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Swan, Sandy/Art Animal Tracks 00ART PURCHASE AGREEMENT .ych THIS ART PURCHASE AGREEMENT (the "Agreement") is entered into this 'day 2000, by and between THE CITY OF LA QUINTA, a California municipal corporation (the "City"), and SANDY SWAN ("Artist"). RECITALS A. The CITY is currently constructing the Civic Center Campus. The CITY is commissioning the fabrication and installation of certain ARTWORK (the "Artwork") to be installed and displayed at the SITE LOCATION which is located on the Civic Center Campus, at the southwest corner of Calle Tampico and Washington (the "Site Location"). NOW, THEREFORE, the parties hereto, for the consideration and under the conditions hereinafter set forth, hereby mutually agree as follows: ARTICLE I. SCOPE OF SERVICES 1.1 Scope of Design Services. Artist shall prepare or cause to be prepared, any required approvals for all shop drawings, details, and samples, and shall do all other things necessary and incidental to the performance of the Artist's obligations pursuant to this Agreement. 1.2 Scope of Fabrication Services. Artist shall fabricate, transport and install the Artwork pursuant to and by the times set forth in the Scope of Design Build Services and the Schedule of Performance attached hereto as Exhibit A and Exhibit B, respectively, and incorporated herein by this reference. The City shall have the right to review the Artwork at reasonable time s during the fabrication thereof. Artist shall submit to the City monthly progress narratives, including photographs, as required by the Schedule of Performance (Exhibit B). The narratives shall include the percentage of the Artwork completed to date, along with an estimated completion date. Artist shall furnish all tools, equipment, apparatus, facilities, plant, labor, services, materials, and all utilities and transportation, including power, fuel, and water, and to perform all work necessary to construct, transport and install in a good and workmanlike manner the scope of work set forth in the Scope of Design Build Services (Exhibit A), or reasonably inferable therein, together with the appurtenances thereto, at the Site Location. It is understood and agreed that all said plant, labor, services, materials, equipment, and facilities shall be furnished and said work performed and completed by Artist as an independent contractor, subject to the inspection and approval of the City or its representatives. The Artist shall present to the City in writing for further review and approval any and all significant changes in the scope, design, color, size, material or texture, of the Artwork not permitted by or not in substantial conformity with the approved working drawings and the S:\Community Services\Civic Center Campus Artwork\SWAN-PAVEMENT AMENITIES ART PURCHASE AGREEMENT Art Purchase Agreement Scope of Design Build Services (Exhibit A). A significant change is any change in the scope, design, color, size, material, texture, or Site Location which affects installation, scheduling, site preparation, or maintenance for the Artwork or the schematic concept of the Artwork as represented in the schematic drawings, the approved working drawings, and the Scope of Design Build Services (Exhibit A). Artist shall at all times maintain proper facilities and provide safe access for inspection of the Artwork by the City, its engineer or representatives, and to the sites wherein the Artwork is located prior to installation. Where specifications require work to be specially tested or approved, it shall not be tested without timely notice to the City, of its readiness for inspection and without the approval thereof, or consent thereto by the City. The Artist shall promptly notify the respective departments or official bodies when its work is ready for inspection and shall, at once, do all work required to remove any violations or to comply with such inspections, without additional charge to the City. The Artist shall perform all work necessary to obtain approvals from the authorities mentioned above without additional cost to the City. 1.3 Change Orders. In addition to the change orders and extra work specified and provided for in the Scope of Design Build Services (Exhibit A), the City may at any time during the progress of the completion and installation of the. Artwork and up to the date of the issuance of a Notice of Completion as hereinafter defined, when in the City's reasonable determination the public interest and necessity so require, request any alterations, deviations, additions to or omissions from this Agreement, Scope of Design Build Services (Exhibit A), or the work, labor and materials to be furnished thereunder, and the same shall in no way affect or make void this Agreement. Artist shall adhere strictly to the Scope of Design Build Services (Exhibit A), unless a change therefrom is authorized in writing. In such case, the terms of said change shall be understood and agreed upon in writing by the City and Artist before commencement of said revised work. 1.4 Post -Fabrication Services. a. The Artist shall notify the City in writing when fabrication of the Artwork is completed and ready for delivery and installation at the Site Location which is designated in Exhibit A and B, attached hereto and incorporated herein by reference. b. Upon completion and at all times during fabrication and installation, the Artwork shall comply with all applicable statutes, ordinances and regulations of any governmental agency having jurisdiction over the Artwork. 