approvals performed or provided by such design professionals, provided the Owner and Architect have specified to the Contractor all performance and design criteria that such services must satisfy. Pursuant to this Section 3.12.10, the Architect will review, approve or take other appropriate action on submittals only for the limited purpose of checking for conformance with information given and the design concept expressed in the Contract Documents. The Contractor shall not be responsible for the adequacy of the performance and design criteria specified in the Contract Documents. § 3.13 USE OF SITE The Contractor shall confine operations at the site to areas permitted by applicable laws, statutes, ordinances, codes, rules and regulations, and lawful orders of public authorities and the Contract Documents and shall not unreasonably encumber the site with materials or equipment. § 3.14 CUTTING AND PATCHING § 3.14.1 The Contractor shall be responsible for cutting, fitting or patching required to complete the Work or to make its parts fit together properly. All areas requiring cutting, fitting and patching shall be restored to the condition existing prior to the cutting, fitting and patching, unless otherwise required by the Contract Documents. § 3.14.2 The Contractor shall not damage or endanger a portion of the Work or fully or partially completed construction of the Owner or separate contractors by cutting, patching or otherwise altering such construction, or by excavation. The Contractor shall not cut or otherwise alter such construction by the Owner or a separate contractor except with written consent of the Owner and of such separate contractor; such consent shall not be unreasonably withheld. The Contractor shall not unreasonably withhold from the Owner or a separate contractor the Contractor's consent to cutting or otherwise altering the Work. § 3.15 CLEANING UP § 3.15.1 The Contractor shall keep the premises and surrounding area free from accumulation of waste materials or rubbish caused by operations under the Contract. At completion of the Work, the Contractor shall remove waste materials, rubbish, the Contractor's tools, construction equipment, machinery and surplus materials from and about the Project. § 3.15.2 If the Contractor fails to clean up as provided in the Contract Documents, the Owner may do so and Owner shall be entitled to reimbursement from the Contractor. § 3.16 ACCESS TO WORK The Contractor shall provide the Owner and Architect access to the Work in preparation and progress wherever located. § 3.17 ROYALTIES, PATENTS AND COPYRIGHTS The Contractor shall pay all royalties and license fees. The Contractor shall defend suits or claims for infringement of copyrights and patent rights and shall hold the Owner and Architect harmless from loss on account thereof, but shall not be responsible for such defense or loss when a particular design, process or product of a particular manufacturer or manufacturers is required by the Contract Documents, or where the copyright violations are contained in Drawings, Specifications or other documents prepared by the Owner or Architect. However, if the Contractor has reason to believe that the required design, process or product is an infringement of a copyright or a patent, the Contractor shall be responsible for such loss unless such information is promptly furnished to the Architect. AIA Document A201'"' — 2007. Copyright ©1911, 1915, 1918, 1925, 1937, 1951, 1958, 1961, 1963, 1966, 1970, 1976, 1987, 1997 and 2007 by The American Init. Institute of Architects. All rights reserved. WARNING: This AIAO Document is protected by U.S. Copyright Law and International Treaties. Unauthorized 17 reproduction or distribution of this AIA® Document, or any portion of it, may result in severe civil and criminal penalties, and will be prosecuted to the maximum extent possible under the law. This documentwas produced by AIA software at 15:25:02 on 12/09/2016 under Order No.2098809396_1 which expires on 01/17/2017, and is not for resale. User Notes: (1264072562) § 3.18 INDEMNIFICATION § 3.18.1 To the fullest extent permitted by law the Contractor shall indemnify and hold harmless the Owner, Architect, Architect's consultants, and agents and employees of any of them from and against claims, damages, losses and expenses, including but not limited to attorneys' fees, arising out of or resulting from performance of the Work, provided that such claim, damage, loss or expense is attributable to bodily injury, sickness, disease or death, or to injury to or destruction of tangible property (other than the Work itself), but only to the extent caused by the negligent acts or omissions of the Contractor, a Subcontractor, anyone directly or indirectly employed by them or anyone for whose acts they may be liable, regardless of whether or not such claim, damage, loss or expense is caused in part by a party indemnified hereunder. Such obligation shall not be construed to negate, abridge, or reduce other rights or obligations of indemnity that would otherwise exist as to a party or person described in this Section 3.18. § 3.18.2 In claims against any person or entity indemnified under this Section 3.18 by an employee of the Contractor, a Subcontractor, anyone directly or indirectly employed by them or anyone for whose acts they may be liable, the indemnification obligation under Section 3.18.1 shall not be limited by a limitation on amount or type of damages, compensation or benefits payable by or for the Contractor or a Subcontractor under workers' compensation acts, disability benefit acts or other employee benefit acts. ARTICLE 4 ARCHITECT § 4.1 GENERAL § 4.1.1 The Owner shall retain an architect lawfully licensed to practice architecture or an entity lawfully practicing architecture in the jurisdiction where the Project is located. That person or entity is identified as the Architect in the Agreement and is referred to throughout the Contract Documents as if singular in number. § 4.1.2 Duties, responsibilities and limitations of authority of the Architect as set forth in the Contract Documents shall not be restricted, modified or extended without written consent of the Owner, Contractor and Architect. Consent shall not be unreasonably withheld. § 4.1.3 If the employment of the Architect is terminated, the Owner shall employ a successor architect as to whom the Contractor has no reasonable objection and whose status under the Contract Documents shall be that of the Architect. § 4.2 ADMINISTRATION OF THE CONTRACT § 4.2.1 The Architect will provide administration of the Contract as described in the Contract Documents and will be an Owner's representative during construction until the date the Architect issues the final Certificate for Payment. The Architect will have authority to act on behalf of the Owner only to the extent provided in the Contract Documents. § 4.2.2 The Architect will visit the site at intervals appropriate to the stage of construction, or as otherwise agreed with the Owner, to become generally familiar with the progress and quality of the portion of the Work completed, and to determine in general if the Work observed is being performed in a manner indicating that the Work, when fully completed, will be in accordance with the Contract Documents. However, the Architect will not be required to make exhaustive or continuous on-site inspections to check the quality or quantity of the Work. The Architect will not have control over, charge of, or responsibility for, the construction means, methods, techniques, sequences or procedures, or for the safety precautions and programs in connection with the Work, since these are solely the Contractor's rights and responsibilities under the Contract Documents, except as provided in Section 3.3.1. § 4.2.3 On the basis of the site visits, the Architect will keep the Owner reasonably informed about the progress and quality of the portion of the Work completed, and report to the Owner (1) known deviations from the Contract Documents and from the most recent construction schedule submitted by the Contractor, and (2) defects and deficiencies observed in the Work. The Architect will not be responsible for the Contractor's failure to perform the Work in accordance with the requirements of the Contract Documents. The Architect will not have control over or charge of and will not be responsible for acts or omissions of the Contractor, Subcontractors, or their agents or employees, or any other persons or entities performing portions of the Work. AIA Document A201T — 2007. Copyright ©1911, 1915, 1918, 1925, 1937, 1951, 1958, 1961, 1963, 1966, 1970, 1976, 1987, 1997 and 2007 by The American Init. Institute of Architects. All rights reserved. WARNING: This AIA® Document is protected by U.S. Copyright Law and International Treaties. Unauthorized 18 reproduction or distribution of this AIA° Document, or any portion of it, may result in severe civil and criminal penalties, and will be prosecuted to the maximum extent possible under the law. This document was produced by AIA software at 15:25:02 on 12/09/2016 under Order No.2098809396_1 which expires on 01/17/2017, and is not for resale. User Notes: (1264072562) § 4.2.4 COMMUNICATIONS FACILITATING CONTRACT ADMINISTRATION Except as otherwise provided in the Contract Documents or when direct communications have been specially authorized, the Owner and Contractor shall endeavor to communicate with each other through the Architect about matters arising out of or relating to the Contract. Communications by and with the Architect's consultants shall be through the Architect. Communications by and with Subcontractors and material suppliers shall be through the Contractor. Communications by and with separate contractors shall be through the Owner. § 4.2.5 Based on the Architect's evaluations of the Contractor's Applications for Payment, the Architect will review and certify the amounts due the Contractor and will issue Certificates for Payment in such amounts. § 4.2.6 The Architect has authority to reject Work that does not conform to the Contract Documents. Whenever the Architect considers it necessary or advisable, the Architect will have authority to require inspection or testing of the Work in accordance with Sections 13.5.2 and 13.5.3, whether or not such Work is fabricated, installed or completed. However, neither this authority of the Architect nor a decision made in good faith either to exercise or not to exercise such authority shall give rise to a duty or responsibility of the Architect to the Contractor, Subcontractors, material and equipment suppliers, their agents or employees, or other persons or entities performing portions of the Work. § 4.2.7 The Architect will review and approve, or take other appropriate action upon, the Contractor's submittals such as Shop Drawings, Product Data and Samples, but only for the limited purpose of checking for conformance with information given and the design concept expressed in the Contract Documents. The Architect's action will be taken in accordance with the submittal schedule approved by the Architect or, in the absence of an approved submittal schedule, with reasonable promptness while allowing sufficient time in the Architect's professional judgment to permit adequate review. Review of such submittals is not conducted for the purpose of determining the accuracy and completeness of other details such as dimensions and quantities, or for substantiating instructions for installation or performance of equipment or systems, all of which remain the responsibility of the Contractor as required by the Contract Documents. The Architect's review of the Contractor's submittals shall not relieve the Contractor of the obligations under Sections 3.3, 3.5 and 3.12. The Architect's review shall not constitute approval of safety precautions or, unless otherwise specifically stated by the Architect, of any construction means, methods, techniques, sequences or procedures. The Architect's approval of a specific item shall not indicate approval of an assembly of which the item is a component. § 4.2.8 The Architect will prepare Change Orders and Construction Change Directives, and may authorize minor changes in the Work as provided in Section 7.4. The Architect will investigate and make determinations and recommendations regarding concealed and unknown conditions as provided in Section 3.7.4. § 4.2.9 The Architect will conduct inspections to determine the date or dates of Substantial Completion and the date of final completion; issue Certificates of Substantial Completion pursuant to Section 9.8; receive and forward to the Owner, for the Owner's review and records, written warranties and related documents required by the Contract and assembled by the Contractor pursuant to Section 9.10; and issue a final Certificate for Payment pursuant to Section 9.10. § 4.2.10 If the Owner and Architect agree, the Architect will provide one or more project representatives to assist in carrying out the Architect's responsibilities at the site. The duties, responsibilities and limitations of authority of such project representatives shall be as set forth in an exhibit to be incorporated in the Contract Documents. § 4.2.11 The Architect will interpret and decide matters concerning performance under, and requirements of, the Contract Documents on written request of either the Owner or Contractor. The Architect's response to such requests will be made in writing within any time limits agreed upon or otherwise with reasonable promptness. § 4.2.12 Interpretations and decisions of the Architect will be consistent with the intent of, and reasonably inferable from, the Contract Documents and will be in writing or in the form of drawings. When making such interpretations and decisions, the Architect will endeavor to secure faithful performance by both Owner and Contractor, will not show partiality to either and will not be liable for results of interpretations or decisions rendered in good faith. § 4.2.13 The Architect's decisions on matters relating to aesthetic effect will be final if consistent with the intent expressed in the Contract Documents. AIA Document A201 TM — 2007. Copyright ©1911, 1915, 1918, 1925, 1937, 1951, 1958, 1961, 1963, 1966, 1970, 1976, 1987, 1997 and 2007 by The American Init. Institute of Architects. All rights reserved. WARNING: This AIA® Document is protected by U.S. Copyright Law and International Treaties. Unauthorized 19 reproduction or distribution of this AIA° Document, or any portion of it, may result in severe civil and criminal penalties, and will be prosecuted to the maximum extent possible under the law. This document was produced by AIA software at 15:25:02 on 12/09/2016 under Order No.2098809396_1 which expires on 01/17/2017, and is not for resale. User Notes: (1264072562) § 4.2.14 The Architect will review and respond to requests for information about the Contract Documents. The Architect's response to such requests will be made in writing within any time limits agreed upon or otherwise with reasonable promptness. If appropriate, the Architect will prepare and issue supplemental Drawings and Specifications in response to the requests for information. ARTICLE 5 SUBCONTRACTORS § 5.1 DEFINITIONS § 5.1.1 A Subcontractor is a person or entity who has a direct contract with the Contractor to perform a portion of the Work at the site. The term "Subcontractor" is referred to throughout the Contract Documents as if singular in number and means a Subcontractor or an authorized representative of the Subcontractor. The term "Subcontractor" does not include a separate contractor or subcontractors of a separate contractor. § 5.1.2 A Sub -subcontractor is a person or entity who has a direct or indirect contract with a Subcontractor to perform a portion of the Work at the site. The term "Sub -subcontractor" is referred to throughout the Contract Documents as if singular in number and means a Sub -subcontractor or an authorized representative of the Sub -subcontractor. § 5.2 AWARD OF SUBCONTRACTS AND OTHER CONTRACTS FOR PORTIONS OF THE WORK § 5.2.1 Unless otherwise stated in the Contract Documents or the bidding requirements, the Contractor, as soon as practicable after award of the Contract, shall furnish in writing to the Owner through the Architect the names of persons or entities (including those who are to furnish materials or equipment fabricated to a special design) proposed for each principal portion of the Work. The Architect may reply within 14 days to the Contractor in writing stating (1) whether the Owner or the Architect has reasonable objection to any such proposed person or entity or (2) that the Architect requires additional time for review. Failure of the Owner or Architect to reply within the 14 -day period shall constitute notice of no reasonable objection. § 5.2.2 The Contractor shall not contract with a proposed person or entity to whom the Owner or Architect has made reasonable and timely objection. The Contractor shall not be required to contract with anyone to whom the Contractor has made reasonable objection. § 5.2.3 If the Owner or Architect has reasonable objection to a person or entity proposed by the Contractor, the Contractor shall propose another to whom the Owner or Architect has no reasonable objection. If the proposed but rejected Subcontractor was reasonably capable of performing the Work, the Contract Sum and Contract Time shall be increased or decreased by the difference, if any, occasioned by such change, and an appropriate Change Order shall be issued before commencement of the substitute Subcontractor's Work. However, no increase in the Contract Sum or Contract Time shall be allowed for such change unless the Contractor has acted promptly and responsively in submitting names as required. § 5.2.4 The Contractor shall not substitute a Subcontractor, person or entity previously selected if the Owner or Architect makes reasonable objection to such substitution. § 5.3 SUBCONTRACTUAL RELATIONS By appropriate agreement, written where legally required for validity, the Contractor shall require each Subcontractor, to the extent of the Work to be performed by the Subcontractor, to be bound to the Contractor by terms of the Contract Documents, and to assume toward the Contractor all the obligations and responsibilities, including the responsibility for safety of the Subcontractor's Work, which the Contractor, by these Documents, assumes toward the Owner and Architect. Each subcontract agreement shall preserve and protect the rights of the Owner and Architect under the Contract Documents with respect to the Work to be performed by the Subcontractor so that subcontracting thereof will not prejudice such rights, and shall allow to the Subcontractor, unless specifically provided otherwise in the subcontract agreement, the benefit of all rights, remedies and redress against the Contractor that the Contractor, by the Contract Documents, has against the Owner. Where appropriate, the Contractor shall require each Subcontractor to enter into similar agreements with Sub -subcontractors. The Contractor shall make available to each proposed Subcontractor, prior to the execution of the subcontract agreement, copies of the Contract Documents to which the Subcontractor will be bound, and, upon written request of the Subcontractor, identify to the Subcontractor terms and conditions of the proposed subcontract agreement that may AIA Document A201111 — 2007. Copyright ©1911, 1915, 1918, 1925, 1937, 1951, 1958, 1961, 1963, 1966, 1970, 1976, 1987, 1997 and 2007 by The American Init. Institute of Architects. All rights reserved. WARNING: This AIA° Document is protected by U.S. Copyright Law and International Treaties. Unauthorized 20 reproduction or distribution of this AIAm Document, or any portion of it, may result in severe civil and criminal penalties, and will be prosecuted to the maximum extent possible under the law. This document was produced by AIA software at 15:25:02 on 12/09/2016 under Order No.2098809396_1 which expires on 01/17/2017, and is not for resale. User Notes: (1264072562) be at variance with the Contract Documents. Subcontractors will similarly make copies of applicable portions of such documents available to their respective proposed Sub -subcontractors. § 5.4 CONTINGENT ASSIGNMENT OF SUBCONTRACTS § 5.4.1 Each subcontract agreement for a portion of the Work is assigned by the Contractor to the Owner, provided that .1 assignment is effective only after termination of the Contract by the Owner for cause pursuant to Section 14.2 and only for those subcontract agreements that the Owner accepts by notifying the Subcontractor and Contractor in writing; and .2 assignment is subject to the prior rights of the surety, if any, obligated under bond relating to the Contract. When the Owner accepts the assignment of a subcontract agreement, the Owner assumes the Contractor's rights and obligations under the subcontract. § 5.4.2 Upon such assignment, if the Work has been suspended for more than 30 days, the Subcontractor's compensation shall be equitably adjusted for increases in cost resulting from the suspension. § 5.4.3 Upon such assignment to the Owner under this Section 5.4, the Owner may further assign the subcontract to a successor contractor or other entity. If the Owner assigns the subcontract to a successor contractor or other entity, the Owner shall nevertheless remain legally responsible for all of the successor contractor's obligations under the subcontract. ARTICLE 6 CONSTRUCTION BY OWNER OR BY SEPARATE CONTRACTORS § 6.1 OWNER'S RIGHT TO PERFORM CONSTRUCTION AND TO AWARD SEPARATE CONTRACTS § 6.1.1 The Owner reserves the right to perform construction or operations related to the Project with the Owner's own forces, and to award separate contracts in connection with other portions of the Project or other construction or operations on the site under Conditions of the Contract identical or substantially similar to these including those portions related to insurance and waiver of subrogation. If the Contractor claims that delay or additional cost is involved because of such action by the Owner, the Contractor shall make such Claim as provided in Article 15. § 6.1.2 When separate contracts are awarded for different portions of the Project or other construction or operations on the site, the term "Contractor" in the Contract Documents in each case shall mean the Contractor who executes each separate Owner -Contractor Agreement. § 6.1.3 The Owner shall provide for coordination of the activities of the Owner's own forces and of each separate contractor with the Work of the Contractor, who shall cooperate with them. The Contractor shall participate with other separate contractors and the Owner in reviewing their construction schedules. The Contractor shall make any revisions to the construction schedule deemed necessary after a joint review and mutual agreement. The construction schedules shall then constitute the schedules to be used by the Contractor, separate contractors and the Owner until subsequently revised. § 6.1.4 Unless otherwise provided in the Contract Documents, when the Owner performs construction or operations related to the Project with the Owner's own forces, the Owner shall be deemed to be subject to the same obligations and to have the same rights that apply to the Contractor under the Conditions of the Contract, including, without excluding others, those stated in Article 3, this Article 6 and Articles 10, 11 and 12. § 6.2 MUTUAL RESPONSIBILITY § 6.2.1 The Contractor shall afford the Owner and separate contractors reasonable opportunity for introduction and storage of their materials and equipment and performance of their activities, and shall connect and coordinate the Contractor's construction and operations with theirs as required by the Contract Documents. § 6.2.2 If part of the Contractor's Work depends for proper execution or results upon construction or operations by the Owner or a separate contractor, the Contractor shall, prior to proceeding with that portion of the Work, promptly report to the Architect apparent discrepancies or defects in such other construction that would render it unsuitable for such proper execution and results. Failure of the Contractor so to report shall constitute an acknowledgment that AIA Document A2011" — 2007. Copyright ©1911, 1915, 1918, 1925, 1937, 1951, 1958, 1961, 1963, 1966, 1970, 1976, 1987, 1997 and 2007 by The American Init. Institute of Architects. All rights reserved. WARNING: This AIA'O Document is protected by U.S. Copyright Law and International Treaties. Unauthorized 21 reproduction or distribution of this AIAm Document, or any portion of it, may result in severe civil and criminal penalties, and will be prosecuted to the maximum extent possible under the law. This document was produced by AIA software at 15:25:02 on 12/09/2016 under Order No.2098809396_1 which expires on 01/17/2017, and is not for resale. User Notes: (1264072562) the Owner's or separate contractor's completed or partially completed construction is fit and proper to receive the Contractor's Work, except as to defects not then reasonably discoverable. § 6.2.3 The Contractor shall reimburse the Owner for costs the Owner incurs that are payable to a separate contractor because of the Contractor's delays, improperly timed activities or defective construction. The Owner shall be responsible to the Contractor for costs the Contractor incurs because of a separate contractor's delays, improperly timed activities, damage to the Work or defective construction. § 6.2.4 The Contractor shall promptly remedy damage the Contractor wrongfully causes to completed or partially completed construction or to property of the Owner or separate contractors as provided in Section 10.2.5. § 6.2.5 The Owner and each separate contractor shall have the same responsibilities for cutting and patching as are described for the Contractor in Section 3.14. § 6.3 OWNER'S RIGHT TO CLEAN UP If a dispute arises among the Contractor, separate contractors and the Owner as to the responsibility under their respective contracts for maintaining the premises and surrounding area free from waste materials and rubbish, the Owner may clean up and the Architect will allocate the cost among those responsible. ARTICLE 7 CHANGES IN THE WORK § 7.1 GENERAL § 7.1.1 Changes in the Work may be accomplished after execution of the Contract, and without invalidating the Contract, by Change Order, Construction Change Directive or order for a minor change in the Work, subject to the limitations stated in this Article 7 and elsewhere in the Contract Documents. § 7.1.2 A Change Order shall be based upon agreement among the Owner, Contractor and Architect; a Construction Change Directive requires agreement by the Owner and Architect and may or may not be agreed to by the Contractor; an order for a minor change in the Work may be issued by the Architect alone. § 7.1.3 Changes in the Work shall be performed under applicable provisions of the Contract Documents, and the Contractor shall proceed promptly, unless otherwise provided in the Change Order, Construction Change Directive or order for a minor change in the Work. § 7.2 CHANGE ORDERS § 7.2.1 A Change Order is a written instrument prepared by the Architect and signed by the Owner, Contractor and Architect stating their agreement upon all of the following: .1 The change in the Work; .2 The amount of the adjustment, if any, in the Contract Sum; and .3 The extent of the adjustment, if any, in the Contract Time. § 7.3 CONSTRUCTION CHANGE DIRECTIVES § 7.3.1 A Construction Change Directive is a written order prepared by the Architect and signed by the Owner and Architect, directing a change in the Work prior to agreement on adjustment, if any, in the Contract Sum or Contract Time, or both. The Owner may by Construction Change Directive, without invalidating the Contract, order changes in the Work within the general scope of the Contract consisting of additions, deletions or other revisions, the Contract Sum and Contract Time being adjusted accordingly. § 7.3.2 A Construction Change Directive shall be used in the absence of total agreement on the terms of a Change Order. § 7.3.3 If the Construction Change Directive provides for an adjustment to the Contract Sum, the adjustment shall be based on one of the following methods: .1 Mutual acceptance of a lump sum properly itemized and supported by sufficient substantiating data to permit evaluation; .2 Unit prices stated in the Contract Documents or subsequently agreed upon; .3 Cost to be determined in a manner agreed upon by the parties and a mutually acceptable fixed or percentage fee; or AIA Document A201' — 2007. Copyright ©1911, 1915, 191 B, 1925, 1937, 1951, 1958, 1961, 1963, 1966, 1970, 1976, 1987, 1997 and 2007 by The American Init. Institute of Architects. All rights reserved. WARNING: This AIA® Document is protected by U.S. Copyright Law and International Treaties. Unauthorized 22 reproduction or distribution of this AIA° Document, or any portion of it, may result in severe civil and criminal penalties, and will be prosecuted to the maximum extent possible under the law. This document was produced by AIA software at 15:25:02 on 12/09/2016 under Order No.2098809396_1 which expires on 01/17/2017, and is not for resale. User Notes: (1264072562) .4 As provided in Section 7.3.7. § 7.3.4 If unit prices are stated in the Contract Documents or subsequently agreed upon, and if quantities originally contemplated are materially changed in a proposed Change Order or Construction Change Directive so that application of such unit prices to quantities of Work proposed will cause substantial inequity to the Owner or Contractor, the applicable unit prices shall be equitably adjusted. § 7.3.5 Upon receipt of a Construction Change Directive, the Contractor shall promptly proceed with the change in the Work involved and advise the Architect of the Contractor's agreement or disagreement with the method, if any, provided in the Construction Change Directive for determining the proposed adjustment in the Contract Sum or Contract Time. § 7.3.6 A Construction Change Directive signed by the Contractor indicates the Contractor's agreement therewith, including adjustment in Contract Sum and Contract Time or the method for determining them. Such agreement shall be effective immediately and shall be recorded as a Change Order. § 7.3.7 If the Contractor does not respond promptly or disagrees with the method for adjustment in the Contract Sum, the Architect shall determine the method and the adjustment on the basis of reasonable expenditures and savings of those performing the Work attributable to the change, including, in case of an increase in the Contract Sum, an amount for overhead and profit as set forth in the Agreement, or if no such amount is set forth in the Agreement, a reasonable amount. In such case, and also under Section 7.3.3.3, the Contractor shall keep and present, in such form as the Architect may prescribe, an itemized accounting together with appropriate supporting data. Unless otherwise provided in the Contract Documents, costs for the purposes of this Section 7.3.7 shall be limited to the following: .1 Costs of labor, including social security, old age and unemployment insurance, fringe benefits required by agreement or custom, and workers' compensation insurance; .2 Costs of materials, supplies and equipment, including cost of transportation, whether incorporated or consumed; .3 Rental costs of machinery and equipment, exclusive of hand tools, whether rented from the Contractor or others; .4 Costs of premiums for all bonds and insurance, permit fees, and sales, use or similar taxes related to the Work; and .5 Additional costs of supervision and field office personnel directly attributable to the change. § 7.3.8 The amount of credit to be allowed by the Contractor to the Owner for a deletion or change that results in a net decrease in the Contract Sum shall be actual net cost as confirmed by the Architect. When both additions and credits covering related Work or substitutions are involved in a change, the allowance for overhead and profit shall be figured on the basis of net increase, if any, with respect to that change. § 7.3.9 Pending final determination of the total cost of a Construction Change Directive to the Owner, the Contractor may request payment for Work completed under the Construction Change Directive in Applications for Payment. The Architect will make an interim determination for purposes of monthly certification for payment for those costs and certify for payment the amount that the Architect determines, in the Architect's professional judgment, to be reasonably justified. The Architect's interim determination of cost shall adjust the Contract Sum on the same basis as a Change Order, subject to the right of either party to disagree and assert a Claim in accordance with Article 15. § 7.3.10 When the Owner and Contractor agree with a determination made by the Architect concerning the adjustments in the Contract Sum and Contract Time, or otherwise reach agreement upon the adjustments, such agreement shall be effective immediately and the Architect will prepare a Change Order. Change Orders may be issued for all or any part of a Construction Change Directive. § 7.4 MINOR CHANGES IN THE WORK The Architect has authority to order minor changes in the Work not involving adjustment in the Contract Sum or extension of the Contract Time and not inconsistent with the intent of the Contract Documents. Such changes will be effected by written order signed by the Architect and shall be binding on the Owner and Contractor. AIA Document A201 T^' — 2007. Copyright m 1911, 1915, 1918, 1925, 1937, 1951, 1958, 1961, 1963, 1966, 1970, 1976, 1987, 1997 and 2007 by The American Init. Institute of Architects. All rights reserved. WARNING: This AIA® Document is protected by U.S. Copyright Law and International Treaties. Unauthorized 23 reproduction or distribution of this AIA° Document, or any portion of it, may result in severe civil and criminal penalties, and will be prosecuted to the maximum extent possible under the law. This document was produced by AIA software at 15:25:02 on 12/09/2016 under Order No.2098809396_1 which expires on 01/17/2017, and is not for resale. User Notes: (1264072562) ARTICLE 8 TIME § 8.1 DEFINITIONS § 8.1.1 Unless otherwise provided, Contract Time is the period of time, including authorized adjustments, allotted in the Contract Documents for Substantial Completion of the Work. § 8.1.2 The date of commencement of the Work is the date established in the Agreement. § 8.1.3 The date of Substantial Completion is the date certified by the Architect in accordance with Section 9.8. § 8.1.4 The term "day" as used in the Contract Documents shall mean calendar day unless otherwise specifically defined. § 8.2 PROGRESS AND COMPLETION § 8.2.1 Time limits stated in the Contract Documents are of the essence of the Contract. By executing the Agreement the Contractor confirms that the Contract Time is a reasonable period for performing the Work. § 8.2.2 The Contractor shall not knowingly, except by agreement or instruction of the Owner in writing, prematurely commence operations on the site or elsewhere prior to the effective date of insurance required by Article 11 to be furnished by the Contractor and Owner. The date of commencement of the Work shall not be changed by the effective date of such insurance. § 8.2.3 The Contractor shall proceed expeditiously with adequate forces and shall achieve Substantial Completion within the Contract Time. § 8.3 DELAYS AND EXTENSIONS OF TIME § 8.3.1 If the Contractor is delayed at any time in the commencement or progress of the Work by an act or neglect of the Owner or Architect, or of an employee of either, or of a separate contractor employed by the Owner; or by changes ordered in the Work; or by labor disputes, fire, unusual delay in deliveries, unavoidable casualties or other causes beyond the Contractor's control; or by delay authorized by the Owner pending mediation and arbitration; or by other causes that the Architect determines may justify delay, then the Contract Time shall be extended by Change Order for such reasonable time as the Architect may determine. § 8.3.2 Claims relating to time shall be made in accordance with applicable provisions of Article 15. § 8.3.3 This Section 8.3 does not preclude recovery of damages for delay by either party under other provisions of the Contract Documents. ARTICLE 9 PAYMENTS AND COMPLETION § 9.1 CONTRACT SUM The Contract Sum is stated in the Agreement and, including authorized adjustments, is the total amount payable by the Owner to the Contractor for performance of the Work under the Contract Documents. § 9.2 SCHEDULE OF VALUES Where the Contract is based on a stipulated sum or Guaranteed Maximum Price, the Contractor shall submit to the Architect, before the first Application for Payment, a schedule of values allocating the entire Contract Sum to the various portions of the Work and prepared in such form and supported by such data to substantiate its accuracy as the Architect may require. This schedule, unless objected to by the Architect, shall be used as a basis for reviewing the Contractor's Applications for Payment. § 9.3 APPLICATIONS FOR PAYMENT § 9.3.1 At least ten days before the date established for each progress payment, the Contractor shall submit to the Architect an itemized Application for Payment prepared in accordance with the schedule of values, if required under Section 9.2, for completed portions of the Work. Such application shall be notarized, if required, and supported by such data substantiating the Contractor's right to payment as the Owner or Architect may require, such as copies of requisitions from Subcontractors and material suppliers, and shall reflect retainage if provided for in the Contract Documents. AIA Document A201 TM — 2007. Copyright ©1911, 1915, 1918, 1925, 1937, 1951, 1958, 1961, 1963, 1966, 1970, 1976, 1987, 1997 and 2007 by The American Init. Institute of Architects. All rights reserved. WARNING: This AIM, Document is protected by U.S. Copyright Law and International Treaties. Unauthorized 24 reproduction or distribution of this AIAm Document, or any portion of it, may result in severe civil and criminal penalties, and will be prosecuted to the maximum extent possible under the law. This documentwas produced by AIA software at 15:25:02 on 12/09/2016 under Order No.2098809396_1 which expires on 01/17/2017, and is not for resale. User Notes: (1264072562) § 9.3.1.1 As provided in Section 7.3.9, such applications may include requests for payment on account of changes in the Work that have been properly authorized by Construction Change Directives, or by interim determinations of the Architect, but not yet included in Change Orders. § 9.3.1.2 Applications for Payment shall not include requests for payment for portions of the Work for which the Contractor does not intend to pay a Subcontractor or material supplier, unless such Work has been performed by others whom the Contractor intends to pay. § 9.3.2 Unless otherwise provided in the Contract Documents, payments shall be made on account of materials and equipment delivered and suitably stored at the site for subsequent incorporation