Professional Services Agreement with Ellen Nasvik for Split Corridor Art ProjectPROFESSIONAL SERVICES AC,REEMEN'T
Meridian Split Corridor Phase 2 Pnblic Art Project Proposal
This PROFESSIONAL SERVICES AGREEMENT For Meridian Split Corridor Phase
2 Public Art Project Proposal (hereinafter "Agreement") is made this 2nd day of October, 2012,
by and between the City of Meridian, a municipal corporation organized under the laws of the State
of Idaho, ("City") through the duly delegated Meridian Arts Commission, a~td Ellen Nasvik
{"Artist").
WHEREAS, through the Meridian Split Corridor Phase 2 Public Art Project, the Meridian
Arts Commission seeks to foster vitality and create a sense of place in the Meridian dowJrtown core,
and to that end, the Mcridiatt Arts Commission issued a Call for Artists, attached hereto as Exhibit A
{"Call for Artists"), which included a Request for Qualifications ("RFQ") seeking artists'
qualifications for public art installations; and
WHEREAS, on September 19, 2012, a selection panel including representatives ofthe
Meridian Arts Commission, Meridian Solid Waste Advisory Commission, Meridian Chamber of
Commerce, Meridian Development Corporation, Meridian Parks and Recreation Department,
Meridian Community Development Department, and the arts and business community, reviewed the
responses to the RFQ aJtd selected Artist as one of tluee finalists to create proposals in response to
the Request for Proposals ("RFP") component of the Call for Artists;
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 acrd
covenants herein contained, City and Artist agree as follows:
1. Scope of Serryices. By the time and manner set forth herein, At•tist will create and deliver to
City one public art proposal (hereinafter "Proposal"), to consist of:
a. One typed narrative on one side of a sheet of 8`/:-by-l l-inch paper, suitable for copying,
which narrative shall include:
(1) A description of the proposed public art installation(s) and Artist's approach to the
project; and
(2) Projected timeline for completion of the proposed project.
b. Projected budget for the proposed project, which budget shall not exceed ninety-five
thousand dollars ($95,000), which total shall include any and all project expenses such as
artist fees, materials, shipping, and installation costs.
c. A drawing, computer rendering, or model(s) of the proposed project, which representation
shall be rendered in a format suitable for viewing by the public and the selection panel.
d. Samples of all materials proposed for use in the proposed project.
2, Payment. City will pay Artist for services rendered under this Agreement in the total amount of
one thousand five hundred dollars ($1,500.00), which payment shall be made ptusuant to the
following method. To receive payment for services rendered, Artist shall complete the W-9
form provided herewith and remit such completed fot•Jn by 5:00 p.nt. on September 25, 2012.
PROFLSSIONAL SGRVICCS AGREEMENT-MSC2 PIInLIC ART PROJECT PROYDSAL PAGEIOFS
Following receipt of the complete W-9 foJxri from Artist and execution of this Agreement by
both Parties, City will process such request and issue payment via check sent U.S. Mail to Artist
within seven (7) days. City shall not withhold any federal or state income taxes or Social
Security tax from any payment made by City to Artist under the terms and conditions of this
Agreement. Payment of all taxes and other assessments on such sums shall be fire sole
responsibility of Artist.
3. Delivery. Artist shall deliver the Proposal to City at the City Attorney's Office, 33 E.
Broadway Avenue, Suite 308, Meridian, Idaho, by 5:00 p.m. on Friday, October 19, 2012.
Q. Loss of or damage to Proposal. Artist agrees to bear any risk of loss and/or damage to the
Proposal unless and until a member of City staff personally and physically accepts custody and
control thereof. In the event of loss or damage incurred prior to City's acceptance of the
Proposal, Artist shall recreate or repair the Proposal that was lost and/or damaged at no expense
to City. In the event of loss or damage incurred following City's acceptance of the Proposal,
City shall provide Artist the opportunity to recreate or repair the Proposal, for which service the
City shall remunerate Artist for the actual cost of such recreation or repair, but in no event shall
City pay Artist more than five hundred dollars ($500.00) for such recreation or repair.
5. Insurance Artist's responsibility. City shall not provide insurance to cover loss, theft, or
damage to the Proposal, or to cover any activity undertaken by Artist in the furtherance of
Artist's respective rights or obligations described herein, Any insurance of the Proposal; of the
Artist's persons, property, or interests; and/or of the Artist's employees or agents shall be the
sole responsibility of Artist.