1.5 Post -Installation. a. The Artist shall be available at such reasonable time or times as may be S:\Community Services\Civic Center Campus Artwork\SWAN-PAVEMENT AMENITIES ART PURCHASE AGREEMENT Art Purchase Agreement agreed between the City and Artist to attend any and all inauguration, ground breaking, or presentation ceremonies upon completion of the Artwork. b. The City shall use reasonable efforts to arrange for publicity for the completed Artwork by local media and publications, and otherwise as may be determined between the City and Artist as soon as practicable following installation. C. Upon installation of the Artwork, the Artist shall provide the City with written instructions for appropriate maintenance and preservation of the Artwork. 1.6 Final Acceptance. a. The Artist shall advise the City in writing that the Artwork will become the responsibility of the City on the effective date of completion of the project and the acceptance as complete by the City. Following receipt of such notice the City shall cause the installed Artwork to be inspected by suitably qualified and appropriate professional(s), and within five (5) days following completion of such inspection(s), the City shall either provide Artist with reasonably specific written objections to the installed Artwork or notify the Artist of its acceptance of the Artwork by a Notice of Completion in the form attached hereto as Exhibit D. Such Notice of Completion (Exhibit D) shall be evidence of the satisfactory completion and installation of the Artwork in conformity with this Agreement, subject to the indemnification, representations, and further performance obligations set forth in this Agreement. b. Final Acceptance by the City of the ownership of the Artwork will occur at the filing of the Notice of Completion. 1.7 Risk of Loss. Upon receipt of the Notice of Completion, the risk of loss or damage to the Artwork shall be borne by the City. The Artist shall take such measures as are necessary to protect the Artwork from loss or damage, through insurance or other adequate security, and to maintain the Artwork until the Notice of Completion is made by the City. 1.8 Title. Title to the Artwork and any construction drawings, plans, or other work product generated pursuant to this Agreement shall remain with the Artist and shall pass and vest with the City upon issuance of Final Acceptance or Termination pursuant to Article IX hereof. ARTICLE II. TIME OF PERFORMANCE 2.1 Time. Artist does agree to punctually and diligently perform all their obligations under this Agreement. It is further understood and agreed that should the Artist fail to furnish the labor, materials, equipment, and or services, to perform all work and labor as herein provided in the manner herein set forth in good and workmanlike manner, Artist shall, in addition to any other penalties provided in the Agreement, be liable to the City for all losses or damages that either may suffer on account thereof. In the event Artist at the time refuses or neglects to supply a sufficient number of S:\Community Services\Civic Center Campus Artwork\SWAN-PAVEMENT AMENITIES ART PURCHASE AGREEMENT Art Purchase Agreement properly skilled workers or a sufficient quantity of materials of proper quality, or in effect be adjudicated bankrupt, or files a voluntary petition -in bankruptcy, or commits any act of insolvency, or makes an assignment, for benefit or creditors, without the City's consent, or fails to make prompt payment to his materialmen and laborers, or fails in any respect to properly and diligently prosecute the work covered by this Agreement, or otherwise fails to perform fully any and all of the Covenants and obligations herein contained; then the City may, at its option, after giving twenty-four (24) hours written notice to Artist, provide any such labor and materials as may be necessary and deduct the cost thereof from any money then due or thereafter to become due to Artist under this Agreement; or the City and may at its option, terminate the Artist's right to proceed with the work and, in that event, the City shall have the right to enter upon the Artist's warehouse and take possession, for the purpose of completing the work included under this Agreement, of the Artwork or any portion thereof, and all materials, tools, and appliances thereon, and may employ any other person or persons to finish the work and provide the materials therefor. In the case of such discontinuance of Artist's right to proceed with the work, Artist shall not be entitled to receive any further payment under this Agreement until the work undertaken by the City is completely finished. At that time, if the unpaid balance of the amount to be paid under this Agreement exceeds the expenses incurred by the City in finishing Artist's work, such excess shall- be paid by the City to the Artist, but if such expense shall exceed such unpaid balance, then Artist shall promptly pay to the City the amount by which such expense shall exceed such unpaid balance. The expense incurred by the City as herein provided, either for furnishing materials or for finishing the work, and any damages incurred by the City by reason of Artist's default, shall be chargeable to, and paid by Artist, and the City shall have a lien upon all materials, tools, and appliances, taken possession of, as