in the Work. If approved in advance by the Owner, payment may similarly be made for materials and equipment suitably stored off the site at a location agreed upon in writing. Payment for materials and equipment stored on or off the site shall be conditioned upon compliance by the Contractor with procedures satisfactory to the Owner to establish the Owner's title to such materials and equipment or otherwise protect the Owner's interest, and shall include the costs of applicable insurance, storage and transportation to the site for such materials and equipment stored off the site. § 9.3.3 The Contractor warrants that title to all Work covered by an Application for Payment will pass to the Owner no later than the time of payment. The Contractor further warrants that upon submittal of an Application for Payment all Work for which Certificates for Payment have been previously issued and payments received from the Owner shall, to the best of the Contractor's knowledge, information and belief, be free and clear of liens, claims, security interests or encumbrances in favor of the Contractor, Subcontractors, material suppliers, or other persons or entities making a claim by reason of having provided labor, materials and equipment relating to the Work. § 9.4 CERTIFICATES FOR PAYMENT § 9.4.1 The Architect will, within seven days after receipt of the Contractor's Application for Payment, either issue to the Owner a Certificate for Payment, with a copy to the Contractor, for such amount as the Architect determines is properly due, or notify the Contractor and Owner in writing of the Architect's reasons for withholding certification in whole or in part as provided in Section 9.5.1. § 9.4.2 The issuance of a Certificate for Payment will constitute a representation by the Architect to the Owner, based on the Architect's evaluation of the Work and the data comprising the Application for Payment, that, to the best of the Architect's knowledge, information and belief, the Work has progressed to the point indicated and that the quality of the Work is in accordance with the Contract Documents. The foregoing representations are subject to an evaluation of the Work for conformance with the Contract Documents upon Substantial Completion, to results of subsequent tests and inspections, to correction of minor deviations from the Contract Documents prior to completion and to specific qualifications expressed by the Architect. The issuance of a Certificate for Payment will further constitute a representation that the Contractor is entitled to payment in the amount certified. However, the issuance of a Certificate for Payment will not be a representation that the Architect has (1) made exhaustive or continuous on-site inspections to check the quality or quantity of the Work, (2) reviewed construction means, methods, techniques, sequences or procedures, (3) reviewed copies of requisitions received from Subcontractors and material suppliers and other data requested by the Owner to substantiate the Contractor's right to payment, or (4) made examination to ascertain how or for what purpose the Contractor has used money previously paid on account of the Contract Sum. § 9.5 DECISIONS TO WITHHOLD CERTIFICATION § 9.5.1 The Architect may withhold a Certificate for Payment in whole or in part, to the extent reasonably necessary to protect the Owner, if in the Architect's opinion the representations to the Owner required by Section 9.4.2 cannot be made. If the Architect is unable to certify payment in the amount of the Application, the Architect will notify the Contractor and Owner as provided in Section 9.4.1. If the Contractor and Architect cannot agree on a revised amount, the Architect will promptly issue a Certificate for Payment for the amount for which the Architect is able to make such representations to the Owner. The Architect may also withhold a Certificate for Payment or, because of subsequently discovered evidence, may nullify the whole or a part of a Certificate for Payment previously issued, to such extent as may be necessary in the Architect's opinion to protect the Owner from loss for which the Contractor is responsible, including loss resulting from acts and omissions described in Section 3.3.2, because of .1 defective Work not remedied; .2 third party claims filed or reasonable evidence indicating probable filing of such claims unless security acceptable to the Owner is provided by the Contractor; AIA Document A201 T1— 2007. Copyright ©1911, 1915, 1918, 1925, 1937, 1951, 1958, 1961, 1963, 1966, 1970, 1976, 1987, 1997 and 2007 by The American Init. Institute of Architects. All rights reserved. WARNING: This AIA® Document is protected by U.S. Copyright Law and International Treaties. Unauthorized 25 reproduction or distribution of this AIA® Document, or any portion of it, may result in severe civil and criminal penalties, and will be prosecuted to the maximum extent possible under the law. This document was produced by AIA software at 15:25:02 on 1210912016 under Order No.2098809396_1 which expires on 01/17/2017, and is not for resale. User Notes: (1264072562) .3 failure of the Contractor to make payments properly to Subcontractors or for labor, materials or equipment; .4 reasonable evidence that the Work cannot be completed for the unpaid balance of the Contract Sum; .5 damage to the Owner or a separate contractor; .6 reasonable evidence that the Work will not be completed within the Contract Time, and that the unpaid balance would not be adequate to cover actual or liquidated damages for the anticipated delay; or .7 repeated failure to carry out the Work in accordance with the Contract Documents. § 9.5.2 When the above reasons for withholding certification are removed, certification will be made for amounts previously withheld. § 9.5.3 If the Architect withholds certification for payment under Section 9.5.1.3, the Owner may, at its sole option, issue joint checks to the Contractor and to any Subcontractor or material or equipment suppliers to whom the Contractor failed to make payment for Work properly performed or material or equipment suitably delivered. If the Owner makes payments by joint check, the Owner shall notify the Architect and the Architect will reflect such payment on the next Certificate for Payment. § 9.6 PROGRESS PAYMENTS § 9.6.1 After the Architect has issued a Certificate for Payment, the Owner shall make payment in the manner and within the time provided in the Contract Documents, and shall so notify the Architect. § 9.6.2 The Contractor shall pay each Subcontractor no later than seven days after receipt of payment from the Owner the amount to which the Subcontractor is entitled, reflecting percentages actually retained from payments to the Contractor on account of the Subcontractor's portion of the Work. The Contractor shall, by appropriate agreement with each Subcontractor, require each Subcontractor to make payments to Sub -subcontractors in a similar manner. § 9.6.3 The Architect will, on request, furnish to a Subcontractor, if practicable, information regarding percentages of completion or amounts applied for by the Contractor and action taken thereon by the Architect and Owner on account of portions of the Work done by such Subcontractor. § 9.6.4 The Owner has the right to request written evidence from the Contractor that the Contractor has properly paid Subcontractors and material and equipment suppliers amounts paid by the Owner to the Contractor for subcontracted Work. If the Contractor fails to furnish such evidence within seven days, the Owner shall have the right to contact Subcontractors to ascertain whether they have been properly paid. Neither the Owner nor Architect shall have an obligation to pay or to see to the payment of money to a Subcontractor, except as may otherwise be required by law. § 9.6.5 Contractor payments to material and equipment suppliers shall be treated in a manner similar to that provided in Sections 9.6.2, 9.6.3 and 9.6.4. § 9.6.6 A Certificate for Payment, a progress payment, or partial or entire use or occupancy of the Project by the Owner shall not constitute acceptance of Work not in accordance with the Contract Documents. § 9.6.7 Unless the Contractor provides the Owner with a payment bond in the full penal sum of the Contract Sum, payments received by the Contractor for Work properly performed by Subcontractors and suppliers shall be held by the Contractor for those Subcontractors or suppliers who performed Work or furnished materials, or both, under contract with the Contractor for which payment was made by the Owner. Nothing contained herein shall require money to be placed in a separate account and not commingled with money of the Contractor, shall create any fiduciary liability or tort liability on the part of the Contractor for breach of trust or shall entitle any person or entity to an award of punitive damages against the Contractor for breach of the requirements of this provision. § 9.7 FAILURE OF PAYMENT If the Architect does not issue a Certificate for Payment, through no fault of the Contractor, within seven days after receipt of the Contractor's Application for Payment, or if the Owner does not pay the Contractor within seven days after the date established in the Contract Documents the amount certified by the Architect or awarded by binding AIA Document A201 TM — 2007. Copyright ©1911, 1915, 1918, 1925, 1937, 1951, 1958, 1961, 1963, 1966, 1970, 1976, 1987, 1997 and 2007 by The American Init. Institute of Architects. All rights reserved. WARNING: This AIA® Document is protected by U.S. Copyright Law and International Treaties. Unauthorized 26 reproduction or distribution of this AIA'= Document, or any portion of it, may result in severe civil and criminal penalties, and will be prosecuted to the maximum extent possible under the law. This document was produced by AIA software at 15:25:02 on 12/09/2016 under Order No.2098809396_1 which expires on 01/17/2017, and is not for resale. User Notes: (1264072562) dispute resolution, then the Contractor may, upon seven additional days' written notice to the Owner and Architect, stop the Work until payment of the amount owing has been received. The Contract Time shall be extended appropriately and the Contract Sum shall be increased by the amount of the Contractor's reasonable costs of shut -down, delay and start-up, plus interest as provided for in the Contract Documents. § 9.8 SUBSTANTIAL COMPLETION § 9.8.1 Substantial Completion is the stage in the progress of the Work when the Work or designated portion thereof is sufficiently complete in accordance with the Contract Documents so that the Owner can occupy or utilize the Work for its intended use. § 9.8.2 When the Contractor considers that the Work, or a portion thereof which the Owner agrees to accept separately, is substantially complete, the Contractor shall prepare and submit to the Architect a comprehensive list of items to be completed or corrected prior to final payment. Failure to include an item on such list does not alter the responsibility of the Contractor to complete all Work in accordance with the Contract Documents. § 9.8.3 Upon receipt of the Contractor's list, the Architect will make an inspection to determine whether the Work or designated portion thereof is substantially complete. If the Architect's inspection discloses any item, whether or not included on the Contractor's list, which is not sufficiently complete in accordance with the Contract Documents so that the Owner can occupy or utilize the Work or designated portion thereof for its intended use, the Contractor shall, before issuance of the Certificate of Substantial Completion, complete or correct such item upon notification by the Architect. In such case, the Contractor shall then submit a request for another inspection by the Architect to determine Substantial Completion. § 9.8.4 When the Work or designated portion thereof is substantially complete, the Architect will prepare a Certificate of Substantial Completion that shall establish the date of Substantial Completion, shall establish responsibilities of the Owner and Contractor for security, maintenance, heat, utilities, damage to the Work and insurance, and shall fix the time within which the Contractor shall finish all items on the list accompanying the Certificate. Warranties required by the Contract Documents shall commence on the date of Substantial Completion of the Work or designated portion thereof unless otherwise provided in the Certificate of Substantial Completion. § 9.8.5 The Certificate of Substantial Completion shall be submitted to the Owner and Contractor for their written acceptance of responsibilities assigned to them in such Certificate. Upon such acceptance and consent of surety, if any, the Owner shall make payment of retainage applying to such Work or designated portion thereof. Such payment shall be adjusted for Work that is incomplete or not in accordance with the requirements of the Contract Documents. § 9.9 PARTIAL OCCUPANCY OR USE § 9.9.1 The Owner may occupy or use any completed or partially completed portion of the Work at any stage when such portion is designated by separate agreement with the Contractor, provided such occupancy or use is consented to by the insurer as required under Section 11.3.1.5 and authorized by public authorities having jurisdiction over the Project. Such partial occupancy or use may commence whether or not the portion is substantially complete, provided the Owner and Contractor have accepted in writing the responsibilities assigned to each of them for payments, retainage, if any, security, maintenance, heat, utilities, damage to the Work and insurance, and have agreed in writing concerning the period for correction of the Work and commencement of warranties required by the Contract Documents. When the Contractor considers a portion substantially complete, the Contractor shall prepare and submit a list to the Architect as provided under Section 9.8.2. Consent of the Contractor to partial occupancy or use shall not be unreasonably withheld. The stage of the progress of the Work shall be determined by written agreement between the Owner and Contractor or, if no agreement is reached, by decision of the Architect. § 9.9.2 Immediately prior to such partial occupancy or use, the Owner, Contractor and Architect shall jointly inspect the area to be occupied or portion of the Work to be used in order to determine and record the condition of the Work. § 9.9.3 Unless otherwise agreed upon, partial occupancy or use of a portion or portions of the Work shall not constitute acceptance of Work not complying with the requirements of the Contract Documents. AIA Document A20111 — 2007. Copyright © 1911, 1915, 1918, 1925, 1937, 1951, 1958, 1961, 1963, 1966, 1970, 1976, 1987, 1997 and 2007 by The American Init. Institute of Architects. All rights reserved. WARNING: This AIA® Document is protected by U.S. Copyright Law and International Treaties. Unauthorized 27 reproduction or distribution of this AIA' Document, or any portion of it, may result in severe civil and criminal penalties, and will be prosecuted to the maximum extent possible under the law. This document was produced by AIA software at 15:25:02 on 12/09/2016 under Order No.2098809396_1 which expires on 01/17/2017, and is not for resale. User Notes: (1264072562) § 9.10 FINAL COMPLETION AND FINAL PAYMENT § 9.10.1 Upon receipt of the Contractor's written notice that the Work is ready for final inspection and acceptance and upon receipt of a final Application for Payment, the Architect will promptly make such inspection and, when the Architect finds the Work acceptable under the Contract Documents and the Contract fully performed, the Architect will promptly issue a final Certificate for Payment stating that to the best of the Architect's knowledge, information and belief, and on the basis of the Architect's on-site visits and inspections, the Work has been completed in accordance with terms and conditions of the Contract Documents and that the entire balance found to be due the Contractor and noted in the final Certificate is due and payable. The Architect's final Certificate for Payment will constitute a further representation that conditions listed in Section 9.10.2 as precedent to the Contractor's being entitled to final payment have been fulfilled. § 9.10.2 Neither final payment nor any remaining retained percentage shall become due until the Contractor submits to the Architect (1) an affidavit that payrolls, bills for materials and equipment, and other indebtedness connected with the Work for which the Owner or the Owner's property might be responsible or encumbered (less amounts withheld by Owner) have been paid or otherwise satisfied, (2) a certificate evidencing that insurance required by the Contract Documents to remain in force after final payment is currently in effect and will not be canceled or allowed to expire until at least 30 days' prior written notice has been given to the Owner, (3) a written statement that the Contractor knows of no substantial reason that the insurance will not be renewable to cover the period required by the Contract Documents, (4) consent of surety, if any, to final payment and (5), if required by the Owner, other data establishing payment or satisfaction of obligations, such as receipts, releases and waivers of liens, claims, security interests or encumbrances arising out of the Contract, to the extent and in such form as may be designated by the Owner. If a Subcontractor refuses to furnish a release or waiver required by the Owner, the Contractor may furnish a bond satisfactory to the Owner to indemnify the Owner against such lien. If such lien remains unsatisfied after payments are made, the Contractor shall refund to the Owner all money that the Owner may be compelled to pay in discharging such lien, including all costs and reasonable attorneys' fees. § 9.10.3 If, after Substantial Completion of the Work, final completion thereof is materially delayed through no fault of the Contractor or by issuance of Change Orders affecting final completion, and the Architect so confirms, the Owner shall, upon application by the Contractor and certification by the Architect, and without terminating the Contract, make payment of the balance due for that portion of the Work fully completed and accepted. If the remaining balance for Work not fully completed or corrected is less than retainage stipulated in the Contract Documents, and if bonds have been furnished, the written consent of surety to payment of the balance due for that portion of the Work fully completed and accepted shall be submitted by the Contractor to the Architect prior to certification of such payment. Such payment shall be made under terms and conditions governing final payment, except that it shall not constitute a waiver of claims. § 9.10.4 The making of final payment shall constitute a waiver of Claims by the Owner except those arising from .1 liens, Claims, security interests or encumbrances arising out of the Contract and unsettled; .2 failure of the Work to comply with the requirements of the Contract Documents; or .3 terms of special warranties required by the Contract Documents. § 9.10.5 Acceptance of final payment by the Contractor, a Subcontractor or material supplier shall constitute a waiver of claims by that payee except those previously made in writing and identified by that payee as unsettled at the time of final Application for Payment. ARTICLE 10 PROTECTION OF PERSONS AND PROPERTY § 10.1 SAFETY PRECAUTIONS AND PROGRAMS The Contractor shall be responsible for initiating, maintaining and supervising all safety precautions and programs in connection with the performance of the Contract. § 10.2 SAFETY OF PERSONS AND PROPERTY § 10.2.1 The Contractor shall take reasonable precautions for safety of, and shall provide reasonable protection to prevent damage, injury or loss to .1 employees on the Work and other persons who may be affected thereby; .2 the Work and materials and equipment to be incorporated therein, whether in storage on or off the site, under care, custody or control of the Contractor or the Contractor's Subcontractors or Sub -subcontractors; and AIA Document A201 TM — 2007. Copyright ©1911, 1915, 1918, 1925, 1937, 1951, 1958, 1961, 1963, 1966, 1970, 1976, 1987, 1997 and 2007 by The American [nit. Institute of Architects. All rights reserved. WARNING: This AIA° Document is protected by U.S. Copyright Law and International Treaties. Unauthorized 28 reproduction or distribution of this AIA Document, or any portion of it, may result in severe civil and criminal penalties, and will be prosecuted to the maximum extent possible under the law. This document was produced by AIA software at 15:25:02 on 12/09/2016 under Order No.2098809396_1 which expires on 01/17/2017, and is not for resale. User Notes: (1264072562) .3 other property at the site or adjacent thereto, such as trees, shrubs, lawns, walks, pavements, roadways, structures and utilities not designated for removal, relocation or replacement in the course of construction. § 10.2.2 The Contractor shall comply with and give notices required by applicable laws, statutes, ordinances, codes, rules and regulations, and lawful orders of public authorities bearing on safety of persons or property or their protection from damage, injury or loss. § 10.2.3 The Contractor shall erect and maintain, as required by existing conditions and performance of the Contract, reasonable safeguards for safety and protection, including posting danger signs and other warnings against hazards, promulgating safety regulations and notifying owners and users of adjacent sites and utilities. § 10.2.4 When use or storage of explosives or other hazardous materials or equipment or unusual methods are necessary for execution of the Work, the Contractor shall exercise utmost care and carry on such activities under supervision of properly qualified personnel. § 10.2.5 The Contractor shall promptly remedy damage and loss (other than damage or loss insured under property insurance required by the Contract Documents) to property referred to in Sections 10.2.1.2 and 10.2.1.3 caused in whole or in part by the Contractor, a Subcontractor, a Sub -subcontractor, or anyone directly or indirectly employed by any of them, or by anyone for whose acts they may be liable and for which the Contractor is responsible under Sections 10.2.1.2 and 10.2.1.3, except damage or loss attributable to acts or omissions of the Owner or Architect or anyone directly or indirectly employed by either of them, or by anyone for whose acts either of them may be liable, and not attributable to the fault or negligence of the Contractor. The foregoing obligations of the Contractor are in addition to the Contractor's obligations under Section 3.18. § 10.2.6 The Contractor shall designate a responsible member of the Contractor's organization at the site whose duty shall be the prevention of accidents. This person shall be the Contractor's superintendent unless otherwise designated by the Contractor in writing to the Owner and Architect. § 10.2.7 The Contractor shall not permit any part of the construction or site to be loaded so as to cause damage or create an unsafe condition. § 10.2.8 INJURY OR DAMAGE TO PERSON OR PROPERTY If either party suffers injury or damage to person or property because of an act or omission of the other party, or of others for whose acts such party is legally responsible, written notice of such injury or damage, whether or not insured, shall be given to the other party within a reasonable time not exceeding 21 days after discovery. The notice shall provide sufficient detail to enable the other party to investigate the matter. § 10.3 HAZARDOUS MATERIALS § 10.3.1 The Contractor is responsible for compliance with any requirements included in the Contract Documents regarding hazardous materials. If the Contractor encounters a hazardous material or substance not addressed in the Contract Documents and if reasonable precautions will be inadequate to prevent foreseeable bodily injury or death to persons resulting from a material or substance, including but not limited to asbestos or polychlorinated biphenyl (PCB), encountered on the site by the Contractor, the Contractor shall, upon recognizing the condition, immediately stop Work in the affected area and report the condition to the Owner and Architect in writing. § 10.3.2 Upon receipt of the Contractor's written notice, the Owner shall obtain the services of a licensed laboratory to verify the presence or absence of the material or substance reported by the Contractor and, in the event such material or substance is found to be present, to cause it to be rendered harmless. Unless otherwise required by the Contract Documents, the Owner shall furnish in writing to the Contractor and Architect the names and qualifications of persons or entities who are to perform tests verifying the presence or absence of such material or substance or who are to perform the task of removal or safe containment of such material or substance. The Contractor and the Architect will promptly reply to the Owner in writing stating whether or not either has reasonable objection to the persons or entities proposed by the Owner. If either the Contractor or Architect has an objection to a person or entity proposed by the Owner, the Owner shall propose another to whom the Contractor and the Architect have no reasonable objection. When the material or substance has been rendered harmless, Work in the affected area shall resume upon written agreement of the Owner and Contractor. By Change Order, the Contract Time shall be AIA Document A201"m — 2007. Copyright m 1911, 1915, 1918, 1925, 1937, 1951, 1958, 1961, 1963, 1966, 1970, 1976, 1987, 1997 and 2007 by The American Init. Institute of Architects. All rights reserved. WARNING: This AIA® Document is protected by U.S. Copyright Law and International Treaties. Unauthorized 29 reproduction or distribution of this AIA^ Document, or any portion of it, may result in severe civil and criminal penalties, and will be prosecuted to the maximum extent possible under the law. This document was produced by AIA software at 15:25:02 on 12/09/2016 under Order No.2098809396_1 which expires on 01/17/2017, and is not for resale. User Notes: (1264072562) extended appropriately and the Contract Sum shall be increased in the amount of the Contractor's reasonable additional costs of shut -down, delay and start-up. § 10.3.3 To the fullest extent permitted by law, the Owner shall indemnify and hold harmless the Contractor, Subcontractors, Architect, Architect's consultants and agents and employees of any of them from and against claims, damages, losses and expenses, including but not limited to attorneys' fees, arising out of or resulting from performance of the Work in the affected area if in fact the material or substance presents the risk of bodily injury or death as described in Section 10.3.1 and has not been rendered harmless, provided that such claim, damage, loss or expense is attributable to bodily injury, sickness, disease or death, or to injury to or destruction of tangible property (other than the Work itself), except to the extent that such damage, loss or expense is due to the fault or negligence of the party seeking indemnity. § 10.3.4 The Owner shall not be responsible under this Section 10.3 for materials or substances the Contractor brings to the site unless such materials or substances are required by the Contract Documents. The Owner shall be responsible for materials or substances required by the Contract Documents, except to the extent of the Contractor's fault or negligence in the use and handling of such materials or substances. § 10.3.5 The Contractor shall indemnify the Owner for the cost and expense the Owner incurs (1) for remediation of a material or substance the Contractor brings to the site and negligently handles, or (2) where the Contractor fails to perform its obligations under Section 10.3.1, except to the extent that the cost and expense are due to the Owner's fault or negligence. § 10.3.6 If, without negligence on the part of the Contractor, the Contractor is held liable by a government agency for the cost of remediation of a hazardous material or substance solely by reason of performing Work as required by the Contract Documents, the Owner shall indemnify the Contractor for all cost and expense thereby incurred. § 10.4 EMERGENCIES In an emergency affecting safety of persons or property, the Contractor shall act, at the Contractor's discretion, to prevent threatened damage, injury or loss. Additional compensation or extension of time claimed by the Contractor on account of an emergency shall be determined as provided in Article 15 and Article 7. ARTICLE 11 INSURANCE AND BONDS § 11.1 CONTRACTOR'S LIABILITY INSURANCE § 11.1.1 The Contractor shall purchase from and maintain in a company or companies lawfully authorized to do business in the jurisdiction in which the Project is located such insurance as will protect the Contractor from claims set forth below which may arise out of or result from the Contractor's operations and completed operations under the Contract and for which the Contractor may be legally liable, whether such operations be by the Contractor or by a Subcontractor or by anyone directly or indirectly employed by any of them, or by anyone for whose acts any of them may be liable: .1 Claims under workers' compensation, disability benefit and other similar employee benefit acts that are applicable to the Work to be performed; .2 Claims for damages because of bodily injury, occupational sickness or disease, or death of the Contractor's employees; .3 Claims for damages because of bodily injury, sickness or disease, or death of any person other than the Contractor's employees; .4 Claims for damages insured by usual personal injury liability coverage; .5 Claims for damages, other than to the Work itself, because of injury to or destruction of tangible property, including loss of use resulting therefrom; .6 Claims for damages because of bodily injury, death of a person or property damage arising out of ownership, maintenance or use of a motor vehicle; .7 Claims for bodily injury or property damage arising out of completed operations; and .8 Claims involving contractual liability insurance applicable to the Contractor's obligations under Section 3.18. § 11.1.2 The insurance required by Section 11. 1.1 shall be written for not less than limits of liability specified in the Contract Documents or required by law, whichever coverage is greater. Coverages, whether written on an occurrence or claims -made basis, shall be maintained without interruption from the date of commencement of the AIA Document A201 TM — 2007. Copyright ©1911, 1915, 1918, 1925, 1937, 1951, 1958, 1961, 1963, 1966, 1970, 1976, 1987, 1997 and 2007 by The American Init. Institute of Architects. All rights reserved. WARNING: This AIA° Document is protected by U.S. Copyright Law and International Treaties. Unauthorized 30 reproduction or distribution of this AIAO Document, or any portion of it, may result in severe civil and criminal penalties, and will be prosecuted to the maximum extent possible under the law. This document was produced by AIA software at 15:25:02 on 12/09/2016 under Order No.2098809396_1 which expires on 01/17/2017, and is not for resale. User Notes: (1264072562) Work until the date of final payment and termination of any coverage required to be maintained after final payment, and, with respect to the Contractor's completed operations coverage, until the expiration of the period for correction of Work or for such other period for maintenance of completed operations coverage as specified in the Contract Documents. § 11.1.3 Certificates of insurance acceptable to the Owner shall be filed with the Owner prior to commencement of the Work and thereafter upon renewal or replacement of each required policy of insurance. These certificates and the insurance policies required by this Section 11.1 shall contain a provision that coverages afforded under the policies will not be canceled or allowed to expire until at least 30 days' prior written notice has been given to the Owner. An additional certificate evidencing continuation of liability coverage, including coverage for completed operations, shall be submitted with the final Application for Payment as required by Section 9.10.2 and thereafter upon renewal or replacement of such coverage until the expiration of the time required by Section 11.1.2. Information concerning reduction of coverage on account of revised limits or claims paid under the General Aggregate, or both, shall be furnished by the Contractor with reasonable promptness. § 11.1.4 The Contractor shall cause the commercial liability coverage required by the Contract Documents to include (1) the Owner, the Architect and the Architect's consultants as additional insureds for claims caused in whole or in part by the Contractor's negligent acts or omissions during the Contractor's operations; and (2) the Owner as an additional insured for claims caused in whole or in part by the Contractor's negligent acts or omissions during the Contractor's completed operations. § 11.2 OWNER'S LIABILITY INSURANCE The Owner shall be responsible for purchasing and maintaining the Owner's usual liability insurance. § 11.3 PROPERTY INSURANCE § 11.3.1 Unless otherwise provided, the Owner shall purchase and maintain, in a company or companies lawfully authorized to do business in the jurisdiction in which the Project is located, property insurance written on a builder's risk "all-risk" or equivalent policy form in the amount of the initial Contract Sum, plus value of subsequent Contract Modifications and cost of materials supplied or installed by others, comprising total value for the entire Project at the site on a replacement cost basis without optional deductibles. Such property insurance shall be maintained, unless otherwise provided in the Contract Documents or otherwise agreed in writing by all persons and entities who are beneficiaries of such insurance, until final payment has been made as provided in Section 9.10 or until no person or entity other than the Owner has an insurable interest in the property required by this Section 11.3 to be covered, whichever is later. This insurance shall include interests of the Owner, the Contractor, Subcontractors and Sub -subcontractors in the Project. § 11.3.1.1 Property insurance shall be on an "all-risk" or equivalent policy form and shall include, without limitation, insurance against the perils of fire (with extended coverage) and physical loss or damage including, without duplication of coverage, theft, vandalism, malicious mischief, collapse, earthquake, flood, windstorm, falsework, testing and startup, temporary buildings and debris removal including demolition occasioned by enforcement of any applicable legal requirements, and shall cover reasonable compensation for Architect's and Contractor's services and expenses required as a result of such insured loss. § 11.3.1.2 If the Owner does not intend to purchase such property insurance required by the Contract and with all of the coverages in the amount described above, the Owner shall so inform the Contractor in writing prior to commencement of the Work. The Contractor may then effect insurance that will protect the interests of the Contractor, Subcontractors and Sub -subcontractors in the Work, and by appropriate Change Order the cost thereof shall be charged to the Owner. If the Contractor is damaged by the failure or neglect of the Owner to purchase or maintain insurance as described above, without so notifying the Contractor in writing, then the Owner shall bear all reasonable costs properly attributable thereto. § 11.3.1.3 If the property insurance requires deductibles, the Owner shall pay costs not covered because of such deductibles. § 11.3.1.4 This property insurance shall cover portions of the Work stored off the site, and also portions of the Work in transit. AIA Document A201 T" — 2007. Copyright ®1911, 1915, 1918, 1925, 1937, 1951, 1958, 1961, 1963, 1966, 1970, 1976, 1987, 1997 and 2007 by The American Init. Institute of Architects. All rights reserved. WARNING: This AIA° Document is protected by U.S. Copyright Law and International Treaties. Unauthorized 31 reproduction or distribution of this AIA'' Document, or any portion of it, may result in severe civil and criminal penalties, and will be prosecuted to the maximum extent possible under the law. This document was produced by AIA software at 15:25:02 on 12/09/2016 under Order No.2098809396_1 which expires on 01/17/2017, and is not for resale. User Notes: (1264072562) § 11.3.1.5 Partial occupancy or use in accordance with Section 9.9 shall not commence until the insurance company or companies providing property insurance have consented to such partial occupancy or use by endorsement or otherwise. The Owner and the Contractor shall take reasonable steps to obtain consent of the insurance company or companies and shall, without mutual written consent, take no action with respect to partial occupancy or use that would cause cancellation, lapse or reduction of insurance. § 11.3.2 BOILER AND MACHINERY INSURANCE The Owner shall purchase and maintain boiler and machinery insurance required by the Contract Documents or by law, which shall specifically cover such insured objects during installation and until final acceptance by the Owner; this insurance shall include interests of the Owner, Contractor, Subcontractors and Sub -subcontractors in the Work, and the Owner and Contractor shall be named insureds. § 11.3.3 LOSS OF USE INSURANCE The Owner, at the Owner's option, may purchase and maintain such insurance as will insure the Owner against loss of use of the Owner's property due to fire or other hazards, however caused. The Owner waives all rights of action against the Contractor for loss of use of the Owner's property, including consequential losses due to fire or other hazards however caused. § 11.3.4 If the Contractor requests in writing that insurance for risks other than those described herein or other special causes of loss be included in the property insurance policy, the Owner shall, if possible, include such insurance, and the cost thereof shall be charged to the Contractor by appropriate Change Order. § 11.3.5 If during the Project construction period the Owner insures properties, real or personal or both, at or adjacent to the site by property insurance under policies separate from those insuring the Project, or if after final payment property insurance is to be provided on the completed Project through a policy or policies other than those insuring the Project during the construction period, the Owner shall waive all rights in accordance with the terms of Section 11.3.7 for damages caused by fire or other causes of loss covered by this separate property insurance. All separate policies shall provide this waiver of subrogation by endorsement or otherwise. § 11.3.6 Before an exposure to loss may occur, the Owner shall file with the Contractor a copy of each policy that includes insurance coverages required by this Section 11.3. Each policy shall contain all generally applicable conditions, definitions, exclusions and