6. Ownership. Upon City staff's personal and physical acceptance of the Proposal, the Proposal
shall be owned by City for all intents and purposes as set forth hereunder and in the Cal[ for
Artists. If Artist's Proposal is ultimately selected for installation, the Proposal shall become the
property of City and Artist shall have no further claim thereto. Tf Artist's Proposal is not
selected fm• installation, following the conclusion of the selection process, Artist may retrieve
the Proposal at Meridian City Hall at a time mutually agreed upon by the patties, Arry Proposal
or portion thereof not retrieved by 5:00 p.m. on December 28, 2012 shall become the property
of City, and Artist shall have no further claim thereto.
7. Time of the essence. Artist acknowledges that services provided under this Agreement will be
performed in a timely malmer. Tho Parties aclrnowledge and agree that time is strictly of the
essence with respect to this Agreement, and that the failure to timely perform any of the
obligations hereunder shall constitute a breach of, and a default under, this Agreement by the
party so failing to perform.
8, Public display and comment. Tt is the intent of City to publicly display and seek public
cormnent regarding the Proposal. Nothing in this Agreement, or otherwise, shall preclude the
right of City to remove the Proposal from public display, whether temporarily or permanently,
9. Relationship of Parties. It Ss the express intention of Parties that Artist is an independent artist
and not au 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
PROFESSIONAL SERV/CBS AGREEMENT-MSC2 PUBLIC ART PROJECT PROPOSAL PAGE 2 OP 5
City. Both parties acknowledge that Artist is not an employee of City. Artist shall retain the
right to perform services for others dw•ing the temt of this Agreement.
10. Notices. Any and all notices required to be provided by either of the pazties hereto, unless
otherwise stated in this Agreement, shall be in writing and be deemed communicated when
mailed by United States Mail addressed as follows:
City: Meridian Arts Commission Artlst: Ellen Nasvik
Attn: Emily Kane P.O. Box 3412
33 E, Broadway Avenue Hailey, Idaho 83333
Meridian, Idaho 83642
Either patty may change its/her address for the propose of this paragraph by giving written
notice of such change to the other in the manner herein provided,
11. Indemnification and waiver. Artist waives any and all claims and recourse against City,
including the right of contribution for loss and damage to persons or property arising from,
growing otri of, or in any way cormected with m• incident to .4r4ist's performance of this
Agreement except for Hability arising out of concurrent or sole negligence of City or its officers,
agents or employees. Further, Artist will indemnify, hold harmless, and defend City against any
and all claims, dernands, damages, costs, expenses or liability arising out of Artist's
performance of this Agreement except for liability arising out of the concurrent or sole
negligence of City or• its officers, agents Gr employees.
12. Discrimination prohibited. In performing services pursuant to this Agreement, Artist 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.
13. Cmrstruction 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.
] 4. Lntire agreement. This Agreement constihrtes the entire understanding between the Parties.
This Agreement supersedes any and all statements, promises, or inducements made by either
party, or agents of either party, whether oral or written, whether previous to the execution hereof
or contemporaneous herewith. The terms of this Agreement may not be enlarged, modified or
altered except upon written agreement signed by both parties hereto.
15. llxlubit. The exhibit to this Agreement is incorporated by reference and made a part of this
Agreement as ifthe exhibit were set forth in its entirety in this Agreement. To the extent that
the provisions of the exhibit may conflict with those in this Agreement, the provisions in this
Agreement shall control.
16. Nmr-waivet• of breach. A waiver of any breach of any of the provisions of this Agreement
shall not be construed as a continuing waiver of other breaches of the same or other provisions
hereof.
17. Assignment. Artist may not subcontract, assign, transfer, hypothecate or sell its rights,
including the right to compensation, and/or duties arising hereunder without the prior express
PROFESSIONAL SERVICES AGREEMENT -MSC2 PUBLIC AR•r PROJECr PROPOSAL PAGE 3 OP $
written consent of City. Any subcontractor or assignee will be bound by all the terms and
conditions ofthis Agreement.
18. Heirs and assigns, This A.green~ent shall be binding upon the parties, their heirs, successors,
assigns, and personal representatives. All references herein to Artist and City shall include their
respective heirs, successors, assigns, and personal rep~~esentatives,
I ~, Termination. If City determines that Artist has failed to comply with the terms and conditions
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 ether act of misconduct in the performance of this
Agreement, City may terminate this. Agreement in whole, or in part, at any time, by giving
notice, in writing, to Agreement of any or all deficiencies claimed. Artist shall not be relieved
of liability to City for damages sustained by City by virtue of any breach of this Agreement by
Artist, This provision shall survive the termination of this Agreement and shall not relieve
Artist of liability to City for damages.