aforesaid, to secure the payment thereof. If the City elects not to terminate Artist's right to proceed, Artist agrees to reimburse the City for losses or damages resulting from the delay in speedy progress of work. If Artist should neglect to prosecute the work properly or fail to perform any provisions of this Agreement, the City, after three (3) days' written notice to Artist, may without prejudice to any other remedy it may have, make good such deficiencies and may deduct the cost thereof from the payment then or thereafter due Artist; provided, however, that the City shall approve such action and certify the amount thereof to be charged to Artist. ARTICLE III. WARRANTIES 3.1 Title. The Artist represents and warrants that: (a) the Artwork is solely the result of the artistic effort of the Artist; (b) except as otherwise disclosed in writing to the City, the Artwork is unique and original and does not infringe upon any copyright; (c) the Artwork, or a duplicate thereof, has not been accepted for sale elsewhere; and (d) the Artwork is free and clear of any and all encumbrances and/or monetary liens. 3.2 Quality and Condition. The Artist represents and warrants, except as otherwise disclosed to the City in writing, that: (a) the fabrication of the Artwork will be performed in a workmanlike manner; (b) the Artwork, as fabricated and following installation, will be free of patent and latent defects in material and workmanship, including any defects consisting of "inherent vice" or qualities which cause or accelerate deterioration of the Artwork; and (c) reasonable maintenance of the Artwork will not require procedures substantially in excess of those S:\Community Services\Civic Center Campus Artwork\SWAN-PAVEMENT AMENITIES ART PURCHASE AGREEMENT Art Purchase Agreement described in the maintenance recommendations to be submitted by the Artist to the City hereunder. The warranties described in this Section 3.2 shall survive for a period of one (1) year after the Acceptance of the Artwork, except the representation and warranty concerning latent defects shall survive for a period of three (3) years from after Acceptance of the Artwork. The City shall give notice to the Artist of any observed and claimed breach with reasonable promptness. The Artist shall, at the request of the City, and at no cost to the City, cure reasonably and promptly the breach of any such warranty which is curable by the Artist and whic h cure is consistent with professional conservation standards (including, for example, cure by means of repair or refabrication of the Artwork). ARTICLE IV. PERFORMANCE BONDS The Artist shall not be required by the City to post any performance bonds or similar undertakings, and any requirement of any other authority for performance bonds shall be the responsibility of the City. Nevertheless, Artist shall prevent any lien from attaching to the Artwork by any person claiming under Artist. ARTICLE V. REPRODUCTION RIGHTS 5.1 General. The Artist shall retain all rights under the Copyright Act of 1976, 17 U.S.C. Sections 101 et seg., and all other rights in and to the Artwork except ownership and possession, except as such rights are limited by this Agreement. In view of the intention that the Artwork in its final dimension shall be unique, the Artist shall not make any additional exact duplicate, dimensional reproductions of the final artwork, nor shall the Artist grant permission to others to do so except with the written permission of the City and at such time as Final Acceptance by the City at which time the City alone may approve. The Artist grants to the City, and its agents an irrevocable license to make two-dimensional reproductions of the Artwork for noncommercial purposes, including but not limited to reproductions used in advertising, brochures, media publicity, and catalogues or other similar publications, provided that these rights are exercised in a tasteful and professional manner. 5.2 Notice. All reproductions by the City shall contain a credit to the Artist and denote its location, provided that the Artwork is protected by United States copyright law and reasonable substantiation thereof is provided to the City. 5.3 Registration. The Artist may at its expense cause to be registered, with the United States Register of Copyrights, a copyright in the Artwork in the Artist's name. ARTICLE VI. ARTIST'S RIGHTS 6.1 Identification. The City shall, at its expense, prepare and install at the Site, a S:\Community Services\Civic Center Campus Artwork\SWAN-PAVEMENT AMENITIES ART PURCHASE AGREEMENT Art Purchase Agreement plaque identifying the Artist, the title of the Artwork and the year of completion, and shall reasonably maintain such notice in good repair against the ravages of time, vandalism and the elements. 6.2 Maintenance. The parties recognize that maintenance of the Artwork on a regular basis is essential to the integrity of the Artwork. 6.3 Repairs and Restoration. a. The City shall have the right to determine, after consultation with a professional art conservator, when and if repairs and restoration to the Artwork will be made. To the extent practical, the Artist, during the Artist's lifetime, may be given the opportunity to make or personally supervise significant repairs and restorations and shall be paid a reasonable fee for any such services, provided that the City and the Artist mutually agree in writing, prior to the commencement of any significant repairs or restorations, upon the Artist's fee for such services. No fees shall be paid to Artist for repair or restoration due to a breach of the representations and warranties set forth herein. b. All repairs and restorations shall be made in accordance with recognized principles of conservation. 