endorsements related to this Project. Each policy shall contain a provision that the policy will not be canceled or allowed to expire, and that its limits will not be reduced, until at least 30 days' prior written notice has been given to the Contractor. § 11.3.7 WAIVERS OF SUBROGATION The Owner and Contractor waive all rights against (1) each other and any of their subcontractors, sub -subcontractors, agents and employees, each of the other, and (2) the Architect, Architect's consultants, separate contractors described in Article 6, if any, and any of their subcontractors, sub -subcontractors, agents and employees, for damages caused by fire or other causes of loss to the extent covered by property insurance obtained pursuant to this Section 11.3 or other property insurance applicable to the Work, except such rights as they have to proceeds of such insurance held by the Owner as fiduciary. The Owner or Contractor, as appropriate, shall require of the Architect, Architect's consultants, separate contractors described in Article 6, if any, and the subcontractors, sub -subcontractors, agents and employees of any of them, by appropriate agreements, written where legally required for validity, similar waivers each in favor of other parties enumerated herein. The policies shall provide such waivers of subrogation by endorsement or otherwise. A waiver of subrogation shall be effective as to a person or entity even though that person or entity would otherwise have a duty of indemnification, contractual or otherwise, did not pay the insurance premium directly or indirectly, and whether or not the person or entity had an insurable interest in the property damaged. § 11.3.8 A loss insured under the Owner's property insurance shall be adjusted by the Owner as fiduciary and made payable to the Owner as fiduciary for the insureds, as their interests may appear, subject to requirements of any applicable mortgagee clause and of Section 11.3.10. The Contractor shall pay Subcontractors their just shares of insurance proceeds received by the Contractor, and by appropriate agreements, written where legally required for validity, shall require Subcontractors to make payments to their Sub -subcontractors in similar manner. AIA Document A2011" — 2007. Copyright ©1911, 1915, 1918, 1925, 1937, 1951, 1958, 1961, 1963, 1966, 1970, 1976, 1987, 1997 and 2007 by The American Init. Institute of Architects. All rights reserved. WARNING: This AIA® Document is protected by U.S. Copyright Law and International Treaties. Unauthorized 32 reproduction or distribution of this AIA" Document, or any portion of it, may result in severe civil and criminal penalties, and will be prosecuted to the maxiinum extent possible under the law. This documentwas produced by AIA software at 15:25:02 on 12/09/2016 under Order No.2098809396_1 which expires on 01/17/2017, and is not for resale. User Notes: (1264072562) § 11.3.9 If required in writing by a party in interest, the Owner as fiduciary shall, upon occurrence of an insured loss, give bond for proper performance of the Owner's duties. The cost of required bonds shall be charged against proceeds received as fiduciary. The Owner shall deposit in a separate account proceeds so received, which the Owner shall distribute in accordance with such agreement as the parties in interest may reach, or as determined in accordance with the method of binding dispute resolution selected in the Agreement between the Owner and Contractor. If after such loss no other special agreement is made and unless the Owner terminates the Contract for convenience, replacement of damaged property shall be performed by the Contractor after notification of a Change in the Work in accordance with Article 7. § 11.3.10 The Owner as fiduciary shall have power to adjust and settle a loss with insurers unless one of the parties in interest shall object in writing within five days after occurrence of loss to the Owner's exercise of this power; if such objection is made, the dispute shall be resolved in the manner selected by the Owner and Contractor as the method of binding dispute resolution in the Agreement. If the Owner and Contractor have selected arbitration as the method of binding dispute resolution, the Owner as fiduciary shall make settlement with insurers or, in the case of a dispute over distribution of insurance proceeds, in accordance with the directions of the arbitrators. § 11.4 PERFORMANCE BOND AND PAYMENT BOND § 11.4.1 The Owner shall have the right to require the Contractor to furnish bonds covering faithful performance of the Contract and payment of obligations arising thereunder as stipulated in bidding requirements or specifically required in the Contract Documents on the date of execution of the Contract. § 11.4.2 Upon the request of any person or entity appearing to be a potential beneficiary of bonds covering payment of obligations arising under the Contract, the Contractor shall promptly furnish a copy of the bonds or shall authorize a copy to be furnished. ARTICLE 12 UNCOVERING AND CORRECTION OF WORK § 12.1 UNCOVERING OF WORK § 12.1.1 If a portion of the Work is covered contrary to the Architect's request or to requirements specifically expressed in the Contract Documents, it must, if requested in writing by the Architect, be uncovered for the Architect's examination and be replaced at the Contractor's expense without change in the Contract Time. § 12.1.2 If a portion of the Work has been covered that the Architect has not specifically requested to examine prior to its being covered, the Architect may request to see such Work and it shall be uncovered by the Contractor. If such Work is in accordance with the Contract Documents, costs of uncovering and replacement shall, by appropriate Change Order, be at the Owner's expense. If such Work is not in accordance with the Contract Documents, such costs and the cost of correction shall be at the Contractor's expense unless the condition was caused by the Owner or a separate contractor in which event the Owner shall be responsible for payment of such costs. § 12.2 CORRECTION OF WORK § 12.2.1 BEFORE OR AFTER SUBSTANTIAL COMPLETION The Contractor shall promptly correct Work rejected by the Architect or failing to conform to the requirements of the Contract Documents, whether discovered before or after Substantial Completion and whether or not fabricated, installed or completed. Costs of correcting such rejected Work, including additional testing and inspections, the cost of uncovering and replacement, and compensation for the Architect's services and expenses made necessary thereby, shall be at the Contractor's expense. § 12.2.2AFTER SUBSTANTIAL COMPLETION § 12.2.2.1 In addition to the Contractor's obligations under Section 3.5, if, within one year after the date of Substantial Completion of the Work or designated portion thereof or after the date for commencement of warranties established under Section 9.9.1, or by terms of an applicable special warranty required by the Contract Documents, any of the Work is found to be not in accordance with the requirements of the Contract Documents, the Contractor shall correct it promptly after receipt of written notice from the Owner to do so unless the Owner has previously given the Contractor a written acceptance of such condition. The Owner shall give such notice promptly after discovery of the condition. During the one-year period for correction of Work, if the Owner fails to notify the Contractor and give the Contractor an opportunity to make the correction, the Owner waives the rights to require correction by the Contractor and to make a claim for breach of warranty. If the Contractor fails to correct AIA Document A201 TM — 2007. Copyright 01911, 1915, 1918, 1925, 1937, 1951, 1958, 1961, 1963, 1966, 1970, 1976, 1987, 1997 and 2007 by The American Init. Institute of Architects. All rights reserved. WARNING: This AIA® Document is protected by U.S. Copyright Law and International Treaties. Unauthorized 33 reproduction or distribution of this AIA° Document, or any portion of it, may result in severe civil and criminal penalties, and will be prosecuted to the maximum extent possible under the law. This document was produced by AIA software at 15:25:02 on 12/09/2016 under Order No.2098809396_1 which expires on 01/17/2017, and is not for resale. User Notes: (1264072562) nonconforming Work within a reasonable time during that period after receipt of notice from the Owner or Architect, the Owner may correct it in accordance with Section 2.4. § 12.2.2.2 The one-year period for correction of Work shall be extended with respect to portions of Work first performed after Substantial Completion by the period of time between Substantial Completion and the actual completion of that portion of the Work. § 12.2.2.3 The one-year period for correction of Work shall not be extended by corrective Work performed by the Contractor pursuant to this Section 12.2. § 12.2.3 The Contractor shall remove from the site portions of the Work that are not in accordance with the requirements of the Contract Documents and are neither corrected by the Contractor nor accepted by the Owner. § 12.2.4 The Contractor shall bear the cost of correcting destroyed or damaged construction, whether completed or partially completed, of the Owner or separate contractors caused by the Contractor's correction or removal of Work that is not in accordance with the requirements of the Contract Documents. § 12.2.5 Nothing contained in this Section 12.2 shall be construed to establish a period of limitation with respect to other obligations the Contractor has under the Contract Documents. Establishment of the one-year period for correction of Work as described in Section 12.2.2 relates only to the specific obligation of the Contractor to correct the Work, and has no relationship to the time within which the obligation to comply with the Contract Documents may be sought to be enforced, nor to the time within which proceedings may be commenced to establish the Contractor's liability with respect to the Contractor's obligations other than specifically to correct the Work. § 12.3 ACCEPTANCE OF NONCONFORMING WORK If the Owner prefers to accept Work that is not in accordance with the requirements of the Contract Documents, the Owner may do so instead of requiring its removal and correction, in which case the Contract Sum will be reduced as appropriate and equitable. Such adjustment shall be effected whether or not final payment has been made. ARTICLE 13 MISCELLANEOUS PROVISIONS § 13.1 GOVERNING LAW The Contract shall be governed by the law of the place where the Project is located except that, if the parties have selected arbitration as the method of binding dispute resolution, the Federal Arbitration Act shall govern Section 15.4. § 13.2 SUCCESSORS AND ASSIGNS § 13.2.1 The Owner and Contractor respectively bind themselves, their partners, successors, assigns and legal representatives to covenants, agreements and obligations contained in the Contract Documents. Except as provided in Section 13.2.2, neither party to the Contract shall assign the Contract as a whole without written consent of the other. If either party attempts to make such an assignment without such consent, that party shall nevertheless remain legally responsible for all obligations under the Contract. § 13.2.2 The Owner may, without consent of the Contractor, assign the Contract to a lender providing construction financing for the Project, if the lender assumes the Owner's rights and obligations under the Contract Documents. The Contractor shall execute all consents reasonably required to facilitate such assignment. § 13.3 WRITTEN NOTICE Written notice shall be deemed to have been duly served if delivered in person to the individual, to a member of the firm or entity, or to an officer of the corporation for which it was intended; or if delivered at, or sent by registered or certified mail or by courier service providing proof of delivery to, the last business address known to the party giving notice. § 13.4 RIGHTS AND REMEDIES § 13.4.1 Duties and obligations imposed by the Contract Documents and rights and remedies available thereunder shall be in addition to and not a limitation of duties, obligations, rights and remedies otherwise imposed or available by law. AIA Document A201 TM — 2007. Copyright ©1911, 1915, 1918, 1925, 1937, 1951, 1958, 1961, 1963, 1966, 1970, 1976, 1987, 1997 and 2007 by The American Init. Institute of Architects. All rights reserved. WARNING: This AIA° Document is protected by U.S. Copyright Law and International Treaties. Unauthorized 34 reproduction or distribution of this AIA° Document, or any portion of it, may result in severe civil and criminal penalties, and will be prosecuted to the maximum extent possible under the law. This document was produced by AIA software at 15:25:02 on 12/09/2016 under Order No.2098809396_1 which expires on 01/17/2017, and is not for resale. User Notes: (1264072562) § 13.4.2 No action or failure to act by the Owner, Architect or Contractor shall constitute a waiver of a right or duty afforded them under the Contract, nor shall such action or failure to act constitute approval of or acquiescence in a breach there under, except as may be specifically agreed in writing. § 13.5 TESTS AND INSPECTIONS § 13.5.1 Tests, inspections and approvals of portions of the Work shall be made as required by the Contract Documents and by applicable laws, statutes, ordinances, codes, rules and regulations or lawful orders of public authorities. Unless otherwise provided, the Contractor shall make arrangements for such tests, inspections and approvals with an independent testing laboratory or entity acceptable to the Owner, or with the appropriate public authority, and shall bear all related costs of tests, inspections and approvals. The Contractor shall give the Architect timely notice of when and where tests and inspections are to be made so that the Architect may be present for such procedures. The Owner shall bear costs of (1) tests, inspections or approvals that do not become requirements until after bids are received or negotiations concluded, and (2) tests, inspections or approvals where building codes or applicable laws or regulations prohibit the Owner from delegating their cost to the Contractor. § 13.5.2 If the Architect, Owner or public authorities having jurisdiction determine that portions of the Work require additional testing, inspection or approval not included under Section 13.5.1, the Architect will, upon written authorization from the Owner, instruct the Contractor to make arrangements for such additional testing, inspection or approval by an entity acceptable to the Owner, and the Contractor shall give timely notice to the Architect of when and where tests and inspections are to be made so that the Architect may be present for such procedures. Such costs, except as provided in Section 13.5.3, shall be at the Owner's expense. § 13.5.3 If such procedures for testing, inspection or approval under Sections 13.5.1 and 13.5.2 reveal failure of the portions of the Work to comply with requirements established by the Contract Documents, all costs made necessary by such failure including those of repeated procedures and compensation for the Architect's services and expenses shall be at the Contractor's expense. § 13.5.4 Required certificates of testing, inspection or approval shall, unless otherwise required by the Contract Documents, be secured by the Contractor and promptly delivered to the Architect. § 13.5.5 If the Architect is to observe tests, inspections or approvals required by the Contract Documents, the Architect will do so promptly and, where practicable, at the normal place of testing. § 13.5.6 Tests or inspections conducted pursuant to the Contract Documents shall be made promptly to avoid unreasonable delay in the Work. § 13.6 INTEREST Payments due and unpaid under the Contract Documents shall bear interest from the date payment is due at such rate as the parties may agree upon in writing or, in the absence thereof, at the legal rate prevailing from time to time at the place where the Project is located. § 13.7 TIME LIMITS ON CLAIMS The Owner and Contractor shall commence all claims and causes of action, whether in contract, tort, breach of warranty or otherwise, against the other arising out of or related to the Contract in accordance with the requirements of the final dispute resolution method selected in the Agreement within the time period specified by applicable law, but in any case not more than 10 years after the date of Substantial Completion of the Work. The Owner and Contractor waive all claims and causes of action not commenced in accordance with this Section 13.7. ARTICLE 14 TERMINATION OR SUSPENSION OF THE CONTRACT § 14.1 TERMINATION BY THE CONTRACTOR § 14.1.1 The Contractor may terminate the Contract if the Work is stopped for a period of 30 consecutive days through no act or fault of the Contractor or a Subcontractor, Sub -subcontractor or their agents or employees or any other persons or entities performing portions of the Work under direct or indirect contract with the Contractor, for any of the following reasons: .1 Issuance of an order of a court or other public authority having jurisdiction that requires all Work to be stopped; AIA Document A201 TM — 2007. Copyright ©1911, 1915, 1918, 1925, 1937, 1951, 1958, 1961, 1963, 1966, 1970, 1976, 1987, 1997 and 2007 by The American Init. Institute of Architects. All rights reserved. WARNING: This AIAO Document is protected by U.S. Copyright Law and International Treaties. Unauthorized 35 reproduction or distribution of this AIA° Document, or any portion of it, may result in severe civil and criminal penalties, and will be prosecuted to the maximum extent possible under the law. This document was produced by AIA software at 15:25:02 on 12/09/2016 under Order No.2098809396_1 which expires on 01/17/2017, and is not for resale. User Notes: (1264072562) .2 An act of government, such as a declaration of national emergency that requires all Work to be stopped; .3 Because the Architect has not issued a Certificate for Payment and has not notified the Contractor of the reason for withholding certification as provided in Section 9.4.1, or because the Owner has not made payment on a Certificate for Payment within the time stated in the Contract Documents; or .4 The Owner has failed to furnish to the Contractor promptly, upon the Contractor's request, reasonable evidence as required by Section 2.2.1. § 14.1.2 The Contractor may terminate the Contract if, through no act or fault of the Contractor or a Subcontractor, Sub -subcontractor or their agents or employees or any other persons or entities performing portions of the Work under direct or indirect contract with the Contractor, repeated suspensions, delays or interruptions of the entire Work by the Owner as described in Section 14.3 constitute in the aggregate more than 100 percent of the total number of days scheduled for completion, or 120 days in any 365 -day period, whichever is less. § 14.1.3 If one of the reasons described in Section 14. 1.1 or 14.1.2 exists, the Contractor may, upon seven days' written notice to the Owner and Architect, terminate the Contract and recover from the Owner payment for Work executed, including reasonable overhead and profit, costs incurred by reason of such termination, and damages. § 14.1.4 If the Work is stopped for a period of 60 consecutive days through no act or fault of the Contractor or a Subcontractor or their agents or employees or any other persons performing portions of the Work under contract with the Contractor because the Owner has repeatedly failed to fulfill the Owner's obligations under the Contract Documents with respect to matters important to the progress of the Work, the Contractor may, upon seven additional days' written notice to the Owner and the Architect, terminate the Contract and recover from the Owner as provided in Section 14.1.3. § 14.2 TERMINATION BY THE OWNER FOR CAUSE § 14.2.1 The Owner may terminate the Contract if the Contractor .1 repeatedly refuses or fails to supply enough properly skilled workers or proper materials; .2 fails to make payment to Subcontractors for materials or labor in accordance with the respective agreements between the Contractor and the Subcontractors; .3 repeatedly disregards applicable laws, statutes, ordinances, codes, rules and regulations, or lawful orders of a public authority; or .4 otherwise is guilty of substantial breach of a provision of the Contract Documents. § 14.2.2 When any of the above reasons exist, the Owner, upon certification by the Initial Decision Maker that sufficient cause exists to justify such action, may without prejudice to any other rights or remedies of the Owner and after giving the Contractor and the Contractor's surety, if any, seven days' written notice, terminate employment of the Contractor and may, subject to any prior rights of the surety: .1 Exclude the Contractor from the site and take possession of all materials, equipment, tools, and construction equipment and machinery thereon owned by the Contractor; .2 Accept assignment of subcontracts pursuant to Section 5.4; and .3 Finish the Work by whatever reasonable method the Owner may deem expedient. Upon written request of the Contractor, the Owner shall furnish to the Contractor a detailed accounting of the costs incurred by the Owner in finishing the Work. § 14.2.3 When the Owner terminates the Contract for one of the reasons stated in Section 14.2.1, the Contractor shall not be entitled to receive further payment until the Work is finished. § 14.2.4 If the unpaid balance of the Contract Sum exceeds costs of finishing the Work, including compensation for the Architect's services and expenses made necessary thereby, and other damages incurred by the Owner and not expressly waived, such excess shall be paid to the Contractor. If such costs and damages exceed the unpaid balance, the Contractor shall pay the difference to the Owner. The amount to be paid to the Contractor or Owner, as the case may be, shall be certified by the Initial Decision Maker, upon application, and this obligation for payment shall survive termination of the Contract. AIA Document A207 TM' — 2007. Copyright ©1911, 1915, 1918, 1925, 1937, 1951, 1958, 1961, 1963, 1966, 1970, 1976, 1987, 1997 and 2007 by The American Init. Institute of Architects. All rights reserved. WARNING: This AIA° Document is protected by U.S. Copyright Law and International Treaties. Unauthorized 36 reproduction or distribution of this AIA° Document, or any portion of it, may result in severe civil and criminal penalties, and will be prosecuted to the maximum extent possible under the law. This document was produced by AIA software at 15:25:02 on 12/09/2016 under Order No.2098809396_1 which expires on 01/17/2017, and is not for resale. User Notes: (1264072562) § 14.3 SUSPENSION BY THE OWNER FOR CONVENIENCE § 14.3.1 The Owner may, without cause, order the Contractor in writing to suspend, delay or interrupt the Work in whole or in part for such period of time as the Owner may determine. § 14.3.2 The Contract Sum and Contract Time shall be adjusted for increases in the cost and time caused by suspension, delay or interruption as described in Section 14.3.1. Adjustment of the Contract Sum shall include profit. No adjustment shall be made to the extent .1 that performance is, was or would have been so suspended, delayed or interrupted by another cause for which the Contractor is responsible; or .2 that an equitable adjustment is made or denied under another provision of the Contract. § 14.4 TERMINATION BY THE OWNER FOR CONVENIENCE § 14.4.1 The Owner may, at any time, terminate the Contract for the Owner's convenience and without cause. § 14.4.2 Upon receipt of written notice from the Owner of such termination for the Owner's convenience, the Contractor shall .1 cease operations as directed by the Owner in the notice; .2 take actions necessary, or that the Owner may direct, for the protection and preservation of the Work; and .3 except for Work directed to be performed prior to the effective date of termination stated in the notice, terminate all existing subcontracts and purchase orders and enter into no further subcontracts and purchase orders. § 14.4.3 In case of such termination for the Owner's convenience, the Contractor shall be entitled to receive payment for Work executed, and costs incurred by reason of such termination, along with reasonable overhead and profit on the Work not executed. ARTICLE 15 CLAIMS AND DISPUTES § 15.1 CLAIMS § 15.1.1 DEFINITION A Claim is a demand or assertion by one of the parties seeking, as a matter of right, payment of money, or other relief with respect to the terms of the Contract. The term "Claim" also includes other disputes and matters in question between the Owner and Contractor arising out of or relating to the Contract. The responsibility to substantiate Claims shall rest with the party making the Claim. § 15.1.2 NOTICE OF CLAIMS Claims by either the Owner or Contractor must be initiated by written notice to the other party and to the Initial Decision Maker with a copy sent to the Architect, if the Architect is not serving as the Initial Decision Maker. Claims by either party must be initiated within 21 days after occurrence of the event giving rise to such Claim or within 21 days after the claimant first recognizes the condition giving rise to the Claim, whichever is later. § 15.1.3 CONTINUING CONTRACT PERFORMANCE Pending final resolution of a Claim, except as otherwise agreed in writing or as provided in Section 9.7 and Article 14, the Contractor shall proceed diligently with performance of the Contract and the Owner shall continue to make payments in accordance with the Contract Documents. The Architect will prepare Change Orders and issue Certificates for Payment in accordance with the decisions of the Initial Decision Maker. § 15.1.4 CLAIMS FOR ADDITIONAL COST If the Contractor wishes to make a Claim for an increase in the Contract Sum, written notice as provided herein shall be given before proceeding to execute the Work. Prior notice is not required for Claims relating to an emergency endangering life or property arising under Section 10.4. § 15.1.5 CLAIMS FOR ADDITIONAL TIME § 15.1.5.1 If the Contractor wishes to make a Claim for an increase in the Contract Time, written notice as provided herein shall be given. The Contractor's Claim shall include an estimate of cost and of probable effect of delay on progress of the Work. In the case of a continuing delay, only one Claim is necessary. AIA Document A201 TM — 2007. Copyright© 1911, 1915, 1918, 1925, 1937, 1951, 1958, 1961, 1963, 1966, 1970, 1976, 1987, 1997 and 2007 by The American Init. Institute of Architects. All rights reserved. WARNING: This A[ AO Document is protected by U.S. Copyright Law and International Treaties. Unauthorized 37 reproduction or distribution of this AIA° Document, or any portion of it, may result in severe civil and criminal penalties, and will be prosecuted to the maximum extent possible under the law. This document was produced by AIA software at 15:25:02 on 12/09/2016 under Order No.2098809396_1 which expires on 01/17/2017, and is not for resale. User Notes: (1264072562) § 15.1.5.2 If adverse weather conditions are the basis for a Claim for additional time, such Claim shall be documented by data substantiating that weather conditions were abnormal for the period of time, could not have been reasonably anticipated and had an adverse effect on the scheduled construction. § 15.1.6 CLAIMS FOR CONSEQUENTIAL DAMAGES The Contractor and Owner waive Claims against each other for consequential damages arising out of or relating to this Contract. This mutual waiver includes .1 damages incurred by the Owner for rental expenses, for losses of use, income, profit, financing, business and reputation, and for loss of management or employee productivity or of the services of such persons; and .2 damages incurred by the Contractor for principal office expenses including the compensation of personnel stationed there, for losses of financing, business and reputation, and for loss of profit except anticipated profit arising directly from the Work. This mutual waiver is applicable, without limitation, to all consequential damages due to either.party's termination in accordance with Article 14. Nothing contained in this Section 15.1.6 shall be deemed to preclude an award of liquidated damages, when applicable, in accordance with the requirements of the Contract Documents. § 15.2 INITIAL DECISION § 15.2.1 Claims, excluding those arising under Sections 10.3, 10.4, 11.3.9, and 11.3.10, shall be referred to the Initial Decision Maker for initial decision. The Architect will serve as the Initial Decision Maker, unless otherwise indicated in the Agreement. Except for those Claims excluded by this Section 15.2.1, an initial decision shall be required as a condition precedent to mediation of any Claim arising prior to the date final payment is due, unless 30 days have passed after the Claim has been referred to the Initial Decision Maker with no decision having been rendered. Unless the Initial Decision Maker and all affected parties agree, the Initial Decision Maker will not decide disputes between the Contractor and persons or entities other than the Owner. § 15.2.2 The Initial Decision Maker will review Claims and within ten days of the receipt of a Claim take one or more of the following actions: (1) request additional supporting data from the claimant or a response with supporting data from the other party, (2) reject the Claim in whole or in part, (3) approve the Claim, (4) suggest a compromise, or (5) advise the parties that the Initial Decision Maker is unable to resolve the Claim if the Initial Decision Maker lacks sufficient information to evaluate the merits of the Claim or ifthe Initial Decision Maker concludes that, in the Initial Decision Maker's sole discretion, it would be inappropriate for the Initial Decision Maker to resolve the Claim. § 15.2.3 In evaluating Claims, the Initial Decision Maker may, but shall not be obligated to, consult with or seek information from either party or from persons with special knowledge or expertise who may assist the Initial Decision Maker in rendering a decision. The Initial Decision Maker may request the Owner to authorize retention of such persons at the Owner's expense. § 15.2.4 If the Initial Decision Maker requests a party to provide a response to a Claim or to furnish additional supporting data, such party shall respond, within ten days after receipt of such request, and shall either (1) provide a response on the requested supporting data, (2) advise the Initial Decision Maker when the response or supporting data will be furnished or (3) advise the Initial Decision Maker that no supporting data will be furnished. Upon receipt of the response or supporting data, if any, the Initial Decision Maker will either reject or approve the Claim in whole or in part. § 15.2.5 The Initial Decision Maker will render an initial decision approving or rejecting the Claim, or indicating that the Initial Decision Maker is unable to resolve the Claim. This initial decision shall (1) be in writing; (2) state the reasons therefor; and (3) notify the parties and the Architect, if the Architect is not serving as the Initial Decision Maker, of any change in the Contract Sum or Contract Time or both. The initial decision shall be final and binding on the parties but subject to mediation and, if the parties fail to resolve their dispute through mediation, to binding dispute resolution. § 15.2.6 Either party may file for mediation of an initial decision at any time, subject to the terms of Section 15.2.6.1. AIA Document A201 TM — 2007. Copyright ©1911, 1915, 1918, 1925, 1937, 1951, 1958, 1961, 1963, 1966, 1970, 1976, 1987, 1997 and 2007 by The American Init. Institute of Architects. All rights reserved. WARNING: This AIA® Document is protected by U.S. Copyright Law and International Treaties. Unauthorized 38 reproduction or distribution of this AIA° Document, or any portion of it, may result in severe civil and criminal penalties, and will be prosecuted to the maximum extent possible under the law. This document was produced by AIA software at 15:25:02 on 12/09/2016 under Order No.2098809396_1 which expires on 01/17/2017, and is not for resale. User Notes: (1264072562) § 15.2.6.1 Either party may, within 30 days from the date of an initial decision, demand in writing that the other party file for mediation within 60 days of the initial decision. If such a demand is made and the party receiving the demand fails to file for mediation within the time required, then both parties waive their rights to mediate or pursue binding dispute resolution proceedings with respect to the initial decision. § 15.2.7 In the event of a Claim against the Contractor, the Owner may, but is not obligated to, notify the surety, if any; of the nature and amount of the Claim. If the Claim relates to a possibility of a Contractor's default, the Owner may, but is not obligated to, notify the surety and request the surety's assistance in resolving the controversy. § 15.2.8 If a Claim relates to or is the subject of a mechanic's lien, the party asserting such Claim may proceed in accordance with applicable law to comply with the lien notice or filing deadlines. § 15.3 MEDIATION § 15.3.1 Claims, disputes, or other matters in controversy arising out of or related to the Contract except those waived as provided for in Sections 9.10.4, 9.10.5, and 15.1.6 shall be subject to mediation as a condition precedent to binding dispute resolution. § 15.3.2 The parties shall endeavor to resolve their Claims by mediation which, unless the parties mutually agree otherwise, shall be administered by the American Arbitration Association in accordance with its Construction Industry Mediation Procedures in effect on the date of the Agreement. A request for mediation shall be made in writing, delivered to the other party to the Contract, and filed with the person or entity administering the mediation. The request may be made concurrently with the filing of binding dispute resolution proceedings but, in such event, mediation shall proceed in advance of binding dispute resolution proceedings, which shall be stayed pending mediation for a period of 60 days from the date of filing, unless stayed for a longer period by agreement of the parties or court order. If an arbitration is stayed pursuant to this Section 15.3.2, the parties may nonetheless proceed to the selection of the arbitrator(s) and agree upon a schedule for later proceedings. § 15.3.3 The parties shall share the mediator's fee and any filing fees equally. The mediation shall be held in the place where the Project is located, unless another location is mutually agreed upon. Agreements reached in mediation shall be enforceable as settlement agreements in any court having jurisdiction thereof. § 15.4 ARBITRATION § 15.4.1 If the parties have selected arbitration as the method for binding dispute resolution in the Agreement, any Claim subject to, but not resolved by, mediation shall be subject to arbitration which, unless the parties mutually agree otherwise, shall be administered by the American Arbitration Association in accordance with its Construction Industry Arbitration Rules in effect on the date of the Agreement. A demand for arbitration shall be made in writing, delivered to the other party to the Contract, and filed with the person or entity administering the arbitration. The party filing a notice of demand for arbitration must assert in the demand all Claims then known to that party on which arbitration is permitted to be demanded. § 15.4.1.1 A demand for arbitration shall be made no earlier than concurrently with the filing of a request for mediation, but in no event shall it be made after the date when the institution of legal or equitable proceedings based on the Claim would be barred by the applicable statute of limitations. For statute of limitations purposes, receipt of a written demand for arbitration by the person or entity administering the arbitration shall constitute the institution of legal or equitable proceedings based on the Claim. § 15.4.2 The award rendered by the arbitrator or arbitrators shall be final, and judgment may be entered upon it in accordance with applicable law in any court having jurisdiction thereof. § 15.4.3 The foregoing agreement to arbitrate and other agreements to arbitrate with an additional person or entity duly consented to by parties to the Agreement shall be specifically enforceable under applicable law in any court having jurisdiction thereof. § 15.4.4 CONSOLIDATION OR JOINDER § 15.4.4.1 Either party, at its sole discretion, may consolidate an arbitration conducted under this Agreement with any other arbitration to which it is a party provided that (1) the arbitration agreement governing the other arbitration AIA Document A2 01TM — 2007. Copyright ©1911, 1915, 1918, 1925, 1937, 1951, 1958, 1961, 1963, 1966, 1970, 1976, 1987, 1997 and 2007 by The American Init. Institute of Architects. All rights reserved. WARNING: This AIA® Document is protected by U.S. Copyright Law and International Treaties. Unauthorized 39 reproduction or distribution of this AIA® Document, or any portion of it, may result in severe civil and criminal penalties, and will be prosecuted to the maximum extent possible under the law. This document was produced by AIA software at 15:25:02 on 12/09/2016 under Order No.2098809396_1 which expires on 01/17/2017, and is not for resale. User Notes: (1264072562) permits consolidation, (2) the arbitrations to be consolidated substantially involve common questions of law or fact, and (3) the arbitrations employ materially similar procedural rules and methods for selecting arbitrator(s). § 15.4.4.2 Either party, at its sole discretion, may include by joinder persons or entities substantially involved in a common question of law or fact whose presence is required if complete relief is to be accorded in arbitration, provided that the party sought to be joined consents in writing to such joinder. Consent to arbitration involving an additional person or entity shall not constitute consent to arbitration of any claim, dispute or other matter in question not described in the written consent. § 15.4.4.3 The Owner and Contractor grant to any person or entity made a party to an arbitration conducted under this Section 15.4, whether by joinder or consolidation, the same rights of joinder and consolidation as the Owner and Contractor under this Agreement. AIA Document A2011" — 2007. Copyright ©1911, 1915, 1918, 1925, 1937, 1951, 1958, 1961, 1963, 1966, 1970, 1976, 1987, 1997 and 2007 by The American Init. Institute of Architects. All rights reserved. WARNING: This AIA° Document is protected by U.S. Copyright Law and International Treaties. Unauthorized 40 reproduction or distribution of this AIA' Document, or any portion of it, may result in severe civil and criminal penalties, and will be prosecuted to / the maximum extent possible under the law. This document was produced by AIA software at 15:25:02 on 12/09/2016 under Order No.2098809396-1 which expires on 01/17/2017, and is not for resale. User Notes: (1264072562) City of Meridian – Storey Park ADA Upgrades December 2016 Page 1 of 1 EXHIBIT B CONTRACT DOCUMENT SCHEDULE CITY OF MERIDIAN STOREY PARK RESTROOM ADA UPGRADE 205 E FRANKLIN ROAD MERIDIAN, IDAHO 83642 KC PROJECT NO. 16-082 DECEMBER 2016 PROJECT DOCUMENTS as issued Insight Architects PROJECT MANUAL Project Specifications, Complete – dated November 21, 2016 DRAWINGS – Dated 11-21-2016 GENERAL A0.1 Cover Sheet A2.0 Accessibility Sheet ARCHITECTURAL A1.1 Main Level Existing / Demo & Proposed A2.1 Interior Elevations & Details CDBG Supplemental General Conditions These Supplemental General Conditions are to be part of a City of Meridian Community Development Block Grant funded construction project. Preconstruction Conference After the contract(s) have been awarded but before the start of construction, a conference will be held for the purpose of discussing requirements on such matters as project supervision, progress schedule and reports, payrolls, payment to contractors, contract change order, insurance, safety and other items pertinent to the project. The contractor shall arrange to have all subcontractors and supervisory personnel connected with the project on hand to meet with representatives of the engineer and owner to discuss any problems anticipated Reports and Information The contractor, at such times and in such forms as the City may require, shall furnish the City such periodic reports as requested pertaining to the work or services undertaken pursuant to this contract, the costs and obligations incurred or to be incurred in connection therewith, and any other matters covered by this contract. Conflict of Interest No member, officer, or employees of the grantee, or its designees or agents, no members of the grantee's governing body and no other public official of the grantee who exercises any functions or responsibilities with respect to this contract during his/her tenure or for one (1) year thereafter, shall have any interest, direct or indirect, in work to be performed in connection with this contract. All contractors shall incorporate, or cause to be incorporated, in all subcontracts, a provision prohibiting such interest. Minority Business Enterprise Affirmative steps will be taken to assure that small, minority and female businesses and firms located in labor surplus areas are used when possible as sources of supplies, equipment, construction and services. Affirmative steps shall include the following: 1. Include any such qualified firms on solicitation lists. 