20, Governing law, This Agreement shall be governed by the lags of the State of Idaho,
21. 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,
I111 WITNESS wH~REt~~, the parties. hereto have executed this Agreement an the 2nd
day of October, 20112,
ARTIST:
r
l Nasvik
CITY (~F NIERII)IAN~
~~~~,~ED AUCLS~
n4 l
u ly
$~, .~ o~
Tammy de a rd, Mayor pity of
IDIAN~-
iDANO
1 ~ ~ ~
SERI.
Attest; `y ,~~~''
Jaycee ~ an ~ °~ 1b r ~~~ a~~°`~
City Clerk
PRQrESSIO~f AL SERVICES AGREEMENT -~ MSC2 Pt~BIaIC ART PRO,f ECT PROPOSAL PaGE 4 0~ S
EXHIBIT A
CALL FOR ARTISTS
PROhBSSIONAL SERVICES AGREEMENT-MSC2 PUBLIC ART PROJECT PROPOSAL PAGE 5 OP 5
Meridian Commission
Call for Artists - RFQ *RFP
Meridian Split Corridor Phase 2 Public Art Project
OVERVIEW:
The Meridian Split Corridor Phase 2 Public Art Project intends to create vitality and a sense of
place by placing engaging works of art on two parcels bookending the City of Meridian downtown
core, in conjunction with the Ada County Highway District (ACHD)'s Meridian Split Corridor phase 2
(MSC2) roadway project. This Call for Artists is a two stage process. The first stage is a request for
qualifications (RFCI), in which the Meridian Arts Commission (MAC) invites artists to submit genera(
qualifications for the design, fabrication, and installation of public art. The second stage is a
request for proposals (RFP), in which up to three (3) qualified finalists will be invited to submit
proposals for the MSC2 Public Art Project.
LOCATIONS:
There are two locations designated for public art -the first on the southwest corner of Ada and
Main Streets, and the second on the southeast corner of Main Street and Fairview Avenue. The
attached schematics illustrate parcel locations and dimensions.
PROJECT DESCRIPTION:
The artwork must promote environmental responsibility and sustainability, particularly as to
recycling efforts and wise use of energy and other resources, and should incorporate recycled,
reused or repurposed materials. The artwork should also take into accaunt Meridian's history,
character, and values. The artwork must be appropriate for the project site, and its design,
regardless of material or medium, may not create an unsafe distraction to vehicular traffic. The
artwork must be located a safe distance from curbs and roadways and must conform to all
applicable City and ACHD ordinances and policies, including building and sign codes. Please note
that white the north site may be accessed by pedestrians, the south site has no sidewalks, and is
not intended to be accessed by pedestrians. Minimal landscaping and limited water and electrical
utilities are planned for both sites.
ELIGIBILITY:
Artists who are eighteen (18) years or older and living full time in Idaho are eligible to respond.
This project is open to applicants regardless of race, gender, sexual orientation, religion,
nationality, or disability. Teams of artists and/or engineers are welcome to apply. Incomplete,
ineligible, or late submissions will be deemed ineligible and wilt not be considered.
BUDGET;
A budgeted amount of $75,000 is currently available for the selected artisC's commission, including
materials, fabrication, and installation. The final budget may be higher.
ARTIST WORKSHOP:
An artist workshop'will be conducted on Wednesday, August 8, 2012, from 5:00 to 6:00 p.m., in
Conference Room A, on the first floor of Meridian City Malt,. 33 E. Broadway Avenue, Meridian;
Idaho. Attendance is optional but all artists or teams interested in applying for this project are
welcome. Public Art Consultant Mark Johnstone will talk about and answer questions regarding the
Cat! for Artists -Meridian Split Corridor Phase 2 Pubfic Art Project Page 1 of 6
process for responding to this Catl for Artists/RFQ+ RFP. Please submit questions at any time via
e-mail to Emily Kane, ekaneC~meridiancity.org.
PROCESS:
1. RFQ open. To be considered for this project, eligible artists must submit the following
materials to MAC by 5;00 p.m. on Monday, September 10, 2012:
a. pne-page cover letter including current contact information and references;
b. Resume, no more than two pages in length;
c. Ten (10) digital images (200 dpi; .jpg format) representative of artist's work on CD, DVD, or
thumb drive; and
d. Image List, including titles, dimensions, media, and dates of originals.