6.4 Maintenance and Alteration of the Artwork. a. The City shall maintain the Artwork in a manner that the City determines appropriate in its sole discretion. b. The City shall use its reasonable efforts to meet and consult with Artist prior to the time of making any alteration. If any alteration is made without the consent of Artist, Artist shall have the right to direct the City to remove Artist's name from the Artwork. In connection herewith, Artist hereby acknowledges and agrees that Artist is familiar with Section 987 of the California Civil Code and the rights and protection afforded Artist thereunder, and Artist hereby waives each and all of Artist's rights and protection under Section 987 of the California Civil Code to the extent such rights and protection are inconsistent with this Section 6.4; provided, however, that to the extent that the rights and protection afforded Artist under Section 987 of the California Civil Code are not inconsistent with this Section 6.4 or pertain to matters that are not dealt with in this Section 6.4, Artist shall retain such rights and protection. 6.5 Permanent Record. The City shall maintain a record of this Agreement and of the location and disposition of the Artwork. 6.6 Artist's Address. The Artist shall notify the City of changes in their address. The City shall take reasonable effort(s) to locate the Artist when matters arise relating to the Artist's rights under this Agreement. 6.7 Surviving Covenants. The covenants and obligations set forth in this Article VI S:\Community Services\Civic Center Campus Artwork\SWAN-PAVEMENT AMENITIES ART PURCHASE AGREEMENT Art Purchase Agreement shall be binding upon the parties, their heirs, legatees, executors, administrators, assigns, transferees and all their successors in interest, and the City's covenants do attach and run with the Artwork and shall be binding to and until twenty (20) years after the death of the Artist unless otherwise stated herein. Upon the death of the Artist, the representative of Artist's estate shall assume the surviving covenants and obligations of Artist set forth in this Article VI. ARTICLE VII. ARTIST AS INDEPENDENT CONTRACTOR The Artist shall perform all work under this Agreement as an independent contractor and not as an agent, joint venturer, partner or an employee of the City. The Artist shall not: a. be supervised by any employee or official of the City; b. exercise supervision over any employee or official of the City; C. have authority to contract for or bind the City in any manner; or represent itself as an agent of the City; or otherwise be authorized to act for or on behalf of the City; d. have status as the City's employees or have any right to any benefits that the City grants to its employees. ARTICLE VIII. ASSIGNMENT OR TRANSFER No party shall assign or transfer an interest in this Agreement without the prior written consent of the other parties, provided, however, that claims for money due or to become due from the City under this Agreement may be assigned to a financial institution without approval. ARTICLE IX. TERMINATION The City may, by written notice to the Artist, terminate this Agreement either (a) upon the failure by Artist to perform any of its obligations hereunder in accordance with the term s hereof or any other breach by Artist of the terms of this Agreement, when such failure or breach continues uncured for fifteen (15) days following notice thereof from the City to Artist ("Termination for Default"), or (b) at any other time in the sole and absolute discretion of the City ("Discretionary Termination"). Termination for Default and Discretionary Termination are sometimes hereinafter collectively referred to as "Termination". Upon Termination, except as provided in this Article IX, all parties shall be released from all further obligations and liability hereunder. Effective upon a Termination, the Artwork, or so much thereof or has then been completed, shall be transferred to and shall belong to the City. In such event and upon Artist's written request, the City shall remove Artist's name from the Artwork. Upon a Termination for Default and subject to Article 2.1, the Artist shall be entitled only to that portion of the total compensation due Artist that is then payable pursuant to the Schedule of Compensation (Exhibit S:\Community Services\Civic Center Campus Artwork\SWAN-PAVEMENT AMENITIES ART PURCHASE AGREEMENT Art Purchase Agreement C); upon a Discretionary Termination, Artist shall be entitled to the full Artist Fees provided for in Exhibit C hereto and that portion of the costs and expenses of Design, Fabrication and Installation of Artwork provided for in Exhibit C hereto that is then payable pursuant to the Schedule of Compensation (Exhibit C), plus all other costs reasonably incurred by Artist following the last payment pursuant to the Schedule of Compensation (Exhibit C), prior to the date of the Discretionary Termination, provided that Artist shall be required to provide the City with reasonable substantiation for such costs. Notwithstanding anything else herein contained, Artist shall not be relieved of liability to the City for damages