2. Assure that such firms are solicited whenever they are potential sources. 3. When economically feasible, divide total requirements into small tasks or quantities so as to permit such firms maximum participation. 4. Where possible, establish delivery schedules which will encourage such participation. 5. Use the services and assistance of the Small Business Administration, Idaho Transportation Department's Disadvantage Business Enterprise Program, and other sources when appropriate. (24 CFR Part 85.36(e)(vi)) HUD Section 3 If the CDBG funding for this project exceeds $200,000 and the construction contract exceeds $100,000, the parties to this contract will comply with the regulations set forth in 24 CFR Part 135, and all applicable rules and orders of the department issued thereunder. Section 3 requires that to the greatest extent feasible opportunities for training and employment be given to lower income residents of the project area and contracts for work in connection with the project be awarded to business concerns which are located in, or owned in substantial part by persons residing in the area of the project. The parties to this contract certify and agree that they are under no contractual or other disability that would prevent them from complying with these requirements. The contractor will include this Section 3 clause in every subcontract in excess of $100,000 for work in connection with the project. Failure to fulfill these requirements shall subject the contractor and subcontractors, its successors, and assigns to those sanctions specified by the grant agreement through which federal assistance is provided, and to such sanctions as are specified by 24 CFR Part 135. Bonding All bids shall be accompanied by a guarantee equal to at least five percent (5%) of the bid amount. This guarantee may be in the form of a bond, certified check or other negotiable instrument. Bid bonds will be accompanied by power of attorney bearing the same date as the bond. If this contract is for an amount in excess of $10,000, the contractor shall furnish a performance bond in an amount at least equal to one hundred percent (100%) of the contract price as security for the faithful performance of this contract. The contractor shall also furnish a payment bond in an amount not less than one hundred percent (100%) of the contract price as security for the payment of all persons performing labor under this contract and furnishing materials in connection with this contract. Idaho Code shall govern if this contract is $100,000 or less. (24 CFR Part 85.36(h) and Idaho Code 31-40054006 and 54-1925-1929) Public Works Licensing of Contractors Prior to the award of the contract, bidders shall possess or obtain a license issued in the state of Idaho by the Idaho Public Works Contractors License Board in the class and type specified for the value and scope of work to be done in accordance with the provision of Title 54, Chapter 19, Idaho Code, as amended. Subcontractors undertaking to perform any work covered by the contract must also possess or obtain a license prior to award of the contract. Any construction project with an estimated cost of less than ten thousand dollars ($10,000) is exempt from the licensing requirement. Standard Environmental Mitigation Measures 1. The construction contractors must comply with the Rules for the Control of Air Pollution in Idaho, IDAPA 58.01.01.651, by implementing precautions to prevent particulate matter from becoming airborne. 2. If any items of suspected historical or archaeological value are uncovered during construction, the contractor will be required to stop work and contact the Idaho State Historic Preservation Office and the Idaho Department of Commerce. 3. The collection and disposal of storm and surface water runoff from the project site must comply with the Idaho Department of Environmental Quality's (DEQ) Catalog of Storm Water Best Management Practices for design of all storm water treatment and disposal systems. 4. The contractor shall comply with the provisions of the Environmental Protection Agency's National Pollutant Discharge Elimination System (NPDES) General Permit for Storm Water Discharge from Construction Activities and the Construction Storm Water Pollution Prevention Plan (SWPPP). 5. If during the construction of the project, an underground storage tank, buried drum, other container, contaminated soil, or debris not scheduled for removal under the contract are discovered, the Contractor shall immediately notify the Engineer and the City. No attempt shall be made to excavate, open, or remove such material without written approval. Clean Air and Water Act For all contracts and subcontracts exceeding $100,000, the contractor and all subcontractors shall comply with the requirements of the Clean Air Act, as amended, 42 USC 1857 et seq., the Federal Water Pollution Control Act, as amended, 33 USC 1368 et seq., and the regulations of the Environmental Protection Agency with respect thereto, at 40 CFR 15, as amended. 1. Any building, facility or site listed on the EPA List of Violating Facilities as of this contract may not be used in the performance of this contract. 2. The contractor will comply with all the requirements of Section 114 of the Air Act and Section 308 of the Water Act relating to inspection, monitoring, entry, reports and information, as well as other requirements specified in Sections 114 and 308 of the respective Acts, and all regulations and guidelines issued thereunder. 3. Prior to signing this contract, the contractor shall notify the grantee of any communication from EPA indicating that a facility to be used in the performance of this contract is under consideration to be listed on the EPA List of Violating Facilities. 4. The contractor shall include or cause to be included these four (4) provisions in every subcontract in excess of $100,000 and take such action as the government may direct as a means of enforcing such provisions. Insurance During Construction The contractor shall have in effect without interruption from the date of construction commencement until final payment is made and the Project is closed -out pursuant to the terms of this Contract, the following types of insurance. Further, the contractor warrants such insurance coverage shall be written on an "occurrence" basis and will be obtained with the following minimum liability limits: 1. Workers' Compensation Insurance and Employer's Liability Insurance: (1) State: Statutory Limits (2) Employer's Liability: $100,000 per accident $500,000 Disease, Policy Limit $100,000 Disease, Each Employee 2. Comprehensive or Commercial General Liability Insurance which shall be endorsed to name the DEPARTMENT as an additional insured. It shall include premises operation, owners and contractors protective liability, products and completed operations liability, personal injury liability including employee acts, broad form property damage liability and blanket contractual liability, with no exclusion for explosion (X), collapse (C) and underground (U) hazards: (1) $1,000,000 Each Occurrence (2) $1,000,000 Personal Injury (3) $2,000,000 Products/Completed Operations to be maintained for two (2) years following final payment (4) $2,000,000 General Aggregate 3. Automobile Liability Insurance which shall be endorsed to name the City of Meridian as an additional insured. It shall include for bodily injury and property damage: $1,000,000 Combined Single Limit Property or Builder's Risk Insurance If required by the City, the contractor shall have in effect Property or Builder's Risk Insurance. The Property or Builder's Risk Insurance shall include coverage for all direct physical loss, also known as "Special Causes of Loss" in an amount equal to one -hundred percent (100%) of the estimated maximum value of the Project upon completion with the broadest form of "all risk" coverage possible. Certification of Nonsegregated Facilities For contracts in excess of $10,000, the contractor certifies that he/she does not maintain or provide for his/her employees any segregated facility at any of his/her establishments, and that he/she does not permit employees to perform their services at any location, under his/her control, where segregated facilities are maintained. He/she certifies further that he/she will not maintain or provide for employees any segregated facilities at any of his/her establishments, and he/she will not permit employees to perform their services at any location under his/her control where segregated facilities are maintained. The bidder, offeror, applicant or subcontractor agrees that a breach of this certification is a violation of the Equal Opportunity Clause of this contract. As used in this certification, the term "segregated facilities" means any waiting rooms, work areas, rest rooms and wash rooms, restaurants and other eating areas, time clocks, locker rooms, and other storage or dressing areas, *transportation and housing facilities provided for employees which are segregated by explicit directive or are in fact segregated on the basis of race, color, religion, or national origin, because of habit, local custom, or otherwise. She/he further agrees that (except where she/he has obtained identical certifications from proposed subcontractors for specific time periods) she/he will obtain identical certification from proposed subcontractors prior to the award of subcontracts exceeding $10,000 which are not exempt from the provisions of the Equal Opportunity Clause; that she/he will forward the following notice to such proposed subcontractors (except where proposed subcontractors have submitted identical certifications for specific time periods). *Parking lots, drinking fountains, recreation or entertainment areas. Contract Pricing The cost plus a percentage of cost and percentage of construction cost method of contracting shall not be used. This clause overrides all references to the cost-plus method of pricing. Data, Patent, and Copyright The contractor shall hold and save the City and its officers, agents, servants and employees harmless from liability of any nature or kind, including cost and expenses for, or on account of, any patented or unpatented invention, process, article or appliance manufactured or used in the performance of the contract, including its use by the City, unless otherwise specifically stipulated in the contract documents. Access to Records The grantee, the federal grantor agency, the Comptroller General of the United States, the City of Meridian, or any of their duly authorized representatives, shall have access to any books, documents, papers, and records of the contractor which are directly pertinent to this specific contract, for the purpose of making audit, examination, excerpts, and transcriptions. All required records must be maintained by the contractor for three (3) years after grantee makes final payments and all other pending matters are closed. (24 CFR Part 85.36(i)(10)) Architectural Barrier Act Any building designed, constructed or altered must be made accessible to persons with disabilities. Exceptions include (1) alterations where access cannot be provided, i.e. roofs, heating systems, water and sewer systems; (2) alterations are not structurally feasible; or (3) where Uniform Federal Accessibility Standards (UFAS) or Americans With Disabilities Act (ADA) requirements cannot be met according to undue hardship criteria. (42 USC 4151 et seq., 24 CFR Part 40 (UFAS), 24 CFR Part 8) Lead Based Paint For all residential new construction or rehabilitation, use of lead based paint on any interior surface, whether accessible or inaccessible, and exterior surfaces readily accessible to children under seven (7) years of age is prohibited. The surfaces of all existing structures must be inspected. If lead based paint is found on any interior surfaces or accessible surfaces, it must be treated and repainted with two (2) coats of nonlead paint; or completely removed; or covered with a suitable material such as gypsum wallboard, plywood or plaster. (42 USC 4801 et seq., 24 CFR Part 35) Davis -Bacon and Related Acts See Federal Labor Standards Provisions HUD Form 4010 within the bidding document. Copeland "Anti -Kickback" Act See Federal Labor Standards Provisions HUD Form 4010 within the bidding document. Contract Work Hours and Safety Standards Act, Sections 103 and 107 See Federal Labor Standards Provisions HUD Form 4010 within the bidding document. Executive Order 11246: Equal Employment Opportunity During the performance of this contract, the contractor agrees as follows: 1. The contractor will not discriminate against any employee or applicant for employment because of race, color, religion, sex, or national origin. The contractor will take affirmative action to ensure that applicants are employed, and that employees are treated during their employment without regard to their race, color, religion, sex, or national origin. Such action shall include, but not be limited to the following: employment, upgrading, demotion, or transfer; recruitment or recruitment advertising; layoff or termination; rates of pay or other forms of compensation; and selection for training, including apprenticeship. The contractor agrees to post in conspicuous places, available to employees and applicants for employment, notices to be provided setting forth the provisions of this nondiscrimination clause. 2. The contractor will, in all solicitations or advertisements for employees placed by or on behalf of the contractor, state that all qualified applicants will receive considerations for employment without regard to race, color, religion, sex, or national origin. 3. The contractor will send to each labor union or representative of workers with which he has a collective bargaining agreement or other contract or understanding, a notice to be provided advising the said labor union or workers' representatives of the contractor's commitments under this section, and shall post copies of the notice in conspicuous places available to employees and applicants for employment. 4. The contractor will comply with all provisions of Executive Order 11246 of September 24, 1965, and of the rules, regulations, and relevant orders of the Secretary of Labor. 5. The contractor will furnish all information and reports required by Executive Order 11246 of September 24, 1965, and by rules, regulations, and orders of the Secretary of Labor, or pursuant thereto, and will permit access to his books, records, and accounts by the administering agency and the Secretary of Labor for purposes of investigation to ascertain compliance with such rules, regulations, and orders. 6. In the event of the contractor's noncompliance with the nondiscrimination clauses of this contract or with any of the said rules, regulations, or orders, this contract may be canceled, terminated, or suspended in whole or part and the contractor may be declared ineligible for further government contracts or federally assisted construction contracts in accordance with procedures authorized in Executive Order 11246 of September 24, 1965, and such other sanctions may be imposed and remedies invoked as provided in Executive Order 11246 of September 24, 1965, or by rule, regulation, or order of the Secretary of Labor, or as otherwise provided by law. The contractor will include the portion of the sentence immediately preceding paragraph (1) and the provisions of paragraphs (1) through (7) in every subcontract or purchase order unless exempted by rules, regulations, or orders of the Secretary of Labor issued pursuant to section 204 of Executive Order 11246 of September 24, 1965, so that such provisions will be binding upon each subcontractor or vendor. The contractor will take such action with respect to any subcontract or purchase order as the administering agency may direct as a means of enforcing such provisions, including sanctions for noncompliance: Provided, however, that in the event a contractor becomes involved in, or is threatened with, litigation with a subcontractor or vendor as a result of such direction by the administering agency the contractor may request the United States to enter into such litigation to protect the interests of the United States. 8 The applicant further agrees that it will be bound by the above equal opportunity clause with respect to its own employment practices when it participates in federally assisted construction work: Provided, That if the applicant so participating is a State or local government, the above equal opportunity clause is not applicable to any agency, instrumentality or subdivision of such government which does not participate in work on or under the contract. 9. The applicant agrees that it will assist and cooperate actively with the administering agency and the Secretary of Labor in obtaining the compliance of contractors and subcontractors with the equal opportunity clause and the rules, regulations, and relevant orders of the Secretary of Labor, that it will furnish the administering agency and the Secretary of Labor such information as they may require for the supervision of such compliance, and that it will otherwise assist the administering agency in the discharge of the agency's primary responsibility for securing compliance. 10. The applicant further agrees that it will refrain from entering into any contract or contract modification subject to Executive Order 11246 of September 24, 1965, with a contractor debarred from, or who has not demonstrated eligibility for, Government contracts and federally assisted construction contracts pursuant to the Executive order and will carry out such sanctions and penalties for violation of the equal opportunity clause as may be imposed upon contractors and subcontractors by the administering agency or the Secretary of Labor pursuant to Part II, Subpart D of the Executive order. In addition, the applicant agrees that if it fails or refuses to comply with these undertakings, the administering agency may take any or all of the following actions: Cancel, terminate, or suspend in whole or in part this grant (contract, loan, insurance, guarantee); refrain from extending any further assistance to the applicant under the program with respect to which the failure or refund occurred until satisfactory assurance of future compliance has been received from such applicant; and refer the case to the Department of Justice for appropriate legal proceedings. Federal Labor Standards Provisions U.S. Department of Housing and Urban Development Office of Labor Relations Applicability The Project or Program to which the construction work covered by this contract pertains is being assisted by the United States of America and the following Federal Labor Standards Provisions are Included In this Contract pursuant to the provisions applicable to such Federal assistance. A. 1. (l) Minimum Wages. All laborers and mechanics employed or working upon the site of the work, will be paid unconditionally and not less often than once a week, and without subsequent deduction or rebate on any account (except such payroll deductions as are permitted by regulations Issued by the Secretary of Labor under the Copeland Act (29 CFR Part 3), the full amount of wages and bona fide fringe benefits (or cash equivalents thereof) due at time of payment computed at rales not less than those contained In the wage determination of the Secretary of Labor which is attached hereto and made a part hereof, regardless of any contractual relationship which may be alleged to exist between the contractor and such laborers and mechanics. Contributions made or costs reasonably anticipated for bona fide fringe benefits under Section i(b)(2) of the Davis -Bacon Act on behalf of laborers or mechanics are considered wages paid to such laborers or mechanics, subject to the provisions of 29 CFR 5.5(a)(1)(iv); also, regular contributions made or costs Incurred for more than a weekly period (but not less often than quarterly) under plans, funds, or programs, which cover the particular weekly period, are deemed to be constructively made or Incurred during such weekly period. Such laborers and mechanics shall be paid the appropriate wage rate and fringe benefits on the wage determination for the classification of work actually performed, without regard to skill, except as provided In 29 CFR 5.5(a)(4). Laborers or mechanics performing work In more than one classification may be compensated at the rate specified for each classification for the time actually worked therein: Provided, That the employer's payroll records accurately set forth the time spent in each classification in which work Is performed. The wage determination (Including any additional classification and wage rates conformed under 29 CFR 5.5(a)(1)(11) and the Davis -Bacon poster (WH - 1321) shall be posted at all times by the contractor and Its subcontractors at the site of the work in a prominent and accessible, place where It can be easily seen by the workers. (I1) (a) Any class of laborers or mechanics which Is not listed In the wage determination and which Is to be employed under the contract shall be classified in conformance with the wage determination. HUD shall approve an additional classification and wage rate and fringe benefits therefor only when the following criteria have been mel: (1) The work to be performed by the classification requested is not performed by a classification In the wage determination; and (2) The classification is utilized in the area by the construction Industry; and (3) The proposed wage rate, Including any bona fide fringe benefits, bears a reasonable relationship to the wage rates contained in the wage determination. (b) If the contractor and the laborers and mechanics to be employed In the classification (If known), or their representatives, and HUD or Its designee agree on the classification and wage rate (Including the amount designated for fringe benefits where appropriate), a report of the action taken shall be sent by HUD or Its designee to the Administrator of the Wage and Hour Division, Employment Standards Administration, U.S. Department of Labor, Washington, D.C. 20210. The Administrator, or an authorized representative, will approve, modify, or disapprove every additional classification action within 30 days of receipt and so advise HUD or Its designee or will notify HUD or Its designee within the 30 -day period that additional time Is necessary. (Approved by the Office of Management and Budget under OMB control number 1215- 0140.) (c) In the event the contractor, the laborers or mechanics to be employed in the classification or their representatives, and HUD or its designee do not agree on the proposed classification and wage rale (Including the amount designated for fringe benefits, where appropriate), HUD or Its designee shall refer the questions, Including the views of all Interested parties and the recommendation of HUD or its designee. to the Administrator for determination. The Administrator, or an authorized representative, will issue a determination within 30 days of receipt and so advise HUD or Its designee or will notify HUD or Its designee within the 30 -day period that additional time Is necessary. (Approved by the Office of Management and Budget under OMB Control Number 1215-0140.) (d) The wage rate (including fringe benefits where appropriate) determined pursuant to subparagraphs (1)(ii)(b) or (c) of this paragraph, shall be paid to all workers performing work In the classification under this contract from the first day on which work is performed in the classification. (III) Whenever the minimum wage rate prescribed In the contract for a class of laborers or mechanics includes a fringe benefit which Is not expressed as an hourly rate, the contractor shall either pay the benefit as stated in the wage determination or shall pay another bona fide fringe benefit or an hourly cash equivalent thereof. (Iv) If the contractor does not make payments to a trustee or other third person, the contractor may consider as part torn HUD -4010 (0612009) Previous editions are obsolete Page 1 of 5 ref. Handbook 1344.1 of the wages of any laborer or mechanic the amount of any costs reasonably anticipated in providing bona fide fringe benefits under a plan or program, Provided, That the Secretary of Labor has found, upon the written request of the contractor, that the applicable standards of the Davis - Bacon Act have been met. The Secretary of Labor may require the contractor to set aside in a separate account assets for the meeting of obligations under the plan or program. (Approved by the Office of Management and Budget under OMB Control Number 1215-0140.) 2. Withholding. HUD or Its designee shall upon its own action or upon written request of an authorized representative of the Department of Labor withhold or cause to be withheld from the contractor under this contract or any other Federal contract with the same prime contractor, or any other Federally -assisted contract subject to Davis -Bacon prevailing wage requirements, which is held by the same prime contractor so much of the accrued payments or advances as may be considered necessary to pay laborers and mechanics, Including apprentices, trainees and helpers, employed by the contractor or any subcontractor the full amount of wages required by the contract In the event of failure to pay any laborer or mechanic, including any apprentice, trainee or helper, employed or working on the site of the work, all or part of the wages required by the contract, HUD or its designee may, after written notice to the contractor, sponsor, applicant, or owner, take such action as may be necessary to cause the suspension of any further payment, advance, or guarantee of funds until such violations have ceased. HUD or Its designee may, after written notice to the contractor, disburse such amounts withheld for and on account of the contractor or subcontractor to the respective employees to whom they are due. The Comptroller General shall make such disbursements In the case of direct Davis -Bacon Act contracts. 3. (1) Payrolls and basic records. Payrolls and basic records relating thereto shall be maintained by the contractor during the course of the work preserved for a period of three years thereafter for all laborers and mechanics working at the site of the work. Such records shall contain the name, address, and social security number of each such worker, his or her correct classification, hourly rates of wages paid (including rates of contributions or costs anticipated for bona fide fringe benefits or cash equivalents thereof of the types described in Section I(b)(2)(13) of the Davis -bacon Act) dally and communicated In writing to the laborers or mechanics affected, and records which show the costs anticipated or the actual cost incurred in providing such benefits. Contractors employing apprentices or trainees under approved programs shall maintain written evidence of the registration of apprenticeship programs and certification of trainee programs, the registration of the apprentices and trainees, and the ratios and wage rates prescribed In the applicable programs. (Approved by the Office of Management and Budget under OMB Control Numbers 1215-0140 and 1215-0017.) (1I) (a) The contractor shall submit weekly for each week In which any contract work is performed a copy of all payrolls to HUD or Its designee if the agency Is a party to the contract, but if the agency is not such a party, the contractor will submit the payrolls to the applicant sponsor, or owner, as the case may be, for transmission to HUD or Its designee. The payrolls submitted shall set out accurately and completely all of the information required to be maintained under 29 CFR 5.5(a)(3)(1) except that full social security numbers and home addresses shall not be included on weekly transmittals. Instead the payrolls shall only need to Include an Individually Identifying number for each employee (e.g., the last four digits of the employee's social security number). The required weekly payroll Information may be submitted in any form desired. Optional Form WH -347 Is available for this purpose from the Wage and Hour Division Web site at Wit) //www.dol.oov/esa/whdlforms/wh347insrr.htm or its successor site. The prime contractor Is responsible for the submission of copies of payrolls by all subcontractors. Contractors and subcontractors shall maintain the full social security number and current address of each covered worker, and shall provide them upon request to HUD or Its designee If the agency Is a party to the contract, but if the agency Is not such a party, the contractor will submit the payrolls to the applicant sponsor, or owner, as the case may be, for transmission to HUD or Its designee, the contractor, or the Wage and Hour Division of the Department of Labor for purposes of an Investigation or audit of compliance with prevailing wage requirements. It is not a violation of this subparagraph for a prime contractor to require a subcontractor to provide addresses and social security numbers to the prime contractor for Its own records, without weekly submission to HUD or its designee. (Approved by the Office of Management and Budget under OMB Control Number 1215-0149.) weekly number of hours worked, deductions made and (b) Each payroll submitted shall be accompanied by a actual wages paid. Whenever the Secretary of Labor has `Statement of Compliance,' signed by the contractor or found under 29 CFR 5.5 (a)(1)(Iv) that the wages of any subcontractor or his or her agent who pays or supervises laborer or mechanic include the amount of any costs the payment of the persons employed under the contract reasonably anticipated in providing benefits under a plan and shall certify the following: or program described in Section i(b)(2)(B) of the Davis- (1) That the payroll for the payroll period contains the Bacon Act, the contractor shall maintain records which Information required to be provided under 29 CFR 5.5 show that the commitment to provide such benefits is (a)(3)(il), the appropriate Information is being maintained enforceable, that the pian or program is financially under 29 CFR 5.5(a)(3)(i), and that such information is responsible, and that the plan or program has been correct and complete; Previous editions are obsolete form HUD4010 (0612009) Page 2 of 5 ref Handbook 1344.1 (2) That each laborer or mechanic (including each helper, apprentice, and trainee) employed on the contract during the payroll period has been paid the full weekly wages earned, without rebate, either directly or indirectly, and that no deductions have been made either directly or indirectly from the full wages earned, other than permissible deductions as set forth In 29 CFR Part 3; (3) That each laborer or mechanic has been paid not less than the applicable wage rates and fringe benefits or cash equivalents for the classification of work performed, as specified in the applicable wage determination Incorporated Into the contract. (c) The weekly submission of a properly executed certification set forth on the reverse side of Optional Form WH -347 shall satisfy the requirement for submission of the "Statement of Compliance" required by subparagraph A.3.(il)(b). (d) The falsification of any of the above certifications may subject the contractor or subcontractor to civil or criminal prosecution under Section 1001 of Title 18 and Section 231 of Title 31 of the United Slates Code. (iii) The contractor or subcontractor shall make the records required under subparagraph A.3.(i) available for Inspection, copying, or transcription by authorized representatives of HUD or its designee or the Department of Labor, and shall permit such representatives to Interview employees during working hours on the job. If the contractor or subcontractor falls to submit the required records or to make them available, HUD or its designee may, after written notice to the contractor, sponsor, applicant or owner, take such action as may be necessary to cause the suspension of any further payment, advance, or guarantee of funds. Furthermore, failure to submit the required records upon request or to make such records available may be grounds for debarment action pursuant to 29 CFR 5.12. 4. Apprentices and Trainees. (1) Apprentices. Apprentices will be permitted to work at less than the predetermined rale for the work they performed when they are employed pursuant to and Individually registered In a bona fide apprenticeship program registered with the U.S. Department of Labor, Employment and Training Administration, Office of Apprenticeship Training, Employer and Labor Services, or with a Stale Apprenticeship Agency recognized by the Office, or If a person is employed In his or her first 90 days of probationary employment as an apprentice in such an apprenticeship program, who Is not individually registered In the program, but who has been certified by the Office of Apprenticeship Training, Employer and Labor Services or a State Apprenticeship Agency (where appropriate) to be eligible for probationary employment as an apprentice. The allowable ratio of apprentices to Journeymen on the job site in any craft classification shall not be greater than the ratio permitted to the contractor as to the entire work force under the registered program. Any worker listed on a payroll at an apprentice wage rate who Is not registered or otherwise employed as staled above, shall be paid not less than the applicable wage rate on the wage determination for the classification of work actually performed. In addition, any apprentice performing work on the job site In excess of the ratlo permitted under the registered program shall be pald not less than the applicable wage rate on the wage determination for the work actually performed. Where a contractor is performing construction on a project in a locality other than that in which Its program is registered, the ratios and wage rates (expressed in percentages of the Journeyman's hourly rale) specified in the contractor's or subcontractor's registered program shall be observed. Every apprentice must be paid at not less than the rate specified in the registered program for the apprentice's level of progress, expressed as a percentage of the Journeymen hourly rate specified In the applicable wage determination. Apprentices shall be paid fringe benefits In accordance with the provisions of the apprenticeship program. If the apprenticeship program does not specify fringe benefits, apprentices must be paid the full amount of fringe benefits listed on the wage determination for the applicable classification. If the Administrator determines that a different practice prevails for the applicable apprentice classification, fringes shall be paid In accordance with that determination. In the event the Office of Apprenticeship Training, Employer and Labor Services, or a Slate Apprenticeship Agency recognized by the Office, withdraws approval of an apprenticeship program, the contractor will no longer be permitted to utilize apprentices at less than the applicable predetermined rate for the work performed until an acceptable program Is approved. (II) Trainees. Except as provided in 29 CFR 5.16, trainees will not be permitted to work at less than the predetermined rate for the work performed unless they are employed pursuant ',to and individually registered In a program which has received prior approval, evidenced by formal certification by the U.S. Department of Labor, Employment and Training Administration. The ratio of trainees to Journeymen on the job site shall not be greater than permitted under the plan approved by the Employment and Training Administration. Every trainee must be paid at not less than the rale specified in the approved program for the trainee's level of progress, expressed as a percentage of the journeyman hourly rate specified in the applicable wage determination. Trainees shall be paid fringe benefits In accordance with the provisions of the trainee program. if the trainee program does not mention fringe benefits, trainees shall be paid the full amount of fringe benefits listed on the wage determination unless the Administrator of the Wage and Hour Division determines that there Is an apprenticeship program associated with the corresponding journeyman wage rale on the wage determination which provides for less than full fringe benefits for apprentices. Any employee listed on the payroll at a trainee rate who Is not registered and participating In a training plan approved by Previous editions are obsolete form HUD -4010 (0612009) Page 3 of 5 ref. Handbook 1344.1 the Employment and Training Administration shall be paid not less than the applicable wage rate on the wage determination for the work actually performed. in addition, any trainee performing work on the job site in excess of the ratio permitted under the registered program shall be paid not less than the applicable wage rate on the wage determination for the work actually performed. In the event the Employment and Training Administration withdraws approval of a training program, the contractor will no longer be permitted to utilize trainees at less than the applicable predetermined rate for the work performed until an acceptable program Is approved. (til) Equal employment opportunity. The utilization of apprentices, trainees and journeymen under 29 CFR Part 5 shall be in conformity with the equal employment opportunity requirements of Executive Order 11246, as amended, and 29 CFR Part 30. 