Materials submitted wilt not be returned; do NOT submit original artwork. The City of Meridian
is a public agency: any information submitted is subject to release to the public as required by
Idaho Public Records Law.
2. Finalists selected. By Friday, September 14, 2012, the Selection Panel will convene and
evaluate all responses to the RFQ. Following evaluation, the Selection Panel may select up to
three finalists, or may re-open the RFQ. Selection criteria will include:
a. Artistic quality of work represented in images;
b. Appropriateness of experience/expertise for proposed project sites; and
c. Professionalism and artistic experience represented in resume.
The Selection Panel will include representatives from MAC, ACRD, City elected officials and
staff, Meridian Development Corporation, and business and residential communities, as welt as
arts professionals.
RFP open to finalists. The selected finalists will be invited to prepare proposals in response to
this RFP. A stipend of $1,500 for preparation of the proposal will be available to each finalist
upon execution of a written agreement with the City and submission of a completed W-9 form.
To respond to the RFP, finalists must submit aU of the following materials to MAC by 5:00 on
Monday, October 12, 2012:
a. Narrative;
b. Budget;
c. Drawing, computer rendering, or model; and
d. Material samples.
4. Public input collected. Finalists' proposals will be put on public view and comments will be
collected at locations throughout the community from October 15 to November 2, 2612.
Artist selected. By November 7, 2012, the Selection Panel will convene to review and evaluate
alt responses to the RFP. Following evaluation, the Selection Panel may select one proposal, or
may re-open the RFQ or RFP. Selection criteria wilt include:
a. public input regarding the proposals;
b. Quality of proposal;
c. Appropriateness and safety of proposed artwork for project site(s);
d. Reflection of Meridian's commitment to environmental responsibility and sustainability;
e. Consistency with Meridian's history, character, and values; and
f. Contribution to aesthetic and cultural vitality and sense of place.
Calf for artists -Meridian Split Corridor phase 2 Fubfic Art Project page 2 of 6
The Selection Panel will forward its selection to MAC for consideration. MAC may endorse such
selection for recommendation to City Council. Meridian City Council and the Mayor may
consider such recommendations in making the final decision. The selected artist and finalists
not selected will be notified of the decision on Wednesday, November 28, 2012.
6. Selected proposal implemented. Following selection, the selected Artist will fabricate and
install the artwork, in accordance with a written agreement with the City, and with the
project's final budget and timeline. A budgeted amount of $75,000 is currently available for
the selected artist's commission, including materials, fabrication, and installation. The final
budget may be higher.
PROJECT TIMELINE:
July 30, 2012
August 8, 2012, 5:00 p.m.
September 10, 2012, 5:00 p.m.
By September 14, 2012
September 17, 2012
September 19, 2012, 5:00 p.m.
October 12, 2012, 5:00 p.m.
October 16-November 2, 2012
By November 7, 2012
November 8, 2012
November 13, 2012
By November 16, 2012
November 28, 2012, 5:00 p.m.
December 2012-August 2013
September 2013 (approx.)
Call to Artists (RFQlRFP) issued
Artist workshop at Meridian City Malt, 33 E. Broadway Ave.
Deadline for submission of responses to RFQ
Selection Panel evaluates RFQ responses, selects finalists
Finalists notified, invited to respond to RFP
Deadline for finalists' signed agreement with City and W-9 form
Deadline for subtnissinn of finalists' proposals
Public input regarding finalists' proposals
Selection Panel evaluates finalists' proposals
Selection Panel report to MAC; MAC adopts recommendation
MAC recommendation to City Council; final decision
Selected artist and not-selected finalists notified of decision
Deadline for selected artist's signed agreement with City
Fabrication
Installation
Timeline is subject to change to accommodate unforeseen circumstances. Submitted materials
must be physically received by MAC, at the address below, by 5:00 p.m., on specified deadlines.
Responses that are postmarked, but not received, by specified deadlines will be considered late
and will not be considered. Please do not call or e-mail to ask about the Selection Panel's
recommendations; artists will receive alt notification by letter sent via U.S. Malt.
CONTACT:
Mail or deliver applications to:
Questions, via a-mail:
Thank you for your interest!
Meridian Arts Commission
Attn: Emily Kane
33 E. Broadway Avenue, Suite 308
Meridian, Idaho 83462
Emily Kane
ekaneC~meridfancity.org
Cal( for A+'tfsts - Merfdfan Split Corridor Phase 2 Public ArC Project Paqe 3 of 6
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Call for Artists - Mer than Split Corridor Phase 1 Pu !lc Art Project ~ aqe 6 0