5. Compliance with Copeland Act requirements. The contractor shall comply with the requirements of 29 CFR Part 3 which are Incorporated by reference in this contract 6. Subcontracts. The contractor or subcontractor will insert in any subcontracts the clauses contained in subparagraphs 1 through 11 in this paragraph A and such other clauses as HUD or Its designee may by appropriate Instructions require, and a copy of the applicable prevailing wage decision, and also a clause requiring the subcontractors to Include these clauses in any lower tier subcontracts. The prime contractor shall be responsible for the compliance by any subcontractor or lower tier subcontractor with all the contract clauses In this paragraph. 7. Contract termination; debarment. A breach of the contract clauses In 29 CFR 5.5 may be grounds for termination of the contract and for debarment as a contractor and a subcontractor as provided In 29 CFR 5.12. 8. Compliance with Davis -Bacon and Related Act Requirements. All rulings and Interpretations of the Davis -Bacon and Related Acts contained In 29 CFR Parts 1, 3, and 5 are herein Incorporated by reference In this contract 9. Disputes concerning labor standards. Disputes arising out of the labor standards provisions of this contract shall not be subject to the general disputes clause of this contract. Such disputes shall be resolved In accordance with the procedures of the Department of Labor set forth In 29 CFR Parts 5, 6, and 7. Disputes within the meaning of this clause include disputes between the contractor (or any of its subcontractors) and HUD or Its designee, the U.S Department of Labor, or the employees or their representatives. 10. (1) Certification of Eligibility. By entering Into this contract the contractor certifies that neither it (nor he or she) nor any person or firm who has an Interest in the contractor's firm is a person or firm ineligible to be awarded Government contracts by virtue of Section 3(a) of the Davis -Bacon Act or 29 CFR 5.12(a)(1) or to be awarded HUD contracts or participate in HUD programs pursuant to 24 CFR Part 24. (11) No part of this contract shall be subcontracted to any person or firm Ineligible for award of a Government contract by virtue of Section 3(a) of the Davis -Bacon Act or 29 CFR 5.12(a)(1) or to be awarded HUD contracts or participate in HUD programs pursuant to 24 CFR Part 24. (111) The penalty for making false statements Is prescribed In the U.S. Criminal Code, 18 U.S.C. 1001. Additionally, U.S. Criminal Code, Section 1 01 0, Title 18, U.S.C., "Federal Housing Administration transactions', provides in part: "Whoever, for the purpose of . .. Influencing In any way the action of such Administration..... makes, utters or publishes any statement knowing the same to be false..... shall be fined not more than $5,000 or Imprisoned not more than two years, or both.' 11. Complaints, Proceedings, or Testimony by Employees. No laborer or mechanic to whom the wage. salary, or other labor standards provisions of this Contract are applicable shall be discharged or in any other manner discriminated against by the Contractor or any subcontractor because such employee has flied any complaint or instituted or caused to be instituted any proceeding or has testified or Is about to testify In any proceeding under or relating to the labor standards applicable under this Contract to his employer. B. Contract Work Hours and Safety Standards Act. The provisions of this paragraph B are applicable where the amount of the prime contract exceeds $100,000. As used In this paragraph, the terns "laborers" and "mechanics' include watchmen and guards. (1) Overtime requirements. No contractor or subcontractor contracting for any part of the contract work which may require or involve the employment of laborers or mechanics shall require or permit any such laborer or mechanic In any workweek In which the Individual Is employed on such work to work In excess of 40 hours In such workweek unless such laborer or mechanic receives compensation at a rale not less than one and one-half times the basic rale of pay for all hours worked in excess of 40 hours in such workweek. (2) Violation; liability for unpaid wages; liquidated damages. In the event of any violation of the clause set forth In subparagraph (1) of this paragraph, the contractor and any subcontractor responsible therefor shall be liable for the unpaid wages. In addition, such contractor and subcontractor shall be liable to the United Slates (in the case of work done under contract for the District of Columbia or a territory, to such District or to such territory), for liquidated damages. Such liquidated damages shall be computed with respect to each Individual laborer or mechanic, Including watchmen and guards, employed In violation of the clause set forth In subparagraph (1) of this paragraph, in the sum of S10 foreach calendar day on which such individual was required or permitted to work in excess of the standard workweek of 40 hours wiihoul payment of the overtime wages required by the clause set forth in sub paragraph (1) of this paragraph. Previous editions are obsolete forth HUD -4010 (0612009) Page 4 of 5 ref. Handbook 1344.1 (3) Withholding for unpaid wages and liquidated damages. HUD or Its designee shall upon its own action or upon written request of an authorized representative of the Department of Labor withhold or cause to be withheld, from any moneys payable on account of work performed by the contractor or subcontractor under any such contract or any other Federal contract with the some prime contract, or any other Federally -assisted contract subject to the Contract Work Hours and Safely Standards Act which Is held by the same prime contractor such sums as may be determined to be necessary to satisfy any liabilities of such contractor or subcontractor for unpaid wages and liquidated damages as provided in the clause set forth in subparagraph (2) ofthis paragraph. (4) Subcontracts. The contractor or subcontractor shall Insert in any subcontracts the clauses set forth In subparagraph (1) through (4) of this paragraph and also a clause requiring the subcontractors to include these clauses In any lower tier subcontracts. The prime contractor shall be responsible for compliance by any subcontractor or lower tier subcontractor with the clauses set forth in subparagraphs (1) through (4) of this paragraph. C. Health and Safety. The provisions of this paragraph C are applicable where the amount of the prime contract exceeds $100,000- (1) No laborer or mechanic shall be required to work in surroundings or under working conditions which are unsanitary, hazardous, or dangerous to his health and safety as determined under construction safety and health standards promulgated by the Secretary of Labor by regulation. (2) The Contractor shall comply with all regulations Issued by the Secretary of Labor pursuant to Title 29 Part 1926 and failure to comply may result in imposition of sanctions pursuant to the Contract Work Hours and Safety Standards Act, (Public Law 91-54, 63 Stat 96). 40 USC 3701 et sea. (3) The contractor shall Include the provisions of this paragraph in every subcontract so that such provisions will be binding on each subcontractor. The contractor shall take such action with respect to any subcontractor as the Secretary of Housing and Urban Development or the Secretary of Labor shall direct as a means of enforcing such provisions. Previous editions are obsolete form HUD -4010 (06/2009) Page 5 of 5 ret. Handbook 1344.1 Prime Contractor's Certification Concerning Federal Labor Standards (Davis Bacon) Local Government Name: CDBG Number and Project Name: The undersigned prime contractor, having executed a contract with the City of Meridian in the amount $ for the construction of the above -identified project, certifies that: 1. The Federal Labor Standards Provisions (e.g. Davis -Bacon Act, Copeland Act, Contract Work Hours and Safety Standards Act) and Prevailing Wage Decision(s) are included in the project's contract documents. 2. All laborers and mechanics employed on the project will be paid according to the appropriate Prevailing Wage Decision # , MOD# 3. Corrections of any infractions of the Federal Labor Standards Provisions, including infractions by any subcontractors and any lower tier subcontractors, is this contractor's responsibility. 4. Neither this contractor, any subcontractor, nor any affiliates, have been declared ineligible to participate in federally funded construction projects. 5. Contractor agrees to obtain and forward all Subcontractors' Certification concerning Federal Labor Standards Provisions and Prevailing Wage requirements to the Local Government or Local Government's representative within ten (10) days after execution of any subcontract. Prime Contractor Address City, State ZIP Prime Contractor Signature Date Tax ID Number DUNS Number Subcontractor's Certification Concerning Federal Labor Standards (Davis Bacon) Local Government Name: City of Meridian CDBG Number and Project Name: The undersigned subcontractor, having executed a contract with (Prime Contractor) (Nature of Work) in the amount $ for the above -identified project, certifies that: 1. He/she will comply with the Federal Labor Standards provisions (e.g. Davis -Bacon Act, Copeland Act, Contract Work Hours and Safety Standards Act) and Prevailing Wage Decision(s) as per the project's contract documents. 2. All laborers and mechanics employed on the project will be paid according to the appropriate Prevailing Wage Decision # , MOD# 3. Corrections of any infractions of the Federal Labor Standards Provisions, including infractions by any lower tier subcontractors, is this subcontractor's responsibility. 4. Neither this subcontractor, nor any affiliates, have been declared ineligible to participate in federally funded construction projects. 5. This subcontractor agrees to forward a Subcontractor's Certification concerning Federal Labor Standards provisions and Prevailing Wage requirements to the Prime Contractor within ten (10) days after execution of any subcontract. Subcontractor Address City, State ZIP Subcontractor Signature Date Tax ID Number DUNS Number Pagel of 5 General Decision Number: ID160025 10/14/2016 ID25 Superseded General Decision Number: ID20150025 State: Idaho Construction Type: Building County: Ada County in Idaho. BUILDING CONSTRUCTION PROJECTS (does not include single family homes or apartments up to and including 4 stories). Note: Under Executive Order (EO) 13658, an hourly minimum wage of $10.15 for calendar year 2016 applies to all contracts subject to the Davis -Bacon Act for which the solicitation was issued on or after January 1, 2015. If this contract is covered by the E0, the contractor must pay all workers in any classification listed on this wage determination at least $10.15 (or the applicable wage rate listed on this wage determination, if it is higher) for all hours spent performing on the contract in calendar year 2016. The EO minimum wage rate will be adjusted annually. Additional information on contractor requirements and worker protections under the EO is available at www.dol.gov/whd/govcontracts. Modification Number 0 1 2 3 4 5 6 7 Publication Date 01/08/2016 01/15/2016 01/22/2016 03/04/2016 03/18/2016 05/13/2016 08/05/2016 10/14/2016 * BRID0003-002 06/01/2016 Rates Fringes BRICKLAYER .......................$ 26.99 16.59 ---------------------------------------------------------------- ELECO291-001 06/08/2015 Rates Fringes ELECTRICIAN ......................$ 28.15 12.12 ---------------------------------------------------------------- ELEV0038-001 01/01/2014 Rates Fringes ELEVATOR MECHANIC ................$ 39.28 26.785 ---------------------------------------------------------------- IRON0732-002 06/01/2015 Rates Fringes https://www.wdol.gov/wdoUscaflies/davisbacon/ID25.dvb?v=7 12/15/2016 Page 2 of 5 IRONWORKER, STRUCTURAL ........... $ 26.00 18.31 ---------------------------------------------------------------- LAB00155-006 01/01/2016 Rates Fringes LABORER: Mason Tender (Cement/Concrete & Brick) Group 4 .....................$ 26.87 11.75 ---------------------------------------------------------------- SFID0669-001 04/01/2016 Rates Fringes SPRINKLER FITTER (Fire Sprinklers) ......................$ 31.70 19.24 ---------------------------------------------------------------- SHEE0055-004 06/01/2015 Rates Fringes SHEET METAL WORKER (Includes HVAC Duct Installation) .......... $ 24.41 16.72 ---------------------------------------------------------------- SUID2010-018 08/08/2012 https://www.wdol.gov/wdol/scafiles/davisbacon/ID25.dvb?v=7 12/15/2016 Rates Fringes CARPENTER (Form Work Only) ....... $ 27.27 9.10 CARPENTER, Includes Acoustical Ceiling Installation, and Drywall Hanging (Excludes Form Work) ..... $ 17.32 3.34 CEMENT MASON/CONCRETE FINISHER ... $ 21.03 5.12 DRYWALL FINISHER/TAPER ........... $ 15.69 2.00 GLAZIER ..........................$ 18.04 1.22 HVAC MECHANIC: HVAC UNIT INSTALLATION .....................$ 18.00 0.00 INSULATOR - MECHANICAL (Duct, Pipe & Mechanical System Insulation) ...............$ 17.10 1.80 IRONWORKER, REINFORCING .......... $ 24.74 14.82 LABORER: Asbestos Abatement (Removal from Floors, Walls, & Ceilings) ......................$ 15.94 0.71 LABORER: Carpenter Tender ....... $ 9.00 0.00 LABORER: Common or General ...... $ 12.28 0.00 LABORER: Demolition .............$ 13.60 0.00 https://www.wdol.gov/wdol/scafiles/davisbacon/ID25.dvb?v=7 12/15/2016 Page 3 of 5 OPERATOR: Backhoe/Excavator ..... $ 25.20 0.00 OPERATOR: Bobcat/Skid Steer/Skid Loader ................$ 17.36 0.00 OPERATOR: Bulldozer .............$ 24.52 7.87 OPERATOR: Forklift ..............$ 18.27 1.10 OPERATOR: Loader (Front End) .... $ 21.27 5.54 PAINTER: Brush, Roller and Spray ............................$ 14.10 0.00 PLUMBER ..........................$ 22.50 5.40 ROOFER ...........................$ 23.00 8.96 TRUCK DRIVER: ---------------------------------------------------------------- Dump Truck ........ $ 14.08 0.00 WELDERS - Receive rate prescribed for craft performing operation to which welding is incidental. Unlisted classifications needed for work not included within the scope of the classifications listed may be added after award only as provided in the labor standards contract clauses (29CFR 5.5 (a) (1) (ii)). ---------------------------------------------------------------- The body of each wage determination lists the classification and wage rates that have been found to be prevailing for the cited type(s) of construction in the area covered by the wage determination. The classifications are listed in alphabetical order of "identifiers" that indicate whether the particular rate is a union rate (current union negotiated rate for local), a survey rate (weighted average rate) or a union average rate (weighted union average rate). Union Rate Identifiers A four letter classification abbreviation identifier enclosed in dotted lines beginning with characters other than "SU" or "UAVG" denotes that the union classification and rate were prevailing for that classification in the survey. Example: PLUM0198-005 07/01/2014. PLUM is an abbreviation identifier of the union which prevailed in the survey for this classification, which in this example would be Plumbers. 0198 indicates the local union number or district council number where applicable, i.e., Plumbers Local 0198. The next number, 005 in the example, is an internal number used in processing the wage determination. 07/01/2014 is the effective date of the most current negotiated rate, which in this example is July 1, 2014. https://www.wdol.gov/wdol/scafiles/davisbacon/ID25.dvb?v=7 12/15/2016 Page 4 of 5 Union prevailing wage rates are updated to reflect all rate changes in the collective bargaining agreement (CBA) governing this classification and rate. Survey Rate Identifiers Classifications listed under the "SU" identifier indicate that no one rate prevailed for this classification in the survey and the published rate is derived by computing a weighted average rate based on all the rates reported in the survey for that classification. As this weighted average rate includes all rates reported in the survey, it may include both union and non-union rates. Example: SULA2012-007 5/13/2014. SU indicates the rates are survey rates based on a weighted average calculation of rates and are not majority rates. LA indicates the State of Louisiana. 2012 is the year of survey on which these classifications and rates are based. The next number, 007 in the example, is an internal number used in producing the wage determination. 5/13/2014 indicates the survey completion date for the classifications and rates under that identifier. Survey wage rates are not updated and remain in effect until a new survey is conducted. Union Average Rate Identifiers Classification(s) listed under the UAVG identifier indicate that no single majority rate prevailed for those classifications; however, 100% of the data reported for the classifications was union data. EXAMPLE: UAVG-OH-0010 08/29/2014. UAVG indicates that the rate is a weighted union average rate. OH indicates the state. The next number, 0010 in the example, is an internal number used in producing the wage determination. 08/29/2014 indicates the survey completion date for the classifications and rates under that identifier. A UAVG rate will be updated once a year, usually in January of each year, to reflect a weighted average of the current negotiated/CBA rate of the union locals from which the rate is based. ---------------------------------------------------------------- WAGE DETERMINATION APPEALS PROCESS 1.) Has there been an initial decision in the matter? This can be: * an existing published wage determination * a survey underlying a wage determination * a Wage and Hour Division letter setting forth a position on a wage determination matter * a conformance (additional classification and rate) ruling On survey related matters, initial contact, including requests for summaries of surveys, should be with the Wage and Hour Regional Office for the area in which the survey was conducted https://www.wdol.gov/wdol/scafiles/davisbacon/ID25.dvb?v=7 12/15/2016 Page 5 of 5 because those Regional Offices have responsibility for the Davis -Bacon survey program. If the response from this initial contact is not satisfactory, then the process described in 2.) and 3.) should be followed. With regard to any other matter not yet ripe for the formal process described here, initial contact should be with the Branch of Construction Wage Determinations. Write to: Branch of Construction Wage Determinations Wage and Hour Division U.S. Department of Labor 200 Constitution Avenue, N.W. Washington, DC 20210 2.) If the answer to the question in 1.) is yes, then an interested party (those affected by the action) can request review and reconsideration from the Wage and Hour Administrator (See 29 CER Part 1.8 and 29 CFR Part 7). Write to: Wage and Hour Administrator U.S. Department of Labor 200 Constitution Avenue, N.W. Washington, DC 20210 The request should be accompanied by a full statement of the interested party's position and by any information (wage payment data, project description, area practice material, etc.) that the requestor considers relevant to the issue. 3.) If the decision of the Administrator is not favorable, an interested party may appeal directly to the Administrative Review Board (formerly the Wage Appeals Board). Write to: Administrative Review Board U.S. Department of Labor 200 Constitution Avenue, N.W. Washington, DC 20210 4.) All decisions by the Administrative Review Board are final. END OF GENERAL DECISION https://www.wdol.gov/wdoUscafiles/davisbacon/ID25.dvb?v=7 12/15/2016 Page 1 of 5 General Decision Number: ID170025 01/06/2017 ID25 Superseded General Decision Number: ID20160025 State: Idaho Construction Type: Building County: Ada County in Idaho. BUILDING CONSTRUCTION PROJECTS (does not include single family homes or apartments up to and including 4 stories). Note: Under Executive Order (EO) 13658, an hourly minimum wage of $10.20 for calendar year 2017 applies to all contracts subject to the Davis -Bacon Act for which the contract is awarded (and any solicitation was issued) on or after January 1, 2015. If this contract is covered by the E0, the contractor must pay all workers in any classification listed on this wage determination at least $10.20 per hour (or the applicable wage rate listed on this wage determination, if it is higher) for all hours spent performing on the contract in calendar year 2017. The EO minimum wage rate will be adjusted annually. Additional information on contractor requirements and worker protections under the EO is available at www.dol.gov/whd/govcontracts. Modification Number Publication Date 0 01/06/2017 * BRID0003-002 06/01/2016 Rates Fringes BRICKLAYER .......................$ 26.99 16.59 ---------------------------------------------------------------- ELECO291-001 06/08/2015 Rates Fringes ELECTRICIAN ......................$ 28.15 12.12 ---------------------------------------------------------------- ELEV0038-001 01/01/2014 Rates Fringes ELEVATOR MECHANIC ................$ 39.28 26.785 ---------------------------------------------------------------- IRON0732-002 06/01/2015 Rates Fringes IRONWORKER, STRUCTURAL ........... $ 26.00 18.31 ---------------------------------------------------------------- LAB00155-006 01/01/2016 Rates Fringes https://www.wdol.gov/wdol/scafiles/davisbacon/ID25.dvb?v=0 1/12/2017 Page 2 of 5 LABORER: Mason Tender (Cement/Concrete & Brick) Group 4 .....................$ 26.87 11.75 ---------------------------------------------------------------- SFID0669-001 04/01/2016 Rates Fringes SPRINKLER FITTER (Fire Sprinklers) ......................$ 31.70 19.24 ---------------------------------------------------------------- SHEE0055-004 06/01/2015 Rates Fringes SHEET METAL WORKER (Includes HVAC Duct Installation) .......... $ 24.41 16.72 ---------------------------------------------------------------- SUID2010-018 08/08/2012 https://www.wdol.gov/wdol/scafiles/davisbacon/ID25.dvb?v=0 1/12/2017 Rates Fringes CARPENTER (Form Work Only) ....... $ 27.27 9.10 CARPENTER, Includes Acoustical Ceiling Installation, and Drywall Hanging (Excludes Form Work) ..... $ 17.32 3.34 CEMENT MASON/CONCRETE FINISHER ... $ 21.03 5.12 DRYWALL FINISHER/TAPER ........... $ 15.69 2.00 GLAZIER ..........................$ 18.04 1.22 HVAC MECHANIC: HVAC UNIT INSTALLATION .....................$ 18.00 0.00 INSULATOR - MECHANICAL (Duct, Pipe & Mechanical System Insulation) ...............$ 17.10 1.80 IRONWORKER, REINFORCING .......... $ 24.74 14.82 LABORER: Asbestos Abatement (Removal from Floors, Walls, & Ceilings) ......................$ 15.94 0.71 LABORER: Carpenter Tender ....... $ 9.00 0.00 LABORER: Common or General ...... $ 12.28 0.00 LABORER: Demolition .............$ 13.60 0.00 OPERATOR: Backhoe/Excavator ..... $ 25.20 0.00 OPERATOR: Bobcat/Skid Steer/Skid Loader ................$ 17.36 0.00 OPERATOR: Bulldozer .............$ 24.52 7.87 https://www.wdol.gov/wdol/scafiles/davisbacon/ID25.dvb?v=0 1/12/2017 Page 3 of 5 OPERATOR: Forklift ..............$ 18.27 1.10 OPERATOR: Loader (Front End) .... $ 21.27 5.54 PAINTER: Brush, Roller and Spray ............................$ 14.10 0.00 PLUMBER ..........................$ 22.50 5.40 ROOFER ...........................$ 23.00 8.96 TRUCK DRIVER: Dump Truck ........ ---------------------------------------------------------------- $ 14.08 0.00 WELDERS - Receive rate prescribed for craft performing operation to which welding is incidental. Note: Executive Order (EO) 13706, Establishing Paid Sick Leave for Federal Contractors applies to all contracts subject to the Davis -Bacon Act for which the contract is awarded (and any solicitation was issued) on or after January 1, 2017. If this contract is covered by the E0, the contractor must provide employees with 1 hour of paid sick leave for every 30 hours they work, up to 56 hours of paid sick leave each year. Employees must be permitted to use paid sick leave for their own illness, injury or other health-related needs, including preventive care; to assist a family member (or person who is like family to the employee) who is ill, injured, or has other health-related needs, including preventive care; or for reasons resulting from, or to assist a family member (or person who is like family to the employee) who is a victim of, domestic violence, sexual assault, or stalking. Additional information on contractor requirements and worker protections under the EO is available at www.dol.gov/whd/govcontracts. Unlisted classifications needed for work not included within the scope of the classifications listed may be added after award only as provided in the labor standards contract clauses (29CFR 5.5 (a) (1) (ii)). The body of each wage determination lists the classification and wage rates that have been found to be prevailing for the cited type(s) of construction in the area covered by the wage determination. The classifications are listed in alphabetical order of "identifiers" that indicate whether the particular rate is a union rate (current union negotiated rate for local), a survey rate (weighted average rate) or a union average rate (weighted union average rate). Union Rate Identifiers A four letter classification abbreviation identifier enclosed in dotted lines beginning with characters other than "SU" or https://www.wdol.gov/wdol/scafiles/davisbacon/ID25.dvb?v=0 1/12/2017 Page 4 of 5 "UAVG" denotes that the union classification and rate were prevailing for that classification in the survey. Example: PLUM0198-005 07/01/2014. PLUM is an abbreviation identifier of the union which prevailed in the survey for this classification, which in this example would be Plumbers. 0198 indicates the local union number or district council number where applicable, i.e., Plumbers Local 0198. The next number, 005 in the example, is an internal number used in processing the wage determination. 07/01/2014 is the effective date of the most current negotiated rate, which in this example is July 1, 2014. Union prevailing wage rates are updated to reflect all rate changes in the collective bargaining agreement (CBA) governing this classification and rate. Survey Rate Identifiers Classifications listed under the "SU" identifier indicate that no one rate prevailed for this classification in the survey and the published rate is derived by computing a weighted average rate based on all the rates reported in the survey for that classification. As this weighted average rate includes all rates reported in the survey, it may include both union and non-union rates. Example: SULA2012-007 5/13/2014. SU indicates the rates are survey rates based on a weighted average calculation of rates and are not majority rates. LA indicates the State of Louisiana. 2012 is the year of survey on which these classifications and rates are based. The next number, 007 in the example, is an internal number used in producing the wage determination. 5/13/2014 indicates the survey completion date for the classifications and rates under that identifier. Survey wage rates are not updated and remain in effect until a new survey is conducted. Union Average Rate Identifiers Classification(s) listed under the UAVG identifier indicate that no single majority rate prevailed for those classifications; however, 100% of the data reported for the classifications was union data. EXAMPLE: UAVG-OH-0010 08/29/2014. UAVG indicates that the rate is a weighted union average rate. OH indicates the state. The next number, 0010 in the example, is an internal number used in producing the wage determination. 08/29/2014 indicates the survey completion date for the classifications and rates under that identifier. A UAVG rate will be updated once a year, usually in January of each year, to reflect a weighted average of the current negotiated/CBA rate of the union locals from which the rate is based. WAGE DETERMINATION APPEALS PROCESS 1.) Has there been an initial decision in the matter? This can https://www.wdol.gov/wdol/scafiles/davisbacon/ID25.dvb?v=0 1/12/2017 be Page 5 of 5 * an existing published wage determination * a survey underlying a wage determination * a Wage and Hour Division letter setting forth a position on a wage determination matter * a conformance (additional classification and rate) ruling On survey related matters, initial contact, including requests for summaries of surveys, should be with the Wage and Hour Regional Office for the area in which the survey was conducted because those Regional Offices have responsibility for the Davis -Bacon survey program. If the response from this initial contact is not satisfactory, then the process described in 2.) and 3.) should be followed. With regard to any other matter not yet ripe for the formal process described here, initial contact should be with the Branch of Construction Wage Determinations. Write to: Branch of Construction Wage Determinations Wage and Hour Division U.S. Department of Labor 200 Constitution Avenue, N.W. Washington, DC 20210 2.) If the answer to the question in 1.) is yes, then an interested party (those affected by the action) can request review and reconsideration from the Wage and Hour Administrator (See 29 CFR Part 1.8 and 29 CFR Part 7). Write to: Wage and Hour Administrator U.S. Department of Labor 200 Constitution Avenue, N.W. Washington, DC 20210 The request should be accompanied by a full statement of the interested party's position and by any information (wage payment data, project description, area practice material, etc.) that the requestor considers relevant to the issue. 3.) If the decision of the Administrator is not favorable, an interested party may appeal directly to the Administrative Review Board (formerly the Wage Appeals Board). Write to: Administrative Review Board U.S. Department of Labor 200 Constitution Avenue, N.W. Washington, DC 20210 4.) All decisions by the Administrative Review Board are final. END OF GENERAL DECISION https://www.wdol.gov/wdol/scafiles/davisbacon/ID25.dvb?v=0 1/12/2017 SAM Search Results List of records matching your search for : Search Term : kreizenbeck* constructors* Record Status: Active ENTITY KREIZENBECK, LLC Status:Active DUNS: 831631028 +4:CAGE Code: 04JV5 DoDAAC: Expiration Date: Oct 25, 2017 Has Active Exclusion?: No Delinquent Federal Debt?: No Address: 11724 W EXECUTIVE DR City: BOISE State/Province: IDAHO ZIP Code: 83713-0800 Country: UNITED STATES January 12, 2017 4:31 PM Page 1 of 1 eTRAKiT Page 1 of 2 Home I Setup an Account I Log In Licensee u Username Passworci LOGIN ❑ REMEMBER ME Forgot Password Permits Search Permit Pay Fees Licenses Search Trade Licenses Search Public Works Inspections Schedule Cancel Elevators Search Elevators Violations Search Shopping Cart Pay All Fees Paid Items Contact Contact us Public Works Search JO Search Again Download Results Printable View Company Name I License Number Work Category(s) License Type I License Class Status Kreizenbeck, LLC dba Kreizenbeck Const PWC -C-10187 00001, 00002, 00003 1, 2, 3, 5 UNLIMITED ACTIVE Mark J. Kreizenbeck PWC -CM -132 Sub -Type: UNLIMITED CONST MGR ACTIVE Ralph E. Kreizenbeck PWC -CM -15655 Phone: (208) 336-9500 CONST MGR ACTIVE Linked Activities: I_I Case(s) ELV1510-0015 ELEVATOR CLOSED I-1 Permit(s) BLD1301-00032 BUILDING FINALED BLD1203-00030 BUILDING ACTIVE EILicense(s) 00661 ELEVATORS 330 South B St ex as ►; The Division of Building Safety, makes every effort to produce and publish the most current and accurate information possible. No warranties, expressed or implied, are provided for the data herein, its use, or its interpretation. Utilization of this website indicates understanding and acceptance of this statement. 1-800-955-3044, 1090 E Watertower St, Suite 150 Meridian ID 83642 HOME I CONTACT https://web.dbs.idaho.gov/etrakit3/Custom/Idaho_PublicWorksSearchRslts.aspx 1/12/2017 Page: 1 of 1 Details - License Number: PWC -C-10187 Lic Info Fees $4,365.00 Registration #: PWC -C-10187 Issue: 3/2/2015 Expire: 3/31/2017 Type: PUBLIC WORKS Sub -Type: UNLIMITED Status: ACTIVE Company: Kreizenbeck, LLC dba Kreizenbeck Const Phone: (208) 336-9500 Cell: (208) 941-3203 Pager: 208 Fax: (208)336-7444 Owner Name: Linked Activities: I_I Case(s) ELV1510-0015 ELEVATOR CLOSED I-1 Permit(s) BLD1301-00032 BUILDING FINALED BLD1203-00030 BUILDING ACTIVE EILicense(s) 00661 ELEVATORS 330 South B St ex as ►; The Division of Building Safety, makes every effort to produce and publish the most current and accurate information possible. No warranties, expressed or implied, are provided for the data herein, its use, or its interpretation. Utilization of this website indicates understanding and acceptance of this statement. 1-800-955-3044, 1090 E Watertower St, Suite 150 Meridian ID 83642 HOME I CONTACT https://web.dbs.idaho.gov/etrakit3/Custom/Idaho_PublicWorksSearchRslts.aspx 1/12/2017 eTRAKiT Page 2 of 2 https://web.dbs.idaho.gov/etrakit3/Custom/Idaho_PublicWorksSearchRslts.aspx 1/12/2017 IDSOS Viewing Business Entity Page I of 3 IDAHO SECRETARY OF STATE y, r_ Viewing Business Entity Lawerence Denney, Secretary of State [ New Search ] [ Back to Summary ] [ Get a certificate of existence for KREIZENBECK CONSTRUCTORS, INC. ] [ Monitor KREIZENBECK CONSTRUCTORS, INC. business filings ] KREIZENBECK CONSTRUCTORS, INC. P. O. BOX 3087 13276 HIGHWAY 75 SUN VALLEY, ID 83353 Type of Business: CORPORATION, GENERAL BUSINESS Status: GOODSTANDING 05 Sep 1985 State of Origin: IDAHO Date of 01 Jul 1982 Origination/Authorization: Current Registered Agent: RALPH E. KREIZENBECK 202 FOX RUN ROAD KETCHUM, ID 83340 Organizational ID / Filing C70278 Number: Number of Authorized Stock 1 Shares: Date of Last Annual Report: 07 Jun 2016 Annual Report Due: Jul 2017 Original Filing: [ Help Me Print/View TIFF ] Filed 01 Jul 1982 INCORPORATION View Image (PDF format) View Image (TIFF format) Amendments: [ Help Me Print/View TIFF ] Amendment Filed 05 Sep REINSTATEMENT View Image (PDF format) 1985 View Image (TIFF format) Amendment Filed 08 Mar STOCK View Image (PDF format) View 1988 CHANGE Image (TIFF format) Annual Reports: Report for year 2016 ANNUAL REPORT Report for year 2015 ANNUAL REPORT Report for year 2014 ANNUAL REPORT Report for year 2013 ANNUAL REPORT Report for year 2012 ANNUAL REPORT Report for year 2011 ANNUAL REPORT [ Help Me Print/View TIFF ] View Document Online View Document Online View Document Online View Document Online View Document Online View Document Online https://www.accessidaho.org/public/sos/corp/C70278.htm] 1/12/2017 IDSOS Viewing Business Entity Page 2 of 3 Report for year 2010 ANNUAL REPORT View Document Online Report for year 2009 ANNUAL REPORT View Document Online Report for year 2008 ANNUAL View Image (PDF format) View REPORT Image (TIFF format) Report for year 2007 ANNUAL View Image (PDF format) View REPORT Image (TIFF format) Report for year 2006 ANNUAL REPORT View Document Online Report for year 2005 ANNUAL View Image (PDF format) View REPORT Image (TIFF format) Report for year 2004 ANNUAL View Image (PDF format) View REPORT Image (TIFF format) Report for year 2004 CHNG View Image (PDF format) View OFF/DIR Image (TIFF format) Report for year 2003 ANNUAL View Image (PDF format) View REPORT Image (TIFF format) Report for year 2002 ANNUAL View Image (PDF format) View REPORT Image (TIFF format) Report for year 2001 ANNUAL View Image (PDF format) View REPORT Image (TIFF format) Report for year 2000 ANNUAL View Image (PDF format) View REPORT Image (TIFF format) Report for year 1999 ANNUAL View Image (PDF format) View REPORT Image (TIFF format) Report for year 1998 ANNUAL View Image (PDF format) View REPORT Image (TIFF format) Report for year 1997 ANNUAL View Image (PDF format) View REPORT Image (TIFF format) Report for year 1996 ANNUAL View Image (PDF format) View REPORT Image (TIFF format) Report for year 1995 ANNUAL View Image (PDF format) View REPORT Image (TIFF format) Report for year 1994 ANNUAL View Image (PDF format) View REPORT Image (TIFF format) Report for year 1993 ANNUAL View Image (PDF format) View REPORT Image (TIFF format) Report for year 1992 ANNUAL View Image (PDF format) View REPORT Image (TIFF format) Report for year 1991 ANNUAL View Image (PDF format) View REPORT Image (TIFF format) Report for year 1990 ANNUAL View Image (PDF format) View REPORT Image (TIFF format) Report for year 1990 CHANGE View Image (PDF format) View ADDRESS Image (TIFF format) Report for year 1989 ANNUAL View Image (PDF format) View REPORT Image (TIFF format) Report for year 1988 ANNUAL View Image (PDF format) View REPORT Image (TIFF format) https://www.accessidaho.org/public/sos/corp/C70278.htm] 1/12/2017 IDSOS Viewing Business Entity Report for year 1987 ANNUAL REPORT Idaho Secretary of State's Main Page Page 3 of 3 View Image (PDF format) View Image(TIFF formatl State of Idaho Home Page Comments, questions or suggestions can be emailed to: sosinfo(&sos.idaho.gov https://www.accessidaho.org/public/sos/corp/C70278.html 1/12/2017 Meridian City Council Meeting DATE: January 17, 2017 ITEM NUMBER: 5K PROJECT NUMBER: ITEM TITLE: Task Order 10708.a Approval of Award of Task Order 10708.a and Agreement to Murray, Smith and Associates, Inc. for the "Pine Avenue Water Main Replacement and Sewer Extension from Meridian Rd to W 3rd St" project for a Not -To -Exceed amount of $54,336.00 MEETING NOTES u APPROVED Community Item/Presentations Presenter Contact Info./Notes CLERKS OFFICE FINAL ACTION DATE: E-MAILED TO STAFF SENT TO AGENCY SENT TO APPLICANT NOTES INITIALS Page 1 Memo To: C. Jay Jones, City Clerk, From: Keith Watts, Purchasing Manager CC: Dean Stacey/PM Date: January 12, 2017 Re: January 17th City Council Meeting Agenda Item The Purchasing Department respectfully requests that the following item be placed on the January 17th City Council under Public Works Department Report for Council’s consideration. Approval of Award of Task Order 10708.a and Agreement to Murray, Smith and Associates, Inc. for the “Pine Avenue Water Main Replacement and Sewer Extension from Meridian Rd to W 3 rd St” project for a Not-To-Exceed amount of $54,336.00. Recommended Council Action: Award of Task Order 10708.a and Approval of Agreement to Murray, Smith and Associates, Inc. for the Not-To-Exceed amount of $54,336.00. Thank you for your consideration. City of Meridian Purchasing Dept. CONTRACT CHECKLIST Date: REQUESTING DEPARTMENT Project Name: Project Manager: Contract Amount: Contractor/Consultant/Design Engineer: Is this a change order? Yes No Change Order No. Fund: Budget Available ( Purchasing attach report ): Department Yes No Construction GL Account FY Budget: Task Order Project Number: Enhancement: Yes No Professional Service Equipment Will the project cross fiscal years? Yes No Grant Grant #: Wage Determination Received Wage Verification 10 Days prior to bid due date Debarment Status (Federal Funded) Print and Attach the determination Print, attach and amend bid by addendum (if changed) www.sam.gov Print and attach Master Agreement Category (Bid Results Attached) Yes No (Ratings Attached) Yes No Date MSA Roster Approved: Typical Award Yes No If no please state circumstances and conclusion: Date Award Posted: 7 day protest period ends: PW License Expiration Date: Corporation Status Insurance Certificates Received (Date): Expiration Date: Rating: N/A Payment and Performance Bonds Received (Date): Rating: N/A Builders Risk Ins. Req'd: Yes No (Only applicabale for projects above $1,000,000) Reason Consultant Selected 1 Performance on past projects Check all that apply Quality of work On Budget On Time Accuracy of Construction Est 2 Qualified Personnel 3 Availability of personnel 4 Local of personnel Description of negotiation process and fee evaluation: Date Submitted to Clerk for Agenda: By: Purchase Order No.: Date Issued: WH5 submitted (Only for PW Construction Projects) NTP Date: Contract Request Checklist.5.24.2016.Final $54,336 Dean Stacey If yes, has policy been purchased? MSA / Dennis Gallianato III. Contract Type II. BUDGET INFORMATION (Project Manager to Complete) 60 3490 / 3590 95000 / 93505 10708.a TASK ORDER 2C RFP / RFQ BID VII. TASK ORDER SELECTION (Project Manager to Complete) Received estimated cost of Task Order ($54/foot) and reviewed work breakdown with cost and reviewed with engineering staff. Also compared to NW 2nd Street Water and Sewer replacement project ($62/foot). The cost and work period are acceptable. N/A Award based on Low Bid Highest Ranked Vendor Selected VIII. AWARD INFORMATION Approval Date Enter Supervisor Name Date Approved Kyle Radek 12/16/2016 January 12, 2017 I. PROJECT INFORMATION N/A N/A 2017 12/14/2016 Public Works Water Main Replacement and Sewer Main Extension -Pine Ave from Meridian Rd to W 3rd Street V. BASIS OF AWARD N/A N/A IV. GRANT INFORMATION - to be completed only on Grant funded projects VI. CONTRACTOR / CONSULTANT REQUIRED INFORMATION 22-Oct-13 N/A N/A N/A N/A Goodstanding N/A N/A TASK ORDER NO. 10708.a Pursuant to the MASTER AGREEMENT FOR PROFESSIONAL SERVICES BETWEEN CITY OF MERIDIAN (OWNER) AND MURRAY, SMITH AND ASSOCIATES, INC (ENGINEER) This Task Order is made this day of January 2017 and entered into by and between the City of Meridian, a municipal corporation organized under the laws of the State of Idaho, hereinafter referred to as "City", and accepted by (MURRAY, SMITH AND ASSOCIATES, INC) hereinafter referred to as "Engineer" pursuant to the mutual promises, covenant and conditions contained in the Master Agreement (category 2C) between the above mentioned parties dated October 22, 2013. The Project Name for this Task Order 10708.a is as follows: CITY OF MERIDIAN Pine Avenue Water Main Replacement and Sewer Extension from Meridian Road to W 3rd Street BACKGROUND The CITY identified the need to upsize the existing water main from near the intersection of N Meridian Road to W 3rd Street along W Pine Avenue: a distance of approximately 1,000 feet. An existing sewer main needs to be extended approximately 240 feet to connect into a new sewer main in NW 1" Street. This Task Order is for development of construction documents and services during construction. SCOPE OF WOR Task 1 Project Management Subtask 1.1— Kickoff Meeting In this task, ENGINEER will attend a kick-off meeting with the CITY to introduce project staff; review communication protocol, Task Order, schedule and budget; and make an Initial data request, Subtask 1.2 — General Project Management and Meetings The purpose of this task is to manage the project team, schedule, and budget. This includes monthly invoicing (invoices will include progress in terms of project percent Task Order 10708.a MURRAY, SMITH AND ASSOCIATES, INC Page 1 0( 9 complete), budget (percent spent and budget remaining) and schedule review, updates, and general administrative tasks. At a minimum, MSA's project manager (PM) will hold monthly teleconferences with the CIW's PM to provide project status updates. Additional siatus meetings are described in the subsequent project tasks. Monthly invoices will include updates on project schedule and budget Deliverables 1. Monthly project updates (submitted with invoice) that summarize each month's budget, schedule, and work accomplished. Task2-DataCollection ENGINEER will perform the following tasks as part of a data collection effort prior to development of design plans and specifications. Task 2.1 - Data Collection ln this task, ENGINEER will review background information provided by the OWNER and may develop a formal data request for any additional information required for completion of the work. lt is anticipated that additional data requests will be made throughout the project, however the majority of the data required will be requested at the beginning of the project. ENGINEER will limit the number of data requests that are made to minimize the required OWNER staff time. Task 2.2 - Survey ENGINEER will work with Wellington Survey to perform a preliminary survey as described below. The survey will be done horizontally on the NAD 1983 (translaled to the Ada County G.l.S. system) datum and vertical control based on NAVD 1988 datum. Contours will be developed at one-foot intervals. The survey will include: o Road centerline, edge of pavement, shoulder, breaks lines, etc. at a maximum interval of 50 feet. . Underground utilities as marked by Dig line or from provided as-built plans. . lnverts of all inigation and storm drain facilities in the project area. . Parcel information from the OWNER's GIS database. . Existing site features (such as trees, fences, etc.)that could impact the waterline alignment. . Set benchmarks for vertical project control. . County monuments Task Ord€r t0708.a MURRAY. SMITH AND ASSOCIATES, INC Page 2 of I Task 2.3 - Potholing ENGINEER will work with a subcontractor to perform potholing at various locations to confirm existing utility depths for crossings noted affer DigLine performs the locate services. lt is assumed there will be up to five (5) potholes performed. All potholes will be backfilled with native material and filled with cold mix asphalt, matching the existing asphalt thickness. Deliverables 1. CAD file of survey. 2. Summaryof utility depths based on potholes (electronic copy of logs provided by the potholing subcontractor). Task 3 - Design ENGINEER will develop Concept, 30Yo,60yo,95% and 100% designs for the work described in the background section of this TASK oRDER. ENGINEER wiil then develop a construction package for the improvements. Task 3.1 - Concept Deslgn ENGINEER will perform the following tasks: 1. ENGINEER will develop a proposed concept alignment for the new water and sewer mains. 2. Review existing topography. 3. Coordinate with existing utility providers and review as-built maps for existing utilities (e.9. water, sewer, gas, power) in the proposed project area and the potential impacts. 4. Submit concept plans to and coordinate with the irrigation and natural gas companies to understand the crossing requirements. Conceptual level construction cost estimates will be developed during this task and used to compare the altematives. ENGINEER will present the results of the concept design at a meeting with the CITY. Task 3.3 - 30% Design ENGINEER will develop 30% design package based on comments from the concept design. 30% design will include the following: . Plan and Profile Sheets Task Order 10708.a MURRAY. SMTTH AND ASSOC|ATES. tNC page 3 d I . Notes and Details specific to utility crossings . Opinion of probable cost for work o Reassessment of design schedule The 30% package will be submitted to the irrigation dislrict and the CITY for review. ENGINEER will meet with the CITY and review any comments on the 30o/o design. ENGINEER will revise the 30% design package per CITY comments, and ENGINEER will submit the revised 30% package to the inigation district and gas company for review (see Task 4). Task 3.4 - 60% Design / Utility Permit Set ENGINEER will develop the 60% design package based on comments from the 30% design review. 60% design will include the following: o Plan and Profile Sheets o Notes and Details specific to the project (standard details are not required). . Erosion and Sediment Control Plan (ESCP) as required by ldaho Department of Environmental auality (lDEa) and Ada County Highway Department (ACHD). (The plan will be reviewed by the CITY Environmental Division) . ACHD Variance Request (if required) . Traffic Conhol Plan o TechnicalSpecifications . Bid Schedule . Opinion of probable cost for work . Reassessment of design schedule The 60% design plans and specifications will be submitted to the CITY, Nampa Meridian lnigation District (NMID), and ACHD for review and comment. ENGINEER will attend a meeting with the CITY to review the 60% design package and perform a site walk through. ENGINEER will fill out any final forms for the various permits required for the inigation and gas crossings and shall submit the final permits, plans, details, figures to the various entities for approval. Iask 3.5 - 95% Deslgn Package ENGINEER will develop a 957o design package based on the comments on the Concept Design and 60% Design. The 95% design package will include the following final documents: o Plan and Proftle Sheets Task Order 1070E.a MURRAY. SMITH AND ASSOCIATES, INC Page 4 of I . Erosion and Sediment Control Plan (ESCP) as required by the ClTy, lDEe and ACHD . Traffic Control Plan (see assumptions). o Notes and Details specific to the project, standard detiails are not required o TechnicalSpecffications . Bid Schedule with quantities . Opinion of Probable Cost The 95% plans are assumed to be "bid ready' and are only missing minor ClTy, lDEe, NMID, and ACHD comments and approvals. The g57o design plans and specifications will be submitted to the clrY for review and comment by the Development seMces and Environmental Divisions. ENGINEER may attend a meeting with the CITY to review comments from the 95% design package, if needed. ENGINEER will submit the 95% plans to IDEQ for review and comment. Iask 3.6 - 1(N% Design Package ENGINEER will finalize the 100% design package based on the comments on the gS% plans from the CITY and IDEQ. The 100% design package will include the following FINAL documents with all the approval stamps and signatures: o Plan and Profile Sheets o Erosion and Sediment Control Plan (ESCP) as required by CITY, lDEe and ACHD. . Traffic Control Plan as required by ACHD and with an ACHD signature o Notes and Details specific to the project, standard details are not required . Technical Specification Package . Bid Schedule . Opinion of Probable Cost The '100% design plans and specifications will be submitted to the CITY for approval signature and inclusion in the bid package. Deliverables 'l . Concept design, presented in email format. 2. Meeting notes from the concept design review meeting. 3. Three hard copies of the 30% and one file in PDF format (to be placed on the CITY FTP site) design package (plans and technical specifications). Task Orde, 10708.a MURRAY, SMITH AND ASSOCiATES, INC Page 5 of 9 4. Three hard copies of the 60% and one file in PDF format (to be placed on the CITY FTP site) design package (plans and technical specifications). 5. Four hard copies ofthe 95o/o design package (plans and technical specifications). 6. One reproducible copy of the FINAL 100% design package (plans and technical specifications) in PDF format to be placed on the CITY FTP site. Task 4 - Services during Bidding and Construction (Optional) SeMces during construction will be billed on a time and materials basis if desired by the CITY. Potential tasks include: o Provide hard copies of the FINAL 100% design package (plans and technical specifications) o Attend pre-bid meeting o Answer guestions during the bid period . Assist the CITY in creating any required addenda during the bid period o Attend the pre-construction meeting . Respond to requests for information (RFls) o ENGINEER will review the technical submittals; up to ten submittals are included using the CITY designated online soft\,vare, i.e. CONDOC. r Perform site visits, attend construction meetings during construction and provide final punch list as requested o Collect any as-built information from the contractor and the CITY inspector . Prepare and produce complete sets of Record Drawings per CITY Record Drawing Requirements Deliverables 1 . Hard copies of the Bid Package, (number of mpies (IBD). 2. Electronic c,opies (PDF) of submittral review comments, RFI responses, field notes and construction meeting notes. ASSUMPTIONS While preparing our scope of services and fee estimate, we have made the following assumptions: Task Order 10708.a MURRAY, SMITH ANO ASSOCIATES, INC Page 6 of g Task 1 Assumptions 1. Assumes a notice to proceed date in January,2017 and a six-month project duration (design only). 2. No MSA travel time will be charged. Task 2 Assumptions ENGINEER will perform a data analysis effort that includes the following tasks: 1. ENGINEER and the OWNER will identify and collect required data in a timely manner to not impact the project schedule. 2. ENGINEER will contact ACHD to verify ACHD's requirement for roadway repair associated with the utility trench. 3. TASK ORDER assumes that there are no permits required for any of the proposed investigation services other than those assumed by the sub consultants. Iask 3 Assumptions 1. The entire project will be designed with plan and profiles for traditional open trench construction. 2. Yariance requests for "out of corridor work" will be submitted to ACHD and any other utilities affected. Approval letters from those utilities will be submitted to the CITY prior to commencing the 100% design plans. 3. The budget assumes up to four hours of meetings with ACHD and NMID. 4. Trench patch will be acceptable surface restoration to ACHD, and all pavement restoration design will be included on the water plan and profile sheets. 5. Traffic control plan will be a guideline used for Contractor to have a basis of bid. The Contractor will be responsible for developing a detailed traffic control plan for ACHD review and approval. 6. ENGINEER will prepare the Technical Specifications to The ldaho Standards for Public Works Construction (ISPWC) and CITY supplements and Addenda will be used as the basis of the Technical Specifications and they will be in the ISPWC formatting. ISPWC specifications will be referenced and not reproduced in the specification package. Supplemental technical specifications will be developed as required. (Specifications will state specifically what points shall be staked with a reference that the contractor will pay for additional staking or re-staking) 7. The CITY will prepare the "front end" bid specification section. 8. The CITY will administer the contract. 9. Plans will be full size (22-inch x 34-inch). 10.Any required permitting fees will be paid by the CITY. 11. Easement acquisition is not included in this TASK ORDER. Task Order 10708.a MURRAY. SMTTH AND ASSOCIATES, INC page 7 of 9 TIME OF COMPLETION and GOMPENSATION SCHEDULE Attached is a detailed project schedule. ENGINEER will make every effort to complete the work in a timely manner; however, it is agreed that ENGINEER cannot be responsible for delays occasioned by factors beyond its control, nor by factors that could not reasonably have been foreseen at the time this Task Order was executed. Task Number Sub consultant Fee MSA Circle H Wellinoton SurvEy MSA Labor Hours MSA Fee Task 'l - Prolect Management 27 $3,956 $3,956 Task 2 - Data Collection $2,200 $10,890 26 $3,s00 $16,590 Task 3 - Design 262 $s3,790 $33,7e0 Task 4 - Services During Construction (optional) TBD TBD Project Total $2,200 $10,890 315 $41,246 TASK ORDER TOTAL: $s4,336 Tosk fter 1070E.a MURRAY, SMITH AND ASSOCIATES, INC Page E ot 9 12. Design of new sewer services is not reguired. 13.Door to door coordination with existing home owners is not included in this TASK ORDER. Task I Assumptions 'l . Bid and Construction period is anticipated to be later summer 2017 - Spring 2018. 2. The CITY will produce the final Bid Package. 3. The CITY will produce any required addenda during the bid period. 4. The CITY will review bids and determine the apparent low bidder. 5. Pay requests will be reviewed by the CITY. 6. The CITY will provide a Project Representative that will be responsible for inspection of the project. 7. Record drawings per CITY Submittal Requirements. Total Cost The Not -To -Exceed amount to complete all services listed above for this Task Order No. 10708.a is Fifty Four Thousand Three Hundred Thirty -Six dollars ($54,336.00). No compensation will be paid over the Not -to -Exceed amount without prior written approval by the City in the form of a Change Order, Travel and meals are excluded from this Task Order unless explicitly listed in the Scope of Services AND Payment Schedule. CITY OF M BY� T* IDIAN I<'Ei,t� of Dated:l z j �� % Approved by Council: Attest: CJ CO S, Cl CLERK Purchasing Approval BY: KEIT A S, Grchasing Manager City Project Manager Task Order 10708,a MURRAY, SMITH AND ASSOCIATES, INC Murra 'th & Associates B Dennis Galin , Senior Engineer, Associate Dated: 01P Qo�oeD AUGUST City of �E IDIS IDDA AHOO SEAL/ Department"6p, 'l. I BY: WAt REW CTCINAPT C !ginoarinq RA n nor_ Dated: /,.)2. - Page 9 of 9 Page 1 Memo To: C. Jay Coles, City Clerk, From: Keith Watts, Purchasing Manager CC: Brent Blake/PM Date: 01/13/17 Re: January 17th City Council Meeting Agenda Item The Purchasing Department respectfully requests that the following item be placed on the January 17th City Council Consent Agenda for Council’s consideration. Approval of Award of Bid and Agreement to Knife River Corporation Northwest for the “BLACK CAT TRUNK SEWER – PHASE 5 CONSTRUCTION” project for a Not-To- Exceed amount of $405,705.85. Recommended Council Action: Award of Bid and Approval of Agreement to KNIFE RIVER CORPORATION - NORTHWEST for the Not-To-Exceed amount of $405,705.85. Thank you for your consideration. City of Meridian Purchasing Dept. CONTRACT CHECKLIST Date:REQUESTING DEPARTMENT Project Name: Project Manager:Contract Amount: Contractor/Consultant/Design Engineer: Is this a change order?Yes No Change Order No. Fund:Budget Available (Purchasing attach report): Department Yes No Construction GL Account FY Budget:Task Order Project Number:Enhancement:Yes No Professional Service Equipment Will the project cross fiscal years?Yes No Grant Grant #:Wage Determination Received Wage Verification 10 Days prior to bid due date Debarment Status (Federal Funded) Print and Attach the determination Print, attach and amend bid by addendum (if changed)www.sam.gov Print and attach Master Agreement Category (Bid Results Attached)Yes No (Ratings Attached)Yes No Date MSA Roster Approved: Typical Award Yes No If no please state circumstances and conclusion: Date Award Posted: 7 day protest period ends: PW License Expiration Date:Corporation Status Insurance Certificates Received (Date):Expiration Date: Rating: A Payment and Performance Bonds Received (Date):Rating: A Builders Risk Ins. Req'd:Yes No (Only applicabale for projects above $1,000,000) Reason Consultant Selected 1 Performance on past projects Check all that apply Quality of work On Budget On Time Accuracy of Construction Est 2 Qualified Personnel 3 Availability of personnel 4 Local of personnel Description of negotiation process and fee evaluation: Date Submitted to Clerk for Agenda:By: Purchase Order No.:Date Issued: WH5 submitted (Only for PW Construction Projects) NTP Date: Contract Request Checklist.5.24.2016.Final N/A N/A N/A N/A Goodstanding/Active155643/31/2017 I. PROJECT INFORMATION 1/13/2017 1/1/2018 N/A N/A 2017 1/17/2017 Public Works Black Cat Sewer Trunk-Phase 5 (Construction) V. BASIS OF AWARD 1/5/2017 January 12, 2017 IV. GRANT INFORMATION - to be completed only on Grant funded projects VI. CONTRACTOR / CONSULTANT REQUIRED INFORMATION N/A January 17, 2017 VIII. AWARD INFORMATION Approval Date Enter Supervisor Name Date Approved VII. TASK ORDER SELECTION (Project Manager to Complete) 1/13/2017 Award based on Low Bid Highest Ranked Vendor Selected $405,706Brent Blake If yes, has policy been purchased? Knife River Corp. III. Contract TypeII. BUDGET INFORMATION (Project Manager to Complete) 60 3590 93505 10614.b TASK ORDER N/A RFP / RFQBID CONTRACT FOR PUBLIC WORKS CONSTRUCTION BLACK CAT TRUNK SEWER — PHASE 5 — CONSTRUCTION PROJECT # 10614.13 THIS CONTRACT FOR PUBLIC WORKS CONSTRUCTION is made this 1.7 day of January, 2017, and entered into by and between the City of Meridian, a municipal corporation organized under the laws of the State of Idaho, hereinafter referred to as "CITY", 33 East Broadway Avenue, Meridian, Idaho 83642, and Knife River Corporation Northwest, hereinafter referred to as "CONTRACTOR", whose business address is 5450 W Gowen Road Boise, ID 83709 and whose Public Works Contractor License # is C -155641- U-1-2-3. INTRODUCTION Whereas, the City has a need for services involving BLACK CAT TRUNK SEWER — PHASE 5 - CONSTRUCTION; and WHEREAS, the Contractor is specially trained, experienced and competent to perform and has agreed to provide such services; NOW, THEREFORE, in consideration of the mutual promises, covenants, terms and conditions hereinafter contained, the parties agree as follows: TERMS AND CONDITIONS 1. Scope of Work: 1.1 CONTRACTOR shall perform and furnish to the City upon execution of this Contract and receipt of the City's written notice to proceed, all services and work, and comply in all respects, as specified in the document titled "Scope of Work" a copy of which is attached hereto as Exhibit "A" and incorporated herein by this reference, together with any amendments that may be agreed to in writing by the parties. 1.2 All documents, drawings and written work product prepared or produced by the Contractor under this Agreement, including without limitation electronic data files, are the property of the Contractor; provided, however, the City shall have the right to reproduce, publish and use all such work, or any part thereof, in any manner and for any purposes whatsoever and to authorize others to do so. If any such work is copyrightable, the Contractor may copyright the same, except that, as to any work which is copyrighted by the Contractor, the City reserves a royalty -free, non-exclusive, and irrevocable license to reproduce, publish and use such work, or any part thereof, and to authorize others to do so. BLACK CAT TRUNK SEWER — PHASE 5 - CONSTRUCTION page 1 of 14 Project 10614.b 1.3 The Contractor shall provide services and work under this Agreement consistent with the requirements and standards established by applicable federal, state and city laws, ordinances, regulations and resolutions. The Contractor represents and warrants that it will perform its work in accordance with generally accepted industry standards and practices for the profession or professions that are used in performance of this Agreement and that are in effect at the time of performance of this Agreement. Except for that representation and any representations made or contained in any proposal submitted by the Contractor and any reports or opinions prepared or issued as part of the work performed by the Contractor under this Agreement, Contractor makes no other warranties, either express or implied, as part of this Agreement. 1.4 Services and work provided by the Contractor at the City's request under this Agreement will be performed in a timely manner in accordance with a Schedule of Work, which the parties hereto shall agree to. The Schedule of Work may be revised from time to time upon mutual written consent of the parties. 2. Consideration 2.1 The Contractor shall be compensated on a Not -To -Exceed basis as provided in Exhibit B "Payment Schedule" attached hereto and by reference made a part hereof for the Not -To -Exceed amount of $405.705.85. 2.2 The Contractor shall provide the City with a monthly statement and supporting invoices, as the work warrants, of fees earned and costs incurred for services provided during the billing period, which the City will pay within 30 days of receipt of a correct invoice and approval by the City. The City will not withhold any Federal or State income taxes or Social Security Tax from any payment made by City to Contractor under the terms and conditions of this Agreement. Payment of all taxes and other assessments on such sums is the sole responsibility of Contractor. 2.3 Except as expressly provided in this Agreement, Contractor shall not be entitled to receive from the City any additional consideration, compensation, salary, wages, or other type of remuneration for services rendered under this Agreement including, but not limited to, meals, lodging, transportation, drawings, renderings or mockups. Specifically, Contractor shall not be entitled by virtue of this Agreement to consideration in the form of overtime, health insurance benefits, retirement benefits, paid holidays or other paid leaves of absence of any type or kind whatsoever. 3. Term: 3.1 This agreement shall become effective upon execution by both parties, and shall expire upon (a) completion of the agreed upon work, (b) or unless sooner terminated as provided in Sections 3.2, 3.3, and Section 4 below or unless some other method or time of termination is listed in Exhibit A. BLACK CAT TRUNK SEWER — PHASE 5 - CONSTRUCTION page 2 of 14 Project 10614.b 3.2 Should Contractor default in the performance of this Agreement or materially breach any of its provisions, City, at City's option, may terminate this Agreement by giving written notification to Contractor. 3.3 Should City fail to pay Contractor all or any part of the compensation set forth in Exhibit B of this Agreement on the date due, Contractor, at the Contractor's option, may terminate this Agreement if the failure is not remedied by the City within thirty (30) days from the date payment is due. 4. Liquidated Damages: Substantial Completion shall be accomplished within 90 (ninety) calendar days from Notice to Proceed. This project shall be considered Substantially Complete when the Owner has full and unrestricted use and benefit of the facilities, both from an operational and safety standpoint, and only minor incidental work, corrections or repairs remain for the physical completion of the total contract. Contractor shall be liable to the City for any delay beyond this time period in the amount of $500.00 (five hundred dollars) per calendar day. Such payment shall be construed to be liquidated damages by the Contractor in lieu of any claim or damage because of such delay and not be construed as a penalty. Upon receipt of a Notice to Proceed, the Contractor shall have 120 (one hundred - twenty) calendar days to complete the work as described herein. Contractor shall be liable to the City for any delay beyond this time period in the amount of $500.00 (five hundred dollars) per calendar day. Such payment shall be construed to be liquidated damages by the Contractor in lieu of any claim or damage because of such delay and not be construed as a penalty. See Milestones listed in the Payment Schedule for Substantial Completion. 5. Termination: 5.1 If, through any cause, CONTRACTOR, its officers, employees, or agents fails to fulfill in a timely and proper manner its obligations under this Agreement, violates any of the covenants, agreements, or stipulations of this Agreement, falsifies any record or document required to be prepared under this agreement, engages in fraud, dishonesty, or any other act of misconduct in the performance of this contract, or if the City Council determines that termination of this Agreement is in the best interest of CITY, the CITY shall thereupon have the right to terminate this Agreement by giving written notice to CONTRACTOR of such termination and specifying the effective date thereof at least fifteen (15) days before the effective date of such termination. CONTRACTOR may terminate this agreement at any time by giving at least sixty (60) days notice to CITY. In the event of any termination of this Agreement, all finished or unfinished documents, data, and reports prepared by CONTRACTOR under this Agreement shall, at the option of the CITY, become its property, and CONTRACTOR shall be entitled to receive just and equitable compensation for any work satisfactorily complete hereunder. BLACK CAT TRUNK SEWER — PHASE 5 - CONSTRUCTION page 3 of 14 Project 10614.b 5.2 Notwithstanding the above, CONTRACTOR shall not be relieved of liability to the CITY for damages sustained by the CITY by virtue of any breach of this Agreement by CONTRACTOR, and the CITY may withhold any payments to CONTRACTOR for the purposes of set-off until such time as the exact amount of damages due the CITY from CONTRACTOR is determined. This provision shall survive the termination of this agreement and shall not relieve CONTRACTOR of its liability to the CITY for damages. 6. Independent Contractor: 6.1 In all matters pertaining to this agreement, CONTRACTOR shall be acting as an independent contractor, and neither CONTRACTOR nor any officer, employee or agent of CONTRACTOR will be deemed an employee of CITY. Except as expressly provided in Exhibit A, Contractor has no authority or responsibility to exercise any rights or power vested in the City and therefore has no authority to bind or incur any obligation on behalf of the City. The selection and designation of the personnel of the CITY in the performance of this agreement shall be made by the CITY. 6.2 Contractor, its agents, officers, and employees are and at all times during the term of this Agreement shall represent and conduct themselves as independent contractors and not as employees of the City. 6.3 Contractor shall determine the method, details and means of performing the work and services to be provided by Contractor under this Agreement. Contractor shall be responsible to City only for the requirements and results specified in this Agreement and, except as expressly provided in this Agreement, shall not be subjected to City's control with respect to the physical action or activities of Contractor in fulfillment of this Agreement. If in the performance of this Agreement any third persons are employed by Contractor, such persons shall be entirely and exclusively under the direction and supervision and control of the Contractor. 7. Sub -Contractors: Contractor shall require that all of its sub -contractors be licensed per State of Idaho Statute # 54-1901 8. Removal of Unsatisfactory Employees: The Contractor shall only furnish employees who are competent and skilled forwork under this contract. If, in the opinion of the City, an employee of the Contractor is incompetent or disorderly, refuses to perform in accordance with the terms and conditions of the contract, threatens or uses abusive language while on City property, or is otherwise unsatisfactory, that employee shall be removed from all work under this contract. BLACK CAT TRUNK SEWER — PHASE 5 - CONSTRUCTION page 4 of 14 Project 10614.b 9. Indemnification and Insurance: 9.1 CONTRACTOR shall indemnify and save and hold harmless CITY and it's elected officials, officers, employees, agents, and volunteers from and for any and all losses, claims, actions, judgments for damages, or injury to persons or property and losses and expenses and other costs including litigation costs and attorney's fees, arising out of, resulting from, or in connection with the performance of this Agreement by the CONTRACTOR, its servants, agents, officers, employees, guests, and business invitees, and not caused by or arising out of the tortious conduct of CITY or its employees. CONTRACTOR shall maintain, and specifically agrees that it will maintain, throughout the term of this Agreement, liability insurance, in which the CITY shall be named an additional insured in the minimum amounts as follow: General Liability One Million Dollars ($1,000,000) per incident or occurrence, Automobile Liability Insurance One Million Dollars ($1,000,000) per incident or occurrence and Workers' Compensation Insurance, in the statutory limits as required by law.. The limits of insurance shall not be deemed a limitation of the covenants to indemnify and save and hold harmless CITY; and if CITY becomes liable for an amount in excess of the insurance limits, herein provided, CONTRACTOR covenants and agrees to indemnify and save and hold harmless CITY from and for all such losses, claims, actions, or judgments for damages or injury to persons or property and other costs, including litigation costs and attorneys' fees, arising out of, resulting from , or in connection with the performance of this Agreement by the Contractor or Contractor's officers, employs, agents, representatives or subcontractors and resulting in or attributable to personal injury, death, or damage or destruction to tangible or intangible property, including use of. CONTRACTOR shall provide CITY with a Certificate of Insurance, or other proof of insurance evidencing CONTRACTOR'S compliance with the requirements of this paragraph and file such proof of insurance with the CITY at least ten (10) days prior to the date Contractor begins performance of it's obligations under this Agreement. In the event the insurance minimums are changed, CONTRACTOR shall immediately submit proof of compliance with the changed limits. Evidence of all insurance shall be submitted to the City Purchasing Agent with a copy to Meridian City Accounting, 33 East Broadway Avenue, Meridian, Idaho 83642. 9.2 Insurance is to be placed with an Idaho admitted insurer with a Best's rating of no less than A-. 9.3 Any deductibles, self-insured retention, or named insureds must be declared in writing and approved by the City. At the option of the City, either: the insurer shall reduce or eliminate such deductibles, self-insured retentions or named insureds; or the Contractor shall provide a bond, cash or letter of credit guaranteeing payment of losses and related investigations, claim administration and defense expenses. 9.4 To the extent of the indemnity in this contract, Contractor's Insurance coverage shall be primary insurance regarding the City's elected officers, officials, employees and volunteers. Any insurance or self-insurance maintained by the City BLACK CAT TRUNK SEWER — PHASE 5 - CONSTRUCTION page 5 of 14 Project 10614.b or the City's elected officers, officials, employees and volunteers shall be excess of the Contractor's insurance and shall not contribute with Contractor's insurance except as to the extent of City's negligence. 9.5 The Contractor'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. 9.6 All insurance coverages for subcontractors shall be subject to all of the insurance and indemnity requirements stated herein. 9.7 The limits of insurance described herein shall not limit the liability of the Contractor and Contractor's agents, representatives, employees or subcontractors. 10. Time is of the Essence: The parties hereto acknowledge and agree that time is strictly of the essence with respect to each and every term, condition and provision hereof, 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. 11. Bonds: Payment and Performance Bonds are required on all Public Works Improvement Projects per the ISPWC and the City of Meridian Supplemental Specifications & Drawings to the ISPWC, which by this reference are made a part hereof. Contractor is required to furnish faithful performance and payment bonds in the amount of 100% of the contract price issued by surety licensed to do business in the State of Idaho. In the event that the contract is subsequently terminated for failure to perform, the contractor and/or surety will be liable and assessed for any and all costs for the re -procurement of the contract services. 12. Warranty: All construction and equipment provided under this agreement shall be warranted for 2 years from the date of the City of Meridian acceptance per the ISPWC and the Meridian Supplemental Specifications & Drawings to the ISPWC and any modifications, which by this reference are made a part hereof. All items found to be defective during a warranty inspection and subsequently corrected will require an additional two (2) year warranty from the date of City's acceptance of the corrected work. 13. Changes: The CITY may, from time to time, request changes in the Scope of Work to be performed hereunder. Such changes, including any increase or decrease in the amount of CONTRACTOR'S compensation, which are mutually agreed upon by and BLACK CAT TRUNK SEWER — PHASE 5 - CONSTRUCTION page 6 of 14 Project 10614.b between the CITY and CONTRACTOR, shall be incorporated in written amendments which shall be executed with the same formalities as this Agreement. 14. Taxes: The City of Meridian is exempt from Federal and State taxes and will execute the required exemption certificates for items purchased and used by the City. Items purchased by the City and used by a contractor are subject to Use Tax. All other taxes are the responsibility of the Contractor and are to be included in the Contractor's Bid pricing. 15. Meridian Stormwater Specifications: All construction projects require either a Storm Water Pollution Prevention Plan (SWPPP) or an erosion sediment control plan (ESCP) as specified in the City of Meridian Construction Stormwater Management Program (CSWMP) manual. The CSWMP manual containing the procedures and guidelines can be found at this address: http://www.meridiancity.ora/environmental.aspx?id=13618. Contractor shall retain all stormwater and erosion control documentation generated on site during construction including the SWPPP manual, field inspections and amendments. Prior to final acceptance of the job by the City the contractor shall return the field SWPPP manual and field inspection documents to the City for review. A completed Contractor Request to File Project N.O.T. with the EPA form shall be provided to the City with the documents. These documents shall be retained, reviewed and approved by the City prior to final acceptance of the project. 16. ACHD: Contractor shall be responsible for coordinating with the City to obtain appropriate ACHD permit(s) and will reimburse the City for fees, fines, or penalties City incurs due to Contractor's violation of any ACHD policy. City shall certify to ACHD that Contractor is authorized to obtain a Temporary Highway and Right -of -Way Use Permit from ACHD on City's behalf. The parties acknowledge and agree that the scope of the agency granted by such certification is limited to, and conterminous with, the term and scope of this Agreement. 17. Reports and Information: 17.1 At such times and in such forms as the CITY may require, there shall be furnished to the CITY such statements, records, reports, data and information as the CITY may request pertaining to matters covered by this Agreement. 17.2 Contractor shall maintain all writings, documents and records prepared or compiled in connection with the performance of this Agreement for a minimum of four (4) years from the termination or completion of this or Agreement. This includes any handwriting, typewriting, printing, photo static, photographic and every BLACK CAT TRUNK SEWER — PHASE 5 - CONSTRUCTION page 7 of 14 Project 10614.b other means of recording upon any tangible thing, any form of communication or representation including letters, words, pictures, sounds or symbols or any combination thereof. 18. Audits and Inspections: At any time during normal business hours and as often as the CITY may deem necessary, there shall be made available to the CITY for examination all of CONTRACTOR'S records with respect to all matters covered by this Agreement. CONTRACTOR shall permit the CITY to audit, examine, and make excerpts or transcripts from such records, and to make audits of all contracts, invoices, materials, payrolls, records of personnel, conditions of employment and other data relating to all matters covered by this Agreement. 19. Publication, Reproduction and Use of Material: No material produced in whole or in part under this Agreement shall be subject to copyright in the United States or in any other country. The CITY shall have unrestricted authority to publish, disclose and otherwise use, in whole or in part, any reports, data or other materials prepared under this Agreement. 20. Equal Employment Opportunity: In performing the work herein, Contractor agrees to comply with the provisions of Title VI and VII of the Civil Rights Act, Revenue Sharing Act Title 31, U.S. Code Section 2176. Specifically, the Contractor agrees not to discriminate against any employee or applicant for employment because of race, color, religion, sex, national origin, age, political affiliation, marital status, or handicap. Contractor will take affirmative action during employment or training to insure that employees are treated without regard to race, color, religion, sex, national origin, age, political affiliation, marital status, or handicap. In performing the Work required herein, CONTRACTOR shall not unlawfully discriminate in violation of any federal, state or local law, rule or regulation against any person on the basis of race, color, religion, sex, national origin or ancestry, age or disability. 21. Employment of Bona Fide Idaho Residents: Contractor must comply with Idaho State Statute 44-1002 which states that the Contractor employ ninety-five percent (95%) bona fide Idaho residents. 22. Advice of Attorney: Each party warrants and represents that in executing this Agreement. It has received independent legal advice from its attorney's or the opportunity to seek such advice. BLACK CAT TRUNK SEWER — PHASE 5 - CONSTRUCTION page 8 of 14 Project 10614.b 23. Attorney Fees: Should any litigation be commenced between the parties hereto concerning this Agreement, the prevailing party shall be entitled, in addition to any other relief as may be granted, to court costs and reasonable attorneys' fees as determined by a Court of competent jurisdiction. This provision shall be deemed to be a separate contract between the parties and shall survive any default, termination or forfeiture of this Agreement. 24. Construction and Severability: If any part of this Agreement is held to be invalid or unenforceable, such holding will not affect the validity or enforceability of any other part of this Agreement so long as the remainder of the Agreement is reasonably capable of completion. 25. Waiver of Default: Waiver of default by either party to this Agreement shall not be deemed to be waiver of any subsequent default. Waiver or breach of any provision of this Agreement shall not be deemed to be a waiver of any other or subsequent breach, and shall not be construed to be a modification of the terms of this Agreement unless this Agreement is modified as provided above. 26. Entire Agreement: This Agreement contains the entire agreement of the parties and supersedes any and all other agreements or understandings, oral of written, whether previous to the execution hereof or contemporaneous herewith. 27. Assignment: It is expressly agreed and understood by the parties hereto, that CONTRACTOR shall not have the right to assign, transfer, hypothecate or sell any of its rights under this Agreement except upon the prior express written consent of CITY. 28. Payment Request: Payment requests shall be submitted to City of Meridian through the City's project management software. The Project Manager will compare the invoice against the Payment Schedule in the Agreement for compliance. Upon approval that the work has been done and is in compliance with the Agreement, the Project Manager will approve the pay request for processing. City of Meridian payment terms are Net 30 from the date City receives a correct invoice. Final payment will not be released until the City has received a tax release from the Tax Commission. BLACK CAT TRUNK SEWER — PHASE 5 - CONSTRUCTION page 9 of 14 Project 10614.b 29. Cleanup: Contractor shall keep the worksite clean and free from debris. At completion of work and prior to requesting final inspection, the Contractor shall remove all traces of waste materials and debris resulting from the work. Final payment will not be made if cleanup has not been performed. 30. Order of Precedence: The order or precedence shall be the contract agreement, the Invitation for Bid document, then the winning bidders submitted bid document. 31. Compliance with Laws: In performing the scope of work required hereunder, CONTRACTOR shall comply with all applicable laws, ordinances, and codes of Federal, State, and local governments. 32. Applicable Law: This Agreement shall be governed by and construed and enforced in accordance with the laws of the State of Idaho, and the ordinances of the City of Meridian. 33. Notices: Any and all notices required to be given by either of the parties hereto, unless otherwise stated in this agreement, shall be in writing and be deemed communicated when mailed in the United States mail, certified, return receipt requested, addressed as follows: CITY CONTRACTOR City of Meridian Knife River Corporation Northwest Purchasing Manager Attn: Jessee Rosin 33 E Broadway Ave 5450 W Gowen Road Meridian, ID 83642 Boise, ID 83709 208-489-0417 Phone: 208-362-6152 Email: jessee.rosin@kniferiver.com Idaho Public Works License #15564-U-1-2-3 Either party may change their address for the purpose of this paragraph by giving written notice of such change to the other in the manner herein provided. 34. Approval Required: This Agreement shall not become effective or binding until approved by the City of Meridian. BLACK CAT TRUNK SEWER — PHASE 5 - CONSTRUCTION page 10 of 14 Project 10614.b CITY OF MERIDIAN Pct-; ' �Ke; f, 1W Dated:—? / l7/ orl7 Approved by Council: l Attest: C. JA'eCOLL4, CITY CLERK Purchasing Approval BY: KEIT ATTS, Purchasing Manager Dated:: IZI 7/ I -7 Project Manager BRENT BLAKE KNIFE RIVER CORP, - NORTHWEST BY: Dated:• / �GpRp0RA7FOq � GCG Depart nt App o BY: WARREN STEWA T, City Engineer Dated:: I /17 111 BLACK CAT TRUNK SEWER — PHASE 5 - CONSTRUCTION page 11 of 14 Project 10614.b EXHIBIT A SCOPE OF WORK REFER TO INVITATION TO BID PW -1716-10614.b ALL ADDENDUMS, ATTACHMENTS, AND EXHIBITS included in the Invitation to Bid Package # PW -1716-10614.b, are by this reference made a part hereof. SPECIFICATIONS / SCOPE OF WORK All construction work shall be done in accordance with the 2012 version of the Idaho Standards for Public Works Construction (ISPWC), the 2013 City of Meridian Supplemental Specifications to the ISPWC (and any Addendums). This project consists of constructing approximately 450 lineal feet of 24" gravity sewer main including 3 irrigation crossings (2 open trench, 1 bore and jack) that are required to be completed prior to March 15, 2017. Work within the Nampa Meridian Irrigation District (NMID), Boise Project Board of Control (BPBC), and Bureau of Reclamation (BOR) facilities will be required for execution of this project. In addition, work to complete these crossings shall be in full compliance with the Joint Agency 404 Nationwide permit secured by the CITY to complete the crossings shown on the Plans. No debris, soil, or other materials shall be allowed within the waterways. Work will be done during the non -irrigation season. The CONTRACTOR shall be responsible for complying with the City of Meridian Construction Storm Water Management Plan (CSWMP) because this project is anticipated to disturb more than one (1) acre; therefore, an EPA General Construction Permit, a Storm Water Pollution Prevention Plan (SWPPP), and a Notice of Intent (NOI) is required. BLACK CAT TRUNK SEWER — PHASE 5 - CONSTRUCTION page 12 of 14 Project 10614.b Exhibit B MILESTONE / PAYMENT SCHEDULE A. Total and complete compensation for this Agreement shall not exceed $405,705.85. MILESTONE DATES/SCHEDULE Milestone 1 SWPP Documents Submitted to City for Review January 13, 2017 Milestone 2 NOI January 20, 2017 Milestone 3 Material Submittal Review Completion Prior to February 1, 2017 Milestone 4 Substantial Completion April 18, 2017 Milestone 5 Final Completion May 18, 2017 PRICING SCHEDULE Contract includes furnishing all labor, materials, equipment, and incidentals as required for the BLACK CAT TRUNK SEWER — PHASE 5 - CONSTRUCTION per IFB PW -1716-10614.b NOT TO EXCEED CONTRACT TOTAL ....................... $405,705.85 Contract is a not to exceed amount. Line item pricing below will be used for invoice verification and any additional increases or decreases in work requested by city. The City will pay the contractor based on actual quantities of each item of work in accordance with the contract documents. Contract Pricing Schedule Pay Item Reference Description Quantity Unit Unit Price 205.4.1.13.1 Dewatering 1 LS $1.00 304.4.1.A.1 Trench Foundation Stabilization Material 100 TN $1.00 306.4.1.D.1 imported Trench Backfill 300 TN $3.00 307.4.1.A.1 Miscellaneous Surface Repair (Landscaping - T e 1) 276 LF $10,764.00 307.4.1.A.1 Miscellaneous Surface Repair (Landscaping Bed- Type 2) 230 SY $1,610.00 307.4.1.A.7 Miscellaneous Surface Repair Natural Ground 43 LF $107.50 307.4.1.A.9 Miscellaneous Surface Repair (Asphalt Driveway Repair) 28 SY $2,240.00 307.4.1.D.1 Type "C" Surface Restoration (Gravel Roadway) 56 LF $1,176.00 308.4.1.C.1 Steel Casing Sleeve - 36 -inch Ridenbau h 107 LF $53,500.00 BLACK CAT TRUNK SEWER — PHASE 5 - CONSTRUCTION page 13 of 14 Project 10614.b BLACK CAT TRUNK SEWER — PHASE 5 - CONSTRUCTION page 14 of 14 Project 10614.b Canal) Open Trench 501.4.1.13.1 Gravity Sewer Pipe - 24" PVC (includes excavation, bedding, backfill, etc.) 442 LF $53,040.00 502.4.1.F. 1 Connect to Existing Manhole 1 EA $30,000.00 502.4.1.A.1 Sanitary Sewer Manhole - 60" Type B 4 EA $56,000.00 502.4.1.G.1 Special Drop Discharge Structure 1 EA $5,000.00 706.4.1.E.1 Concrete Sidewalk - 6 inch reinforced 330 SY $22,400.00 706.4.1.1.1 Concrete Lining 303 SY $30,300.00 901.4.1.A.1 Pressure Irrigation Main Relocation - 4 inch 100 LF $600.00 901.4.1.13.1 Pressure Irrigation Main Fitting - 4" - 451 Bend 1 EA $110.00 902.4.1.A.1 4" Diameter, Pressure Irrigation Valve -Type Resilient Seated Gate Valve 1 EA $600.00 1003.4.1.A.1 Fiber Rolls 80 LF $168.00 1006.4.1.C. 1 Inlet Protection 1 EA $60.00 1103.4.1.A.1 Construction Traffic Control 1 LS $1,600.00 2010.4.1.A.1 Mobilization 5% Max. 1 LS $15,000.00 2020.4.1.F.1 Reference and Reset Monuments 3 EA $621.00 sP- 2105.4.1.A.1 Sewage By-pass S tems 1 LS $1,000.00 SP- 2142.4.1.A.1 Remove Misc. Item - Trees 13 EA $1,495.00 SP- 2142.4.1.8.1 Remove and Reset Misc. Item - Fence Type 3B 160 LF $1,656.00 SP- 2142.4.1.8.1 Remove and Reset Misc. Item - Sound Wall 285 LF $2.85 SP- 2142.4.1.8.1 Remove and Reset Misc. Item - Signs 4 EA $920.00 SP- 2142.4.1.8.1 Remove and Reset - Fence Type 5 100 LF $900.00 Sp- 2142.4.1.13.1 Remove and Reset - Street Light 1 EA $3,300.00 SP- 2142.4.1.C.1 Remove and Replace Misc. Item - Power Cable 200 LF $200.00 SP- 2142.4.1.C.1 Remove and Replace Misc. Item - Irrigation System 1 LS $5,000.00 SP -Remove 2142.4.1.C.1 and Replace Misc. Item - Fence Type 3-B 160 LF $1,440.00 SP- 2142.4.1.C.1 Remove and Replace Misc. Item - Trees 3 EA $6,000.00 SP- 2216.4.1.A.1 Storm Water Management 1 LS $3,700.00 Additive Bid Alternate A Pay Item Reference Description Quantit Unit Unit Price 308.4.1.13.1 Steel Casing Pipe Boring and Jacking - 42 -inch Carlson Lateral 133 LF $94,031.00 1003.4.1.A.1 Fiber Rolls 120 LF $252.00 1003.4.1.C.1 Silt Fence 150 LF $367.50 SP- 2216.4.1.A.1 Storm Water Management (Additions to Base Bid) 1 LS $500.00 BLACK CAT TRUNK SEWER — PHASE 5 - CONSTRUCTION page 14 of 14 Project 10614.b City Of Meridian Statement of Revenues and Expe _ltures - Rev and Exp Report - Sandra - dosted Transactions Included In Report 60 - Enterprise Fund 3590 - WW Construction Projects From 10/1/2016 Through 9/30/2017 Capital Outlay 93505 Sewer Line Extensions Total Capital Outlay DEPT EXPENDITURES TOTAL EXPENDITURES Budget with Amendments Current Year Budget Actual Remaining 5,295,807.36 74,337.18 5,221,470.18 5,295,807.36 74,337.18 5,221,470.18 5,295,807.36 74,337.18 5,221,470.18 5,295,807.36 74,337.18 5,221,470.18 Date: 12/16/16 10:05:27 AM Page: 1 wnmt Document A31 2rM - 2o1o Performance Bond CONTRACTOR: (Name, legal statts and address) Knife River Corporation - Northwest 5450 W. Gowen Road Boise, lD 83709 OWNER: (Name, legal status and oddress) City of i,4eridian 33 East Broadway Avenue N,leridian, lD 83642 GONSTRUCTION CONTRACT Date: Amouat: $405,705.85 Dcscriptiotr: (Name and locarton) Black Cat Trunk Sewer - Phase 5 - Construction, Project #10614.8 BOND Date: (No, earliet thai Constructio Co ruct Ddte) Bond No. 190036873/'106598235 This document has imporlant legal consequences, Consultation wilh an attomey ls encouraged wilh respect to lts completlon or modifrcation. Aay singular aeference to Contractor, Surety, Own€r or other party shall be considered plural rYhere applicable. Conforms with The American lnslitute of Architects AIA Document 312 SURETY: (Name, legal stalus ond principal placeof business) Liberlv Mutual lnsurance Companv 175 Berkeley Slreet, Boston, MA 02116 AND Travelers Casually and Surety Company ofAmerica One Tower Square - 2SHS, Hartford, CT 06183 Mailing Address tor Notlces Liberty Mutual lnsurance Company Attention: Surety Claims Deparlment 1001 4th Avenue, Suite 1700 Seattle, WA 98'154 Amourt $ 405,705.85 ModificatioDs to this Bond: GONTRACTOR AS PR Company: Knife River Corporatio El,Nm.,,Esr See Section l6 +SURETY (Corporate Seal) /.tlr Eberty Mutual lnsurance Company .;1oIa + Signature:J ignature: Name Hea r R. Goedtel and T Rosin,and Title: Attorney-in-Fact (At y ddditiohal sighdtutes appear on the lost page ol this Pet/or-rrrance Bond) (FOR INFORMAT|ON ONLY - Nome, address and telephone) AGENToTBROKER: OWNER,S REPRESENTATIVE: Willis Of Minnesota, lnc. (Architect, Engineet or other party:) 1600 Utica Avenue South, Suite 600 Minneapolis, MN 55416 763 302-7219 s-185ZAS 8/10 A 1912 Name S 2 Iftle Contmctor pcrfoms the Construction Contract, thc Surcty and tlc Contractor shall havc no obligation undcr this Bond, cxcept whcn applicable to participale in a conference as provided in Section 3. S 4 Failwe on the part ofthe Owner to comply witl the notice Equircment in Section 3.1 shall not constitule a failure to comply with a condition precedent to the Surety's obligations, orrelease the Surety from its obligations, €xcept to thc exlent the Surety demoflstrates actual prejudice. $ 5 When the Owner has satisfied tlre conditions ofseclion 3, the Surety shal! promptly and al the Surety's expense take onc ofthe folloe/ing actions: $ 5.1 Arrange for the Cont'actor, with the consent ofthe Owner, to perform and complete the Consfiuction Cont-act; S 5.2 Undertake to p€rform and complete the Construction Contract itself, through its agents or independent contractoB; $ 5.3 Obtaia bids or negotiated proposals from qualified contmcton acceptable to the Owner for a contract for performaoce aod completion of the Consruction Contract, arange for a contract to be prcpared for execution by the Ovner ard a contracto. selected with fte Ownet's concurrcnce, to be secured with perfonnance aod payment botrds executed by a qualified surety equivalent to the bonds issued on the Constluction Contract and pay to the Ovtrer the amourt ofdamages as described i[ Section 7 i,l excess ofthe Balance ofthe Contract Price incurred by the Owtrer as e result oflhe Contiactor De&ulq or S 5.4 Waive its right to perform ald complete, arrange for completiorL or obtain a new contractor and with reasooable promptness under the circumstances: .1 After investigation, determine the amount for which it may be liable to the Owner and, as soon as practicable affer the amount is determined, make payment to tle Owner; or .2 Deny liability in whole or io part ard ootify the Owner citing the reasons for denial. S 6 Ifthe Surety does lot proceed as prcvided in Section 5 with reasonable promptness, the Surety shall be deemed to be in default on this Bond seveo days after receip of a4 additional written notice iiom tbe Owner lo the Surety demanding that the Surety perform its obligatioDs under this Bo[d, and lhe Owner stall be entided to eoforce any rerDedy available to the Owner. If the Suety prcceeds as provided in Section 5.4, a'ld tle Owner refuses the payment or the Surety has denied liability, in whole or in part, without funher lotice the Owner shall be entitled to enforca any remedy availabk t; ftc Orrqel s-1 85ZAS 8/1 0 S I The Conkactor and Surety, jointly and severally, bind themselves, their heirs, executors, adminisFators, successors and assigns to the Owne! for the pcrformancc ofthe Constructio! Contract, which is incorporatcd hcrcin by rcfcrcncc. S 3 Iftherg is no Owner Default under the Construction Contrac! the Surety's obligation under this Boud shall arise after ,1 the Owtrer fitst provides notice to the Contractor and the Surety that the Owrer is considering declaring a Contractor Default Such notice shall indicate whether the Owner is requesting a conference arnong the Owner, Contmctor and SuEty to discuss the Cor[ractofs performance. Ifthe Owner does not request a conference, the Surety may, $dthin five (, business days after rcceipt of the OwDels notice, request such a conference. lf the Surety timely requests a conference, the Owner shall attend. Unless the Owtrer agrces othcrwise, any conference requested under this Sectiotr 3.1 sh.ll be held within ten (10) business days ofthc Surcty's receipt ofthe Orwels notice. If the Owner, the Contractor aod the Surety agree, the Contracto! shall be allowed a reasoDable time to perform the Co6truction Contmct, but such an agre€ment shall Dot w8ive tbe Owne/s right, ifany, subsequently to declare I Contractor Default;.2 the Owner declares a ConEacto! Default, teminates the Constsuction Contract and notifies the Suety; aDd .3 the Ownerhas agreed to pay the Balance ofthe Conh-act Price in accordance witl the terms ofthe Construction Contract to the Surety or to a contractor selected to perform the Co$truction Contlact. S 7 Ifthe Surcty elccts to act under Section 5.1, 5.2 or 5.3, theo the responsibilities ofthe Surety to thc Owncr shall llot bc grester thatr those ofthe Contractor under the Construction Contract, and the responsibilities of the Owner to the SuEty shall not b€ greater than those of the Owner under the Constructioo Co[tract. Subjcct to thc comEitrnent by the Owner to pay lhe Balaoce ofthe CoDEact Plice, the Surety is obligated, without duplication, for .l the rcsponsibilities ofthe Contractor for correction ofdefeclive work and completion ofthe Consbuctiotr Contract; .2 additional legal, design professional and delay costs resulting flom the Conraclols Default, and resulting from the actioN or failure to act of tie Suety under Section 5; and .3 liquidated damages, or ifno liquidated damages are specilied in the Constructioo Contract, actual damages caused by delayed performance or non-peaformance of the Contractor. S 8 If the Surcty elects to act under Section 5.1, 5.3 or 5.4, the Surety's liability is limited to the amount ofthis Bond. S 9 Thc Surcty shall oot b€ liable to thc OwDcr or othe6 for obligatioDs ofthc Contractor that are unrelated to thc Co$tuctiotr Contract, atrd thc Balance of the Contract Price shall not be reduced or set offon account of any such umelated obligatioff. No right ofaction shall ac.rue on this Bond to any persotr o( entity other than the Owner or its heirs, executors, administmto$, successors alld assigns- $ I I Aoy proceediog, legal or equitable, under this Bond may be i$tituted in any court of competent jurisdictioo in the location i! which the work or part of the work is located arld shall be instituted within two years after a declaration of Cotrtractor Defbult or within two years after the Contractor ceased workiog or within two years after the Surety refrrses or fails to perlorm its obligatiorr under this Bond, whichever occurs fust. Iftbe provisions of this Paragaph are void or prohibited by law, the minimum period of limitation available to sureties as a defense io the jurisdiction of the suit shall be applicable. S 12 Notice to the Surety, the Owner or the CoDtractor shall be mailed or delivered to the address shown on the page on which their signature appears. S 13 when this Bond has been fumished to comply with a statutory or other legal requirement in the location where the construction was to be performcd, any provision in this Bond conflicting with said statutory or legal requiremcnt shall be deemed dcleted herefrom and provisions conforming to such statutory or other legal rcquirement shall be deemed incorporaled hereiD. lvhen so fimished, the intent is that this Bond shall be construed as a statutory bond and not as a common law bond. S 14 Definitions S 14.1 Balance of the Contract Prlce. The total amount payabte by the Ol}ler to the Contracto! under tte Consruction Conhact after all proper adjustmetrts have been made, including allowance to the Contractor of afly amou[ts received or to be received by the Owner itr settlement of insurance or othe! claims for damages to which the Contiactor is entitled, reduced by all valid and prcper paymelts made to or on behalf of the Contractor under the Conskuction Contract. 5 I4.2 Constructlon ContracL The agreement between the Owner and Cootractor idellified oo the cover page, including all Cootract Documents and changes made to the agreement and the Contract Docume s. S 14.3 Contractax Defaull Failure of the Cotrtractor, which has not been remedied or \aaived, to perform or otherwise to comply with a matelial term ofthe Coostrugtion Contract. S 1 4.4 Owner Default. Failure of the Owner, which has Dot been lemedied or waived, ki pay thc Contractor as required under the CoNtruction Contract or to perfoutr and complctc or comply with the other material tcrms ofthe Consuuction ConEacL S 14.5 Contract Documents- All the documents that comprise the agreemelt between the Owner and Contractor $ 1 5 If this Bond is issued for an agreement between a Cotrtractor aDd subcontractor, t]rc term Contractor in tbis Bond shall be deemed to be Subcontractor and the term Owner shall be deemed to be Contractor. s-185ZAS B/10 S l0 The Suety hereby waives notice ofany change, including changes of time, to the Construction Contract or to related subconhacts, purchase orders and other obligatioos. S 16 Modifications to this bond are as follows: H (Space is provided below for additionil CONTRACTOR AS PRINCIP Company: Name and Title: Address fi osln, Aulhorlzed Agonl KNIFE RIVER EltO W GOWEN RD 8018E, rD 837q) 208.362.61 52 than those oppearing on the coeer page.) SURETY CompaDy: (Corporale Seal) Travelers Casualty and Surety Company of America t ( h.loo,wSignature: Name ard Title: Heather R. Goedtel, Attorney-in-Fact Address 'lgQQ !ti6 Avenue South, Suite 600 Minneapolis, MN 5 16 s-1B52yAS 8/10 Signature:flL-/ I-ibcrtv Ilrrl rr.i l Payment Bond CONTRACTOR: (Name, legol status ahd address) Knife River Corporation - Northwest 5450 W. Gowen Road Boise, lD 83709 Conforms with The American lnstilute of Architects AIA Document 312 Document A312rM - 2010 SUREry: (Name, legal snrus aad principal place of business) Liberty Mutual lnsurance Company 175 Berkeley Street, Boston, MA 02116 AND Travelers Casually and Surety Company of America Bond No. 1 90036873/106598235 CONSTRUCTION CONTRACT Date: Arnounl $405,705.85 Description; (Name and locotion) Black Cat Trunk Sewer - Phase 5 - Construction, Project #10614.B BOND Date: (Nol ea ier thon Constructio Conlruct Dote) Amount $405,705.85 Modifications to this Bond: OWNER: (Name, legal slalus and address) City of Meridian 33 East Broadway Avenue Meridian, lD 83642 CONTRACTOR AS PRIN Company: Knife River Corporation - Signature: Name and Title;e Rosin. Authorzed Aoelltn"' - andTitle: One Tower Souare - 2SHS Hart'ord CT 06183Mailing Address for Notices Liberty Mutual lnsurance Company Atlention: Sur€ty Claims Department 1001 4lh Avenue, Suite 1700 Seattle, WA 98154 8 (Cotpotute Seal) lnsurance Company H er R. Goedtel ey-in-FactAttorn (A y additional signatures appear on the last page of this Pdyn ent Bond) (FOR INFORMATION ONLY - Nome, address and telephone) AGENToTBROKER: OWNER.S REPRESENTATIVE: willis of Minnesota, lnc. (Archilect' Engineer or other party:) 1600 Utica Avenue South. Suite 600 l\rinneapolis, MN 55416 763 302-7219 s-2149/AS &10 INS w This document has imporlant legal consequoncos, Consultation with an attorney is encouraged with respecl to its completion or modification. Any singular roferenc€ to Cont6ctor, Suaety, Owner or other party shall bo considored plural where applicable. I I 1912 AI S I The Conhactor and Surety, jointly and severally, biad tbemselves, theh hei6, executors, admidstmtors, successoN and assigns to the Owner to pay for labor, matedals and equipment fiimished for use in the performance ofthe Construction Contract, vhich is incorpomted hgrein by reference, subject to the following terms. S 2 lfthe Contractor promptly makes pa)rment ofall sums due to Claimants, and defends, indemnifies and holds harmless the Owner from claims, demands, liens or suits by aDy person or entity seeking payment for labor, materials or equipment fumished for use in the performance oflhe Construction Contract, then the Surety and lhe Contractor sball have !1o obligation unde! this Bond. $ 3 lfthere is no Owner Default under the Coostruction Contmct, the Surety's obligation to the Owner under this Bond shall arise afterthe Owner has promptly notified the Contractor aod the Surcty (at the add.ess described in Section 13) of claims, demands, liens or suits against tlle Owner or the Ownels property by aoy person or eDtity seeking payment for labot mateiials or equipment fumished for use in the performatrce ofthe Coostruction CoDtract and tendered defense ofsuch claims, demaods, liens o! suits to the Cont.actor and the Surefy. S 4 When the Owner has satisfied the corditions in Section 3, the Surety shall promptly and at the Sureys expense defend, itrdemnify atd hold harmless the Owner against a duly tendered claim, demand, lien or suit. $ 5 The Surety's obligations to a Claimant under this Bond shall a se after the following: S 5.1 Claimants, who do not have a direct co[tract with the Contractor, .1 have fumished a *,ritten notice ofnoD-payment to the Contractor, stating with substa ial accuracy the amount claimed and the oame of the party to whom the matenals were, or equipment was, firrnished or supplied or for whom the labor was done or perfomed, within ninety (90) days after having last perforrned labor or last fumished materials or equipment included h the Claim; and ,2 have sent a Claim to the Surety (at the address described in Section l3). S 5.2 Claimants, who are employed by or have a direct conhact with the Contractor, have sent a Claim to the Surety (at the address described in S€ction l3). $ 5 Ifa notice ofnon-palment rcquiled by Section 5.1.1 is givelr by the Owner to thc Contmctor, that is sullicient to satisry a Chimant's obligation to fumish a written notice of notr-pa).metrt under Section 5,1.1. S 7 When a Claimant has satisfied the conditions of Sections 5.1 or 5.2, whichever is applicable, the Surety shall promptly and at the Surevs expeNe take the following actions: $ 7.1 Send an answer to the Claimant, with a copy to the Owner, within sixty (60) days afler receipt ofthe Claim, stating l[e amounts that are undisputed ard the basis for challenging any amounts that are disputed; a[d S 7.2 Pay or arrange for payment of any undisputed amounts. S 7.3 The Surety's failure to discharge its ob[gations under Section 7.1 or Section 7.2 shall not 6e deemed to constitute a waiver ofdefenses the Surety or Cotrtraclor may have or acquire as to a Claim, except as to undisputed amounts fol which the Surety and Claimant have reaghed agleement. If, however, the Surety fails to discharge its obligations under Section 7.1 or Section 7.2, the Surety sbalt indemniry the Claimant for th€ reasonable atlomey's fees the Claimant incus ihereafter to recover any sums found to be due and owing to the Claimant. S 8 The Surety's tetal obligation shall not exceed the amount of this Bond, plus the amount ofreasooable attomey's fees provided under Section 7.3, and the amount ofthis Bond shall be credited for any payments made in good faith by the Surety. S I Amounts owed by the Owner to the Contractor under the Construction Conhact shall be used for the performance of the Corckuction Contract and to satisfr claims, ifany, under any corstruction performance bond. By the Contactor fumishing and lhe Owoer accepting this Bond, they agree that all funds eamed by the Conaactor in the performance ofthe Construction Contract ar€ dedicated to satisry obligations of the Contraclor end Surety under this Bon4 subject to the Ownels priority to use the funds for the completior of the work. s-2149/AS 8/10 S 10 Thc Surety shalt not be liable to the O\trner, Claimants or others for obligations ofthe Contractor that are unrclated to the Construction ConFact. The Owner shall not be liable for the payment of any costs or expenses of any Claimant under this Bond, ard shall have under this Bond no oblig.tion to make payments to, or give notice on behalfof, Claima[ts o. otherwise havc atly obligations ro Claimants under this Bond. S '12 No suit o. action shall be commenced by a Claimant under this Bond other than in a court ofcompetentjurisdiction in the state in which the project that is the subjecl ofthe Construction Contract is located or after the expiratiotr ofone year from the date (l) on which the ClaimaDt sent a Claim to thc Surcty pursuant to Sectioo 5.1.2 or 5.2, or (2) on which the last labor or service was performed by anyone orthe last mate als or equipment were fumished by anyone under the Construction Contract, whichever of(l) or (2) first occuls. Ifthe provisioDs ofthis Paragaph are void or prohibited by law, the minimum period oflimitation available to sureties as a defense in thejurisdiction ofthe suit shall be applicable. S 1 3 Notice and Claims 10 the Surety, the Owner or the Contractor shall be mailed or delivered to lhe address shown on the page on which their signature appe.rs. Actual receipt ofnotice or Claims, however accomplished, shalt be sutficietrt compliance as ofthe date received. $ 'l 4 When this Bood has been fumished to comply with a stanrtory or other legal requircment in the locatioo where the construction rvas lo be performcd, aay provisioo in this Bond conflicting with said statutory or legal requirement shall be deemcd delctcd hercfiom atrd provisions conforming to such statutory or other legal r€quirement shall be deemed fucorporated herein" When so fumished, the intent is that lhis Bond shall be construed as a statutory bond and not as a common law bond. S 1 5 Upon request by any person or e[tity appearing to bc a polential beneficiary of this Bond, the Contractor and Owner shall promptly fumish a copy ofthis Bond or shall permit a copy to be made. S '16 Definitions S 16.1 Clalm. A written statement by the Claimant including at a minimum: .1 the name of the Claimad; .2 thc name of the person for whom the labor was don€, or matelials or equipment fi.rmished; ,3 a copy ofthe ageemetrt or puchase order pursuatrt to which labor, materials or equipmeot was fumished for use in ihe performaoce of the Construction Cootract; .4 a briefdescription ofthe labor, materials or equipDent fumishee .5 thc date on which the Claimant lasl performed labor or last fumished fiaterials or equipment for use in the performance ofthe ColsEuction Contracq .6 the total amount esmed by the Claimant for labot materials or equiptneot fumished as ofthe date of the Claim; .7 the total amount ofprevious payments rcceived by the Claimant; and .8 the total amount due and unpaid to the Claimant for labor, materials or equipment furaished as ofthe date ofthe Claim. S 16.2 Claimant, An individual or ertity having s direct contract with the Contractor o! with a subcontractor ofthe Contr-actor to fumish labor, materials or equipment for use in the perfortuance of the Construction Co[tlact. Thc term Claimant also includes any individual or entity that has rightfully assedeC a claim tmder an applicable mechanic's lien or similar statute against the real property upon which the Project is located. The iotent ofthis Bond shall be to include rvithout limitation in the terms "labor, materials or equipment" that part of water, gas, power, light, heat, oil, gasoline, telcphone service er rental equipment used itr lhe Constructioo Contrac! architectual and engineering services required for performauce ofthe work ofthe Contractor 8!d the CoDt actols subcontractors, and all other items for which a mechanic's lien may be asserted in thejurisdiction where the labot mate.ials or equiFnent were fumished. S 1 6.3 Cqnstruction Contracl The agr€emsnt between the Owner alld Contractor identifiedoo the cover page, including all Cotrttaca DocumeDts and all changes made to the agreernent and the Contract Docuhents, s-2 1 49/AS 8/1 0 S 1l The Surety hereby w8ives notice of any changg including changes of time, to the CoDstruction Contract or to related subcontsacts, puchase orders and other obligations. S 16.4 Owner Default. Failure of the Owner, which has not been remedied or waived, to pay the Contactor as requircd urder lhe Consructioo Contract or to perforrn and complete or comply with the other material terms of the Corsrucdotr Contl-act. S 16.5 Contract Documents. All the documeDts that compdse the agreemcnt bctwcon tle Owner and Co[Eactor. S 17 Ifthis Bond is issued for aD agreement betweeo a Cotrtmctor and subcontlactor, the term Contractor in this Bood shall be de€med to be Subcontractor 8!d the term Owner shall be deemed to b€ Contractor. $ '18 Modificatioas to this bond are as follows: t (Space is provided belowlor CONTRACTOR AS PRING o Company: /d Signature Name and Title: Address Rosln, Authorized Agenl KNIFE RIVER $50 W GOWEN RD BO|SE, lD 83709 m8-362'6152 other thon those appearing on the cover page.) SURETY Compaly: (Corporale Seal) Travelers Casualty and Surety Company of America Signature: Name and Titlc:Goedtel, Attorney-in-Fact Address 1600 Utica Avenue South, Suite 600 Minneapolis, l\4N 55416 SEE ltl4ol,r t s-2149/AS 8/10 /14 _-.- 1 Surety Acknowledgment State of Nlinnesota )ss County of Henneoin on this l2r( day "&rUM zo t-Z , before me personally came Heather R. Goedte to me known, who being by me duly swom, did depose and say that she is the Attorney-in-Fact of Liberty Mutual lnsurance Comoanv & Travelers Casual tv and Suretv Companv of America described in and which executed the above instrument; that she,4re knows the seal of said corporation; that the seal affixed to said instruments is such corporate seal, that it was so affixed by order ofthe Board of Directors of said corporation, and that she,/he signed her/she,/his name to it by like order. I Notary Public HALT ERDIANEMICHELLE SOTAMINNEtcUBLPNOIARY ExpllesCommtsson[rly 8203anuary POWER OFATTORNEY KNOWNALLPERSONS BY THESE PRESENTS: That American Fire & CasuallyCompany and The OhioCasualty lnsurance Company are corporalions duly organized underlhe laws of and appoinl Brian D. Caroenter: Craio Olmstead: H ealher R. Goedte Jessica Hoff;Jill N. Swanson; Laurie Ptluq; Michelle Halteri Nicole Lanqer; Nina E. Werstein t906 7 3 r912:I991: lN WITNESS WHEREOF, lhis Power ofAtlomey has been subscdbed by a0 authonzed oflicer or ofricial ol the Companies and tre copo.ate seals of lhe Companies have been aflixed lhe.eto this,llh day of seprember 2016 American Fire and Casualty Company The Ohio Casually lnsurance Company Liberty l\,,lulual lnsurance Company David [4 C sistanl SecretarySTATE OF PENNSYLVANIA COUNTY OF [JONTGOI\,{ERY SS On th s -gL day of september :?9]q, belore me personally appeared David M. Carey, who ac*nowledged himsetf lo be the Assislant Secretary of Arnerican Fire and execute the foregoing inslrument fo. the purposes therein contained by signing on behall of the corporations by himself as a duly authodzed officer. lN WITNESS WHEREoi I have hereunlo subscnbed m narne and amxed my nola al seal at Plymouth Meeting, Pen nsylvania, on lhe day and year tirsl above writlen COMMONWEALTH OF PENNSYLVANIA Notenal S6al T6resa Pastella, Nota.y Public P ymouth Twp., Monlgonery Courly My Commission Expires March 28,2017 /-fil/. Teresa Pastella, Notary Publrc M6mb6., PennsylvaniaAssocialon ot Norari€s This Power of Allomey is made and execuled pursuanl to an by authority of lhe followng Bylaws andAuthorizations olknerican Fire and Casuatty Company, The Ohio Casualy lnsumnce Company, Liberty Mutual lnsurance Company, and West American lnsura0ce Company which resolutions are now in fullforce and elfecl reading as follows: lhe provisions olthis adicle may be revoked al any time by $e 8oard, the Chairman, the President or by the oflicer or officers granling such poweror authority. execuled such instrumenls shallbe as binding as itsigned by the presidentand afiesled by lhe secretary. obligatjons. Company, wherever appearing upon a certi,ied copy olany power of atlorney issued by th; Company in connection with surety bonds, shail be v;tid and binding upon the Company wilhthe same force and efiect as lhough manually afliied. l, G@gory W Davenport, lhe underslgned, Assistant Sec{elary olArnerjcan Fire and Casoalty Company, The Ohio West American lnsuraoce Comp€ny do hereby certify that the onginal power of anomey of ;ich the toregoing is Companies, is tn fulltorce and effect and has nol been revoked. lil TESTIIIONY WHEREOF, thave hereunto set my hand and aflixed the seats ofsaiO Companies frrts llfl Casualty lnsurance Company, Uberty Mutual lnsurance Company, and a full, true and cofiecl copy of the power of Attomey executed by said "r, dlNuAzT .2017- Gregory W. Davenport, Assistant Secrelary > G o '6 f,o l! =oorF-aauriEocL <[ ct b.u 0., tr!GOEo-; .!o -CO Eo)Otr}E PE=(, egi c.l_@ !- At,= at:.ooo oPF- ooo c-o Eqo= OO :f:s EE-t ='63E qii o 6.eEr! Eno6Q)g,o bE -d,oo E> oc>o6iz6 1 t9t2 ""1 I991 t. -J By: 567 of 1500 THIS POWER OF ATTORNEY IS NOT VALID UNLESS IT IS PRINTED ON RED BACKGROUND. This Power of Attorney limits the acts ofthose named herein, and they have no authorityto bind the Company except in the ftanner and tothe extent herein stated. Cedincale No.l1q89q American Fire and Casualty Company Liberty Mutual lnsurance Company The Ohio Casualty lnsurance Company WestAmerican lnsurance Company allof the city of -!{l!!93p9!A-, state of _UL eadr individually il there be more lhan one named, its lrue and lawtu I attorney-io-fact to make, execule, seal, ackno*iedge be as binding upon the Companies as ifthey have been duly signed by tho president and attested by the secrelary ol the Companies in lheir own proper persons. w)ilry;utarceco"'eanv By: By: I906 LMS-12873 122013 WARN NG: THIS POWER OF ATTORN EY S NVALID WIIHOUT THE RED EOBDER .-.POWER OF ATTORNI,],Y TRAVELERS.Farmington Casualt) Companr_ Fidelity and GuarantJ lnsuranc€ Companl Fidelity and Cuaran(y Insurance tjnder$ritcrs, Inc. St. Paul Fire and Nlrrine lnsurance Compan] St. Paul Cuardian Insurancc Compnn] St. Psul Nlercurt Insurnnce Compan\ Traielers Casunltl and Surett Compnnt ])avelers Casualty and Surety Compan) ofAmerica United States I'idclitl and Guarant) Q)mpan! .\ttorn$Jn Frrr \o. 2-l l-130 cerrilicate \0.0 0 6 9 7 0 6 9 3 KNOW ALL MEN BY THESE PRESENTS: That Farmington Casualty Company. St. Paul Fire and Marine Insurance Conrpany. St. Paul GuarLlian lnsur.rnce Company. St. Paul Mercury Insumnce Company. Tmvelers Casualq and Surct! Company. Travclers Casualtv and Sur!'ly Conrpan) of America. and United Slales Fideliry and Guaranty Company are corpomtions duly organized under tbe laws of thc Stare of Connecticul. rhat Fidcli(y and Guaranly Insurance Company is a corporrtion duly organized under the laws of the State of lowa. and that Fidelity and Cuaranty Insurancc Undcrwriters. Inc.. is a corporation duly organircd und.r thc la$ s of the Stale of Wisconsin (herein collectively called the "Companics ). and lhat lhc Companie s do hereby nrnke. con n itule nnd app,)r n l Jill N. Swanson. Laurie Pllug, Nina E. werstein. B.ian D. Carpenter, Nicole Langer. Jessica Hoff, Heather R. Goedtel. Michelle Halter, and Craig Olmslead of the Ciry of Minneapolis Statc of Minncsota thcir true and la irl Attornc!(s) in liaci eontracrs and c\ecuting or -quaranteeing bonds and unde(akings requircd or pcmrifted in rn) aclions or proceedings allo\\.d b] I.r$. lN WITNESS WIIEREOF, thc Companies hale caused this in\rrument (o be signcd and thcir corporatc seals lo be hcrclo affixcd.lhi\9lh da) of September l0l6 Farmington Casualty Comperr.' Fidelity and Guaranty Insurance Company Fid€lity and Guaranty Insurance Underwriters. Inc. St. Paul Fire and }larine lnsurance Compan! St. Paul Guardian lnsurance Company Sl. Paul Nlercurl Insurance Compan) 'lrayelers Casualty and Suret] Compan] tavelers Casu:rlt] and Surett Compan) ofAnrerica Linited States i'idelitt and Guarantl Companl /,. State ofConnccticut Crt\ of Hanford ss. B) Roben L R!ne\. Scnror Yice Pre\rdenl oD this rhe 91h Scpremher 2016. b"fo." ," p"rsonally appcared Roben L. Raney. rho acknoutedgcd himselfio be the Senior Vice Presidcnt of Farmington Casualty Company. Fidelily and Curranty Insurance Company, Fidel ily and C uaranty Insurancc Undcrwriters. lDc.. S r . Paul Fire and Marinc Insurance Company. St. Paul Guardian Insurance Company. St. Paul Mercury lnsurancc Company. Travelcrs C.rsualtv and Suretl Compan)- Tra!clers Casuahy and Surety Company ofAmerica, and Unted Srates Fidclity and Guarant) Company. and thar he. as such. bcing aulhorizcd so (o do. cxecured rhe lbrcgoing instrument for the purposes therein contaircd by signing on bchalf ol thc corporations by himsell as a duly authorized oilicer. In Witness Whereof,l hereunto set my hand and official seal M] Commissrcn expires the 30lh day of June.202l. sfii, c. J"lmo^g+ 58440-5-16 Printed in U.S.A 110 . C T.hu!h. \,)rr,\ Puhlii @ @ffiffiqi:?$ffi$@@ ffi This Power ofAllomey is Sranled under and by the aulhoril\r of the follo\{ in8 resolulions adopred by the Boards of Dircctors of FarminSion Casualtv Company, Fidelity and Guaranly Insurance Company, Fidelily and Guaranty Insurancc Underwrirers, Inc-, St. Paul Fire and Marine Insurance Compnny, St. paul Guafilian lnsurance Company St. Paul Mercury lnsurance Company, Travelers Casualtv and Surety Company. Travelcrs Casualt) and surery Company of America. and Unircd States Fidelity and Guaranty Company, which resolutions are nor in full tb.€e and cffect. reading as follows: { RFjSOLVED, that the Chairman, the President, any Vice Chaiman. any Execurile Vice President. any Senior Vicc presidenr. any Vice president. any Second vice Presiden(, lhe Treasurer, any Assislant Treasurer,lhe Corporate Secretary or any Assisrdnt Secretary may appoinr Attomeys-in-Fact and ASenrs to act for and on b€half of the ComPany and may give such appoinlee such authority as his or her certificare of authority may prescribe Io sign with rhe Company's name and seal with the Company s seal bonds, recognizances, contracts of indemnily. and other writings obligarory in the narure of a bond, recognizance. or conditional undenaking, and any of said oflicers or the Board of Directors at any time may remove any such appointcc and revoke the power given him or heri and it is FURTHER RESOLVED. lhat lhe Chairman, the Presidenl. any vice Chairman, any Executive Vice President, any Senior Vice Presidem or any Vicc Presidenr may dclegate all or any part of the foreSoing authority to one or more officers or empbyees of rhis Company, provided rhat each such delegarion is in writing and a copy lhcreof is filed in the office of the Secretaryi and it is FURTHER RESOLVED. lhat any bond. recognizance. contracl ol indemnily. or wriling obligatory in the nature of a bond. recognizlnce. or conditional undenaking shall be valid and binding upon the Company when (a) signed by the President. any Vice Chairman. anr- Executile vice President. any SeniorVice PresideDt or any Vice President, any Second Vice President, the Treasurer, any Assistant Treasurer. the Corporarc Secrelary or any Assisrant Secrerary and duly attested llnd sealed with the Company\ seal by a Secretary or Assislanl Secrctary; or (b) duly executed (under seal. if required) by one or morc Attomeys-in-Facl and Agents pursuant to the power prescribed in his or her certificale or $eir certificates of authorily or by one or more Company officers pursuant to a wrirren delegarion of authoriry: and ir is FURTHER RESOLVED. that the signature ofeach of the follouing officers: Presi{jent. any Executivc Vice President. anv Senior Vice President, any Vice President. any Assistant Vice President, any Secretary, aoy Assistant Secretary, and the seal of lhe Company may be affixed by facsimile to any Power of Attomey or to any cedficate relating therelo appointing Resident vice Presidents. Resident Assistant secretaries or Attomeys-in-Facr for purposes only of execuling and attesting bonds and unde(akings and olher writiogs obligalory in the nalure thereof. and any such Power of A(omel or cedificare bearing such facsimile signature or facsimile seal shall be valid and biDding upon the Company and any srch power so executed and cenified by such facsimile signature and facsimile seal shall be valid and binding on the Company in the future with respecl to any bond or undcrsrandinS ro which it is axached. I, Kevin E. Hughes, the undersigned, Assistanl Secrctarr'. of Farmington Casualty Company. Fidelitv xnd Guaranty Insurance Company. Fidelity and Guaranty Insurance Uoderwri(ers. Inc.. St. Paul Fire and Marinc Insurance Company, St- Paul Guardian Insurancc Company, Si. Paul Mercury Insurance Company. Travelers Casually and Surety Company, Travelers Casualty and Surety Company ofAmenca, and United Surtes Fidelity and Cuaranty Company do hereby ccrtify rhar rhc above and foregoing is a true and correcl copy of the Power of Altomev execuied by said Companies. which is in full force and effect and has Doi becn reloked. IN TESTIMONY WHEREOF. I have hercunto scr mv hand and alfixed lhc seats of said Companics this _ day of l0 NING: THIS POWER OF ATTORNEY lS INVAL|D WTTHOUT THE RED BORDER a-" Kevin E. Hughes, Assistant WARNINGT THIS POWEFI OF ATTORNEY lS INVALID WITHOUT THE RED AORDER To verify the authendcity of this Power of Attorney. call I 800-42 I - 3 880 or contacl us at w$w.travelersbond .com - Please refer to the Atlomey-In-Fact number, the above-named individuals and the details of the bond to which the power is atrached- 1951 ACORb_O DAIE (iIM/DOIYYYY) 41t1212417 THIS CERTIFICATE IS ISSUED AS A i'ATTER OF INFORMATION OI{LY AND CONFERS NO RIGHTS UPON THE CERTIFICATE HOLDER. THIS CERTIFICATE DOES NOT AFFIRMATIVELY OR NEGATIVELY AMEND, EXTEND OR ALTER THE COVERAGE AFFORDED BY THE POLICIES BELOW. THIS CERTIFICATE OF INSURANCE DOES NOT CONSTITUTE A CONTRACT BETWEEN THE ISSUING INSURER(S), AUTHORIZED REPRESENTATIVE OR PROOUCER, ANO THE CERTIFICATE HOLDER. IMPORTANT: lf the certificate holder is an ADOITIONAL INSUREO, the policy(ies) must bc endorscd. lf SUBROGATION lS WAIVED, subiect to the terms and conditions of the policy, certain policies may requiro an endorsoment. A stalement on this certificate does not confer rights to the cGdificate holder in lieu of such endorsement(s). PRODUCER Mach USA lnc 333 Soulh th Slreel, Suile 1400 Minneapolis, MN 55402-2400 Atln: MDu.C€iRequesl@ma6h corlr J43750-MASGGAWX-1 7,18 AfFOROING COVERAGE tNsuRERA: Lrberly MutualFie lns Co 23035 INSUREO Knile Ri!€r Corporation ' Nonhwest 5450 W. Go*en Road Boise, lD 837G INSURER B : N/A tNsuRER c . Liberly lnsurance Corporation 424U INSURER D INSURER E CERTIFICATE OF LIABILIry INSURANCE CERTIFICATE NUMBER:cHr.006984382-01COVERAGES REVISION NUMBER INSR THIS IS TO CERTIFY THAT THE POLICIES OF INSURANCE LISTED BELOW HAVE BEEN ISSUED TO THE INSURED NAMED ABOVE FOR THE POLICY PERIOD INDICATED, NOTWTHSTANDING ANY REOUIREMENT, TERM OR CONDITION OF ANY CONTRACT OR OTHER DOCUMENT WITH RESPECT TO WHICH THIS CERTIFICATE MAY BE ISSUED OR MAY PERTAIN, THE INSURANCE AFFORDED AY THE POLICIES DESCRIBEO HEREIN IS SUBJECT TO ALL THE TERMS, EXCLUSIONS AND CONDITIONS OF SUCH POLICIES. LIMITS SHOWN MAY HAVE BEEN REDUCED BY PAID CLAIMS, LTi TS EACI] OCCURRENCE DAMAGE TO RENTEO PREMISES lE. mcur6ncel $ $ 2,000,000 s00 m0 MEO ExP (Any de p666)10 000$ 2 000,000$PERSONAL & ADV INJURY GENERAL AGGREGATE PRODUCTS . COMP/OP AGG COMYERCIAL GENERAT LIABILITY .LAM.-MADE [ ] o."r^ GEN'L AGGREGAIE LTMIT APPLIES PER x X JECT LOC ER TB2 641,00509i 047 01fi1D417 0101/2018 $ $ s 4,000,000 4,000,000 COMAINEDSINGLE LIMIT BOOILY TNJURY (P6. p66on) $2,000,000 5 x x AUTOMOBILE I IABILITY HIRED AU-TOS SCHEDULEO AUIOS NON.owl!ED AUTOS At2-641-005097-057 01n1,2A17 DA I01/0 BODILY INJURY (Per acciden0 3 $ $ EACI] OCCURRENCE $ $EXCESS fIAB RETENTIDED OCCUR $ 1,000,000$ 1,000,000$ c WOiKERS COI'PENSAIION AND Ef PLOYEiS' LIABILITY ANY PROPRlETORPARTNEFVEXECIJTIVE OFFICER/MEMSER EXCLUOEO? OESCRIPTION OF OPERATIONS bale N wA7{1D005097417 (A0S) WC2-641{05097{27 (Arar. Cosl) 1NCIUOES'STOP GAP- 01D1m17 01n1m17 0101/2018 0101/2018 E,L OISEASE.POLICYLIMIT E L EACH ACCIDENI X 1 000,000$ DESCRIPTION OF OPEiATIONS / LOCATIONS / VEIIICLES (ACORO 101, Addlnon.l R€@rrt S.h.duh, mry b. ttt .h.d It 'llm .p.r6 l! r.aulred) Rei Black Cat Trunk &rer - Phase 5 Consrudion. AubrDbile Lhbility is in luded per atrahod desiqnaH ln$rred Endorsen€nt CA 2018. CERTIFICATE HOLDER CANCELLATION CilyofMeidian 33 East Broadway Arenue Meriiian lD 83642 SHOULD ANY OF THE ABOVE OESCRIBED POLICIES BE CANCELLED BEFORE THE EXPIRATION DATE THEREOF, NOTICE wlLL BE OELIVERED IN ACCORDANCE WITH THE POLICY PROVISIONS, AUTHORIZEO REPRESENTATIVE ManashlMukheiee @ l9EE-20'14 ACORD CORPORATION. All riqhts resorved. ^ ACORO 2s (2014/01)Tho ACORD name and logo are registered marks of ACORD Policy Number: A12-64 I -005097-057 lssued by LltJbRl Y \4Ll'l LlAL FIRE INSURANCE COI',|PANY THIS ENOORSEMENT CHANGES THE POLICY. PLEASE REAO IT CAREFULLY. NOTICE OF CANCELLATION TO THIRO PARTIES Thrs endorsement modities insurance provided under the following BUSINESS AUTO COVERAGE PART MOTOR CARRIER COVERAGE PART GARAGE COVERAGE PART I RUCKERS COVERAGE PART EXCESS AUTOMOBILE LIABILITY INDEI\4NITY COVERAGE PART SELF.INSUREO TRUCKER EXCESS LIABILITY COVERAGE PART COMMERCIAL GENERAL LIABILITY COVERAGE PART EXGESS COMMERCIAL GENERAL LIABILITY COVERAGE PART PROOUCTSi COMPLETED OPERATIONS LIABILITY COVERAGE PART LIQUOR LINBILITY COVERAGE PART COMMERCIAL LIABILITY _ UMBRELLA COVERAGE FORII Scheduls Namo of Other Person(s) /Number Oays Notice: Organization Per schedule of cenificate holders on lrle with the Company. Per schedule of cedificate holders on file with the Company. oar A lf we cancel this policy {or any reason other lhan nonpayment of premium. we will notify the persons or organizatrons shown rn the Schedule above. We will send notice lo the email or mailing address listed above at leasl 10 days, or the numbel ol days listed above, if any, before the canc€llalion beco[l8s effective. ln no evenl does lh€ notice to the third party exceed the notice to the first named Insured. B. This advance notrficalion of a pendrng cancellation o, coverage is intended as a courtesy only. Our farlure to provide such advance notificat on wrll not extend the policy canc€llation dale nor negale cancellation of tha policy AII other terrns and condilions of this polrcy remain unchanged. \^^\ 9,t*l O 201 1 t rberty Mutual Group of Companies. All nghts reserved. lncludes copyrlghted nraterial of lnsurance Services Offtce. lnc., wilh ils penlrissi0n Email Address or malllng address: LrM 99 0'1 05 t.l Page 1 of 1 POLICY NUMBER: Al2-641 -005097-057 COMMERCIAL AUTO cA 20 48 10 t3 w,tl..l":p"..1 to coverage provided by thrs endorsement, the provisions of the coverage Form appry unressmodified by lhis endorsement. This endorsemenl identifi€s person(s) or organization(s) \a+ro are "insureds'' for Covered Autos Liability Coverageundar the Who-ls An lnsured provision of the Coverage Form, This endorssmont does not alter coverageprovided in the Coverage Form. TIIIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. DESIGNATED INSURED FOR COVERED AUTOS LIABILITY COVERAGE This endorsen)enl modifies rnsurance provided under the following AUTO DEALERS COVERAGE FORM BUSINESS AUTO COVERAGE FORM IVOTOR CARRIER COVERAGE FORM SCHEDULE Name Of Person(s) Or Organization(s): This pohcy will b€ primary and non-conkibutory lo any Ike insurance available to tlte person or organization noted abov€ lnformation ,eouired to com plete lhis Schedule , if nol shown above. will be shown in the Declarations Any prerson or organization whom you have agreed in wriling to add as an additional insured, but only tocoverage and minimum limits of insurance required by the witten agreement and in no event to exc;ed ei rer the scope of coverage or the limits ol insurance provided in this poliiy. Each person or organization slDwn in the Schedule ls an "insured" for Covered Autos Liability Covsrago, but only to the extent thal person or organization qualifies as an "insured" under the Who ls An lnsured provision contained rn Paragraph A,1. of Seclion ll -Covered Autos Liability Covorage in the BusinessArrto and Motor Canier Coverage Fonns and Paragraph O.2. of Section I - Covered Autos Coverages of the Auto Dealers Coverage Form. \*> gkfr,) cA 20 48 1013 (i lnsurance Services Office. lnc 20.11 Page I of 1 THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. ADDITIONAL INSURED. OWNERS, LESSEES OR CONTRACTORS - SCHEDULED PERSON OR ORGANIZATION This endorsement modifes insurance pro/ided under the folloding COMMERCIAL GENERAL LIABILITY COVERAGE PART SCHEDULE Nane Of Additiond lnstred Person(s) Or Orqanizdior{s): Location(s) Of Coverod Oporations Any persons or organizations for whom you hav€ agreed in writing, pdor to an "occurence" or "offense" to provide additional insured status, and specif cally requiring his \€rsion of the endorsement All locatims as required in writing and agreed lo prior to an 'bccunence" or ofiense. lnfomation required to complete this Schedule, if not shor,/n above, will be shown in the Declarations. A Sec-tion ll - Who ls An lnsuod is amended to indude as an additional ins red the persm(s) or organization(s) shoum in the Schedule, but only with respect to liability for 'bodily injury', 'lroperty damage" or 'lersonal and ad\€rtising injury' caused, in whole or in part, by: l. Your ads or omissims; or 2. The ads or omissions of those acting on lDur behatt in the performance of your ongoing operations for the additional insured(s) at the location(s) desigf nated abo\r'e. B. \Mth respect to the insurance afforded to these additimal insureds, the follor/ing additional a(du- sims apply: This insurance does nct apply to'bodily iniury' or '!roperty damage" oco.lning after: 1. All lrork, including materials, parts or equip- ment fumished in connectim with sJfi vork, m the proiect (dher than service, maintenancea repairs) to be performed by or m befialf of the additional insured(s) at the location of the covered operations has been c,omplded; or cG 20 10 07 04 O ISO Properties, lnc., 2m4 Pqelol2 2. That portion of "your world' o.rt of yyhich the injury or damage arises has been put to its in- tended use by any person or organizatim other than another cmtractor or submntrador en- gaged in perfqming opeftttims for a principal as a part of the sanre proiect. Thls endo.sem.nt is ex.died by th. LIBERry MUTUAL FIRE TNSURANCE COMPANY Prmium $ Etlb€tiw Ode 01 N1 DO17 Foi. dtgchment to Po{lcy No. Audit Bai3 Expirdion Dd. 01Dl/20'18 T82-64 1 -005097-04 7 ssJed To ls$ed Countc.sgned by Sal.s Ofice and No. Page 2 ot 2 O ISO Propefties, lnc., 2@4 ALthorlzad Raprasdr .ll!! End. Serlal No. cG 20 10 07 04 THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. ADDITIONAL INSURED - OWNERS, LESSEES OR CONTRACTORS - COMPLETED OPERATIONS Thls endorsement rmdifies insurance provided undrr the tbllowing: COMMERCIAL GENERAL TIABILITY COVERAGE PART SCHEDULE Ssction ll - Who le An lnsured ls amended to includa a8 an additiona insurcd the p6rson(s) or organizatior(s) stro,lrn In ths gchedule, hrt only with Iaspect to liabilly for'bodily injury' or'property dam- ege" caused, in whqh or in part, by 1&ur work" at thB locaUon deslgnated and degcribod in the sched- ule ol' thl$ sndofsomgnt p€rramed for that additiond lnsured and lnduded ln the "prodocls-compleled op..atlons hazrd'. Tll3 cndorsarrnt iB Gr.ciled by he I-ISERTY MUTUAL FiRE INSURANCE @MpA}.y Paemlum a Ef.crir"! tlalc l- I-20 l7 For attadmcnl b Po lcy No, Audt B.rlt 16!!61To lssued EIp rauon Dalc l- l-2O l8 TB ?-641 -00 5097447 CqJ[brllgn.d by S.hr Oflc6 eod No, Name Of .A.dd Or Locatlon And Descriptlon Of Completed Operallons Any pesons or organi2stions for whom you have agreed in writing, prior to an'occurence'or 'ofrense", lo provHe additionalinsured stitus, and specifically requirlrE lHs velslon of thB endorse- menl. All localions as requlred h writlng, and agreed lo pdor to an n@cursnce" or offensa. lnfomation reQuired lo comdele this Schedule, i{ ! ol Ehoivn above, will bc shown in the Dec,larations. cG 20 37 07 04 O ISO Prop€rtl$, lnc., 2004 Augodacd R?Faaan6fro $d. Sodal tlo. Page 1 of 1 Policy Number TB}-641-ffiSWT -M7 lssued by LIBERTY MUTUAL FIRE INSURANCE COMPANY THIS ENDORSEII/IENT CHAI'IGES THE POLICY. PLEASE READ IT CAREFULLY. NOTICE OF CANCELLATION TO THIRD PARTIES BUSINESS AUTO COVERAGE PART MOTOR CARRIER COVERAGE PART GARAGE COVERAGE PART TRUCKERS COVERAGE PART EXCESS AUTOMOBILE LIABILIry INDEMNITY COVERAGE PART SELF.INSURED TRUCKER EXCESS LIABILTTY COVERAGE PART COMMERCIAL GENERAL LIABILITY COVERAGE PART EXCESS COMMERCIAL GENERAL LIABILITY COVERAGE PART PRODUCTS/COMPLETED OPERATIONS LIABILTTY COVERAGE PART LIOUOR LIABILITY COVERAGE PART COMMERCIAL LIABILITY - UMBRELLA COVERAGE FORM Schodule Nane of Other Porsor{s) / Org rization(s): Email Ad&Bss or rnailing address:Nurnber Days Notice: Per Schedule of certifcate holders on f le Wth the Comoany 90 A. lf we cancel this pdicy for any reason other than nonpalment of premium, we will notify the persms or organizations $own in the Schedule abo\r€. We will send nctice to the einajl or mailing address listed above at least 10 days, or the number of days li$ed above, if any, before the cancdlation becomes efedive. ln no event does the ndice to the third pady exceed the notice to the first named insured. B. This advance notification of a pending cancellation of co\r'erage is intended as a courtesy only. Our fiailure to provide $dl advance notification will not odend the pdicy cancellation date nor negate cancellatim of the policy. All otherterms and conditions of this policy remain unchanged @ 2011 Liberty Mutual Group ofCompanies. All rights resen/ed. lncludes copyrighted material of lnsurance Servic€s Ofice, lnc., with its permission. LIM 99 01 05 1l This endor-ment modif es insurance provided under the following: Page 1 of 1 NOTICE OF CANCELLATION TO THIRO PARTIES O I l: ,:":"., lhis potrcy for any reason other llEn nonpayment ol p,emium, we will noti, ths porsons ororganl2aiions shown in tho schedule below. try€ wi,l seno'notice to theimail or meit,ng uoa,"ss r,ireJoJq;u urloa6t 10 days. or rhs number or days risr€d trerow, r{ any, rr"ior" ""ncerraflon o.i"r-." "n""rr.'i, * .*"rdoes the notuce to the third party exceed lhe nolice to the i€t ns.ra inirreo. B Thrs advaoce notificatron of a pendiflg canceflalion or coverage is inrend.d EE a courtesy onry. our fa urc roprovide such advanc€ nolilicalion wili not sxtand the policy iancettation date nof negat€ cancellatron of th€po cy Namo ot Olher Pcrion(s) / Organiratlon(sl: Pet schcdule oi cert'lflcare holders on file rltth rhe cOnpan)- Schcdule EmEilAddress or m8iling rddress: Numb.r Days Notice: Per sclredul e of cettlflcatc holders on ftle L,lth the conpany g0 Allclher terms and conddons ol this po,icy remain unchanged lGsued by Ljbcrt\, lnEtrrancc Corporation 21814 Forelt duren oPotrcyNe.!^Ai-a{1,-00509?-017 efectw Oabf)l /01 l20l,. premrum i r..ued ro csnnr.,nniit lineri)- ttctdirlts, 1ne. j*r^ -D *yrZtr+. / wc 99 20 7s Ed l2;ot/2016 () 2016 I iberiy [4ut!tst Insurance Plrge 1 ol 1 NOTICE OF CANCELLATION TO THIRO PARTIES A. l{ we cancel lhis poicy for any reason olher than nonpaynenl of fxsmium wo wd/ nouy lhe Oersons ororganizalions sholvn ln lhe schedule bolow we will scnd n;tc6 to ths omEit or m"il,.g "aJi.'."'iirrJJl"].* ,rleasl l0 dsys or the number o1 d€ys lisled bebw, i, aoy, b€lore cancellation 0"""r"?" "n"atir.'rri* ."""rdoer lhe nolice lo the lhird party exceed lhe nolice to the iir6.l na.ea iniurco B. Thjs.advance aolificalion o, a pend,ng cEncoihllon_ol coverage rs intand€d as a courtesy only. Our failure toprovide such advance notification will not sxteod lhe policy fancela0on date nor n"g"t. ;;,*1"iioi Jiir,,poticy- Name of Other PorEon{s} / Organirrtion(s,: Schedule Emall Address or mailing address: Number Days Notice: Pcr schedul e of certificatc holders on flle ulth the conPary Per schedul e of certificatr.: holders on frle wlth the corDpany 90 All olher terms ano condihons o( thjs policy ,emain unchanged rscued by l-iberry Murual Fire Insurp.ncc (ionpany 165g6 For attachnEn(o poticy No lJi:2-641-005097-027 ttteA,ve Oar.} i lOl /20!j lssur{ lo }lDf RcsQrrrccs Group, Inc. Prry5 -Dax,, *!\ 9-1br<,./ wc 98 20 75Ed 12t011201b ,6) ?316 i ,br.irty Mslual Insurance Paoe 1 ol 1 Meridian City Council Meeting DATE: January 17, 2017 ITEM NUMBER: 7A PROJECT NUMBER: H-2016-0102 ITEM TITLE: Firenze Plaza Flublic Hearing tor irenze Flaza - - y Sriarryn Ann Clark and DavidClark Located at the Northwest Corner of East Amity Road and South Eagle Road 1. Request: Amendment to the Comprehensive Plan Future Land Use Map to change the Land Use Designation on 26.81 Acres of Land from Low Density Residential to Mixed Use Community 2. Request: Annexation and Zoning of 40.38 Acres of Land from RUT to C -C (16.33 acres) and R-8 (24.05 acres) Zoning Districts 3. Request: Preliminary Plat Consisting of 11 Commercial Lots, Two (2) Common Lots and nnP I11 Rinht-of-Wnv I nt nn 1 A ArrPC in thr- Prnnncr-rt C -'-C- 7nninri Nctrirt MEETING NOTES Dit APPd0VE0 �/ Community Item/Presentations Presenter Contact Info./Notes CLERKS OFFICE FINAL ACTION DATE: E-MAILED TO STAFF SENT TO AGENCY SENT TO APPLICANT NOTES INITIALS Firenze Plaza – H-2016-0102 Application(s): Comprehensive Plan Map Amendment Annexation and Zoning Preliminary Plat Size of property, existing zoning, and location: The subject property consists of 40.38 acres of land zoned RUT on the northwest corner of E. Amity Road and S. Eagle Road Adjacent Land Use & Zoning: 1. North: Single family homes in Tuscany Subdivision, zoned R-8 2. East: S. Eagle Road and single-family residential property, zoned R-4 and RUT (Ada County) 3. South: E. Amity Road and single-family/agricultural property, zoned RUT in Ada County 4. West: Single family homes in the Tuscany Subdivision, zoned R-8 History: None Comprehensive Plan FLUM Designation: HDR Summary of Request: The applicant proposes to amend the FLUM to change the land use designation on 37.83 acres of land from Low Density Residential (LDR) to Mixed-Use Community (MU-C). The purpose of this designation is to allocate areas where community-serving uses and dwellings are seamlessly integrated into the urban fabric. The intent is to integrate a variety of uses, including residential, and to avoid mainly single-use and strip commercial type buildings. Non-residential buildings in these areas have a tendency to be larger than in Mixed Use— Neighborhood areas, but not as large as in Mixed Use – Regional areas. Goods and services in these areas tend to be of the variety that people will mainly travel by car to, but also walk or bike to (up to three or four miles). Employment opportunities for those living in and around the neighborhood are encouraged. Developments are encouraged to be designed according to the conceptual MU-C plan depicted in this slide. The applicant is proposing two public street connections, one to S. Eagle Road and one to E. Amity Road. The applicant is also requesting approval of two (2) drive aisle connection, one to S. Eagle and one to E. Amity. All of these access points are predicated on ACHD and City Council granting the approval. In an ACHD hearing held last evening, ACHD’s Commission denied the request to have two (2) drive aisle connections, however staff has received an email from ACHD staff that these access points would be permitted with a future development. The design of future structures on this site are required to comply with the design standards listed in UDC 11-3A-19 and the City of Meridian Architectural Standards Manual. The development should incorporate high quality architectural design and materials consistent with the MU-C designation. In order for the development to be considered integrated with the adjacent MDR and LDR designated property to the north and west respectively, the proposed mixed use area (future residential and commercial development) should be cohesive in site layout and architectural design to those properties. The proposed concept plan depicts a commercial and office development as well as two (2) large parcels for future residential development. These large proposed residential properties will be required to come back for future subdividing in the future. The applicant has submitted a conceptual plan for those residential portions. Because this site is located near Eagle Road and Amity Road, major transportation corridors in the City, and is in close proximity to residential uses. Staff believes the MUC designation and proposed development are appropriate for this property. If the change to the FLUM is approved, the proposed development will contribute to the mix of commercial and residential uses in this area. The development will also provide needed services and shopping areas in this area of the city and along Eagle Road and in the general vicinity. Commission Recommendation: Approval Summary of Commission Public Hearing: The Meridian Planning and Zoning Commission heard these items on December 15, 2016. At the public hearing, the Commission voted to recommend approval of the subject AZ, CPAM, and PP requests. a. Summary of Commission Public Hearing: i. In favor: Tamara Thompson ii. In opposition: Davis and Robin Kearns, Peggy McGee, Koriel, Emery and Gracie Humphries, Romeo Gervais, Karena and Andrew Gardner, Warren Cays, Ann Stephens, Connie Maus, Mike Boily, Carolyn Tenn, Jeff Brummer, Steven Stark, Melissa and David Feldman, Sean Weeks, Deanna Johnson, Ken Mutell, Kathleen Gallagher, Richard Gardner, Ben Miller, Bill Humphries, Jonathan Wadsworth, Kim Hodson, Suzanne Steenkolk, Richard Pullara, David Raine and Skye Ragland. iii. Commenting: Davis and Robin Kearns, Peggy McGee, Koriel, Emery and Gracie Humphries, Romeo Gervais, Karena and Andrew Gardner, Warren Cays, Ann Stephens, Connie Maus, Mike Boily, Carolyn Tenn, Jeff Brummer, Steven Stark, Melissa and David Feldman, Sean Weeks, Deanna Johnson, Ken Mutell, Kathleen Gallagher, Richard Gardner, Ben Miller, Bill Humphries, Jonathan Wadsworth, Kim Hodson, Suzanne Steenkolk, Rchard Pullara, David Raine and Skye Ragland, iv. Written testimony: A petition with several hundred signatures in opposition was received for this project. v. Staff presenting application: Josh Beach vi. Other staff commenting on application: Bill Parsons b. Key issue(s) of Public Testimony: i. Vehicular and pedestrian connectivity with the surrounding Tuscany Subdivision; ii. Appropriateness of the zoning designations for the two outparcel lots (R-15 versus R-8); iii. High density residential developing on Parcel B. iv. Safety of the children using the amenities in the area, walking to nearby schools and waiting at surrounding bus stops. v. Leaving the comprehensive plan in place as is, the residents purchased their homes with the assumption that this would always be low-density residential housing. vi. Increased traffic through the Tuscany Subdivision. vii. Moving forward with the commercial development without having specific development plans for the residential portion of develop (e.g. connectivity, density, and design). c. Key Issues of Discussion by Commission: i. Density of the residential portions of the project that are to be developed in the future. ii. Removing the road connection from the proposed commercial portion of the project to S. Montague Way. iii. Appropriateness of the Comprehensive Plan Map Amendment. iv. Design standards of the TN-R zoning district in lieu of the R-15 zone. v. Prohibiting multi-family developments in the development agreement. vi. Inclusion of a minimum lot size for the residential portion of the proposed development. vii. Restricting the four (4) commercial lots (Block 2) in the northeast corner to the L-O uses. viii. Right-in/right-out accesses to Eagle and Amity Roads. ix. Completing the street frontage improvements along the entire length of S. Montague Way with the first phase of the development. x. R-8 versus R-15 zoning of the Parcel A property. d. Commission Change(s) to Staff Recommendation: i. Modified condition 1.1.1d requiring the construction of the entire S. Montague street improvements (curb, gutter, sidewalk and street buffer) with the first phase of development. ii. Modified condition 1.1.1i removing the requirement for R-15 zoning. iii. Struck condition 1.1.3d since the Commission recommended the R-8 zone for Parcel A and Parcel B. iv. Modified condition 1.1.1.e. based on the modification to condition 1.1.1.d. v. Modified condition 1.1.1.f. requiring the applicant to provide open space calculations for the commercial portion with the first CZC or final plat application. vi. Modified condition 1.1.1.h. top reflect the new lot and block numbers of the revised plat. vii. Modified condition 1.1.1.l. to include the street names depicted on the revised plat. viii. Struck condition 1.1.1j ix. Struck condition 1.1.1k x. Struck condition 1.1.3.a. since the development agreement condition 1.1.1n. requires the Parcel A and Parcel B be further subdivided prior to any development occurring the parcels. xi. Struck condition 1.1.3.c. xii. Struck condition 1.1.7, same as condition 1.1.3.d. xiii. Included the revised concept plan/preliminary plat in Exhibit B. xiv. Included ACHD’s conditions in Exhibit B. e. Outstanding Issue(s) for City Council: i. The applicant has requested the Council approve the right-in/right-out accesses to Eagle and Amity Roads. At the December 14th ACHD Commission hearing, the Commission denied the applicant’s request for the two access points however, staff has received an updated memo from ACHD staff stating they would evaluate the need for additional access points, if demonstrated to be necessary by a traffic analysis with future development applications (see memo from ACHD dated December 28, 2016). ii. Requiring the frontage improvements across Parcel B’s Eagle Road frontage with the first phase of development. Written Testimony: A large number of comments referencing concerns such as traffic safety, increased traffic through existing residential subdivisions, pedestrian safety, Change to the comprehensive plan from Low-Density Residential to Mixed Use is a drastic change and not something that residents thought would ever happen when they purchased their homes, The number of street connections to the existing Tuscany Subdivision, the proposed increase in density adjacent to existing R-8 zoned property, among other. Notes: ______ __________________________________________________________________________________________________________ ___________________________________________________________________________________________________________ ___________________________________________________________________________________________________________ ___________________________________________________________________________________________________________ Possible Motions: Approval After considering all staff, applicant and public testimony, I move to recommend approval to the City Council of File Number H- 2016-0102, as presented in the staff report for the hearing date of January 17, 2017, with the following modifications: (Add any proposed modifications to conditions) Denial After considering all staff, applicant and public testimony, I move to recommend denial to the City Council of File Number H-2016- 0102, as presented during the hearing on January 17, 2017, for the following reasons: (You should state specific reasons for denial) Continuance I move to continue File Number H-2016-0102 to the hearing date of (insert continued hearing date here) for the following reason(s): (You should state specific reason(s) for continuance) Planning & Zoning Commission Meeting January 17, 2017 Firenze Plaza-Zoning & Aerial Maps Firenze Plaza-Exhibit Overall Conceptual Development Plan (Revised per ACHD) Landscape Plan Conceptual Building Elevations for Commercial Buildings Conceptual Building Elevations for Residential Buildings FIRENZE PLAZA Meridian Planning and Zoning Commission | December 15, 2016 V I C I N I T Y M A P Vicinity Map F I R E N Z E P L A Z A Zoning Property = 40 Acres 24 acres (60%) = R-8 16 acres (40%) = C-C F I R E N Z E P L A Z A Zoning F I R E N Z E P L A Z A Master Plan N E I G H B O R H O O D M E E T I N G R E V I S I O N S Original Preliminary Plat Revised per Neighbor Comments F I R E N Z E P L A Z A Revised Preliminary Plat F I R E N Z E P L A Z A Landscape Plan F I R E N Z E P L A Z A Advantages to the Right-in, Right-out Accesses •High quality pad tenants require convenient access. •Improved traffic access and safety. •Reduced potential for cutting through the neighborhood. •Reduced pedestrian and bicycle traffic conflicts on Mt. Etna and Bellezza. •Significantly reduce delay time for those turning right at Mt. Etna and Bellezza and not waiting behind a left turning vehicle. F I R E N Z E P L A Z A Exterior Elevations QUESTIONS? F I R E N Z E P L A Z A Master Plan F I R E N Z E P L A Z A Concept Plan F I R E N Z E P L A Z A Truck Route V I C I N I T Y M A P Vicinity Map F I R E N Z E P L A Z A Grocery in the Vicinity THANK YOU MOVING THINKINGFORWARD Firenze Plaza Development Meridian, Idaho January 17th, 2017 MOVING THINKINGFORWARD Background •Two right-in, right-out driveways –One on Eagle Road –One on Amity Road •Recommended by ACHD Staff •City of Meridian staff testimony to ACHD commission stating City Policy •ACHD Commission approved the preliminary plat without the right- in, right-out driveways –ACHD will review them with CZC application •We are asking for City Council approval and removal of conditions 1.1.1.l & 1.1.1.m MOVING THINKINGFORWARD General Benefits of Right-in, Right-out Access •Improved traffic safety versus full movement intersections –Provide an added benefit if vehicles can make U-turns at roundabouts or signals •Minimal impact on through traffic •Easy to understand and utilize by drivers •Directionally oriented to focus on specific directional traffic characteristics MOVING THINKINGFORWARD Why is this Site Unique •Unique Characteristics –Operations/Safety •Greater conflicts using the local street connections for the specific movements •The site is adjacent to a roundabout which provides the opportunity for U-turns –Goal of minimizing traffic on the new public street connections to the adjacent neighborhood –PM peak traffic direction on Amity Road and Eagle Road MOVING THINKINGFORWARD ` ` ` ` ` ` ` ` Operations and safety •Reduced delay, less conflicts, and ease of access for pass- by trips Traffic must make a right- turn and a left- turn to enter site from SB Eagle Road Traffic must turn twice to enter the site MOVING THINKINGFORWARD ` Neighborhood Traffic •Reduced potential for traffic to enter the neighborhood ` ` Ease access Without navigating local streets MOVING THINKINGFORWARD Peak Directional Traffic on Eagle Road & Amity Road •Ease of access for peak hour directional traffic ` ` ` ` ` ` ` ` Peak traffic directions during PM peak hour are the same as the right-in, right-outs serve ` ` ` MOVING THINKINGFORWARD Reasons for the City to Approve the Right-in, Right-outs •Improved traffic safety –U-turns at the roundabout are an added benefit •Minimal impact on through traffic on Eagle Rd or Amity Rd •Reduced potential for traffic on local streets •Driveways are oriented to serve peak PM traffic direction 56 19 G1•� 11 CITY OF MERIDIAN CITY COUNCIL PUBLIC HEARING SIGN -I T Date: January 17, 2017 Item # 7A Project Number: H®2016®0102 Project Name: Firenze Plaza Please print your name For Against Neutral Do you wish to testify (Y/N) y ®b clvl 16,5�uSk yl_ I oAC) N &2E�� Al R, -A Rrr-rT4' N CITY CLERKS OFF -IC -F CITY OF MERIDIAN CITY COUNCIL PUBLIC HEARING SIGN -IN ET Date: January 17, 2017 Item # 7A Project Number: H-2016-0102 Project Name: Firenze Plaza Please print your name For Against Neutral Do you wish to testify (Y/N) 5`, /10 NO 0 k7 AP&TW 6cubvir >G �N o at 676, 7 �r CITE" CLERKS OFFICE C«IMAXOJUML Date:P111BLIC HEARING SIGN -IN SPEET Project Number: Project Name: Firenze Plaza Please print your name For Against Neutral ®o you wish to testify (Y/N) a CITY CLERKS 10F, 1CF CITY COUNCIL PUBLIC HEARING SIGN -IN z. � .. Date: 1 Project• -r: H-2016-010 Project Name: Firenze Plaza Please print your name For Against Neutral ®o you wish to testify (Y/N) x RIECEI E .. 'mss M 7, 3 _ .e'erry C4.,.ER KS OF F'iC f.m. Meridian City Council Meeting DATE: January 17, 2017 ITEM NUMBER: 8A PROJECT NUMBER: ITEM TITLE: Storm Event Update on Emergency Operations in Response to Storm Event MEETING NOTES Community Item/Presentations Presenter Contact Info./Notes CLERKS OFFICE FINAL ACTION DATE: E-MAILED TO STAFF SENT TO AGENCY SENT TO APPLICANT NOTES INITIALS