sustained by the City by virtue of any breach of this Agreement by the Artist, and the City may reasonably withhold payments to the Artist until such time as the exact amount of such damages is determined. ARTICLE X. CONTRACTOR ADMINISTRATOR The Contract Administrator for this Agreement shall be the City Community Services Director. Wherever this Agreement requires any notice to be given to or by the City, or any determination or action to be made by the City, the City Community Services Director shall represent and act for the City. ARTICLE XI. NON-DISCRIMINATION In carrying out the performance of the services designated, the Artist and the City shall not discriminate as to race, color, creed, religion, marital status, national origin or ancestry, and the Artist shall comply with the equality of employment opportunity provisions of State and local laws and regulations as presently existing or hereafter amended. ARTICLE XII. ENTIRE AGREEMENT This Agreement, consisting of 19 pages and four exhibits, embodies the entire Agreement and understanding between the parties hereto, and there are no other agreements and understandings, oral or written, with reference to the subject matter hereof that are not merged herein and superseded hereby, except as set forth hereinabove. ARTICLE XIII. MODIFICATION No alteration, change or modification of the terms of the Agreement shall be valid unless made in writing and signed by each party hereto and approved by appropriate action of the City. ARTICLE XIV. WAIVER No waiver of performance by either party shall be construed as or operate as a waiver of any subsequent default of any terms, covenants and conditions of this Agreement. The payment or acceptance of fees for any period after a default shall not be deemed a waiver of any right or acceptance of defective performance. S:\Community Services\Civic Center Campus Artwork\SWAN-PAVEMENT AMENITIES ART PURCHASE AGREEMENT Art Purchase Agreement ARTICLE XV. GOVERNING LAW 15.1 This Agreement, regardless of where executed or performed, shall be governed by and construed in accordance with the laws of the State of California. 15.2 In addition to any other rights or remedies and subject to the restrictions otherwise set forth in this Agreement, either party may institute legal action to seek specific performance of the terms of this Agreement, to recover damages, or to obtain any other remedy, at law or in equity, consistent with the purpose of this Agreement. Such legal actions must be instituted in the Superior Court of the County of Riverside, in an appropriate Riverside County municipal court, or in the Federal District Court in the district of California which includes Riverside County. 15.3 If any party to this Agreement brings a legal action or proceeding against another party to enforce the provisions of this Agreement, or on account of a claim or dispute arising out of this Agreement, then the prevailing party in such arbitration or legal action or proceeding shall be entitled to reimbursement by the other party of the legal fees and costs, including reasonable attorney fees, incurred by the prevailing party in connection with the legal action or proceeding. ARTICLE XVI. HEIRS AND ASSIGNS This Agreement shall be binding upon and shall inure to the benefit of the City and Artist, and their respective heirs, personal representatives, successors and permitted assigns. ARTICLE XVII. NOTICES All notices, requests, demands and other communications which are required or permitted to be given under this Agreement shall be in writing and shall be deemed to have been duly given upon the delivery or receipt thereof, as the case may be, if delivered personally or sent by registered or certified mail, returned receipt requested, postage prepaid, as follows: a. if to the City, to: City of La Quinta 78-495 Calle Tampico La Quinta, CA 92253 Attention: Community Services Director b. if to the Artist, to: Sandy Swan 78-695 Saguaro La Quinta, CA 92253 S:\Community Services\Civic Center Campus Artwork\SWAN-PAVEMENT AMENITIES ART PURCHASE AGREEMENT Art Purchase Agreement ARTICLE XVIII. INDEMNITY With respect to acts, errors or omissions in the performance of Artist's obligations hereunder, Artist agrees to indemnify and hold harmless the City and its officers, agents, employees, and representatives from and against any and all claims, demands, defense costs, liability or consequential damage of any kind or nature arising out of Artist's (including its subcontractors, agents, employees, assigns or licensees) negligent and/or willful acts, errors or omissions in the performance of Artist's obligations under this Agreement. With respect to acts, errors or omissions in the performance of the City's obligations hereunder, the City agrees to indemnify and hold harmless Artist from and against any and all claims, demands, defense costs, liability or consequential damages of any kind or nature arising out of the City's (including its contractors') negligent and/or wilful acts, errors or omissions in the performance of the City's obligations under this Agreement. The foregoing indemnities shall be in effect without regard to the maintenance of insurance coverage for any such loss, costs, claims, damages or expenses. ARTICLE XIX. INSURANCE 19.1 Policies. Throughout fabrication of the Artwork the Artist shall maintain Comprehensive General Liability Insurance, or Commercial General Liability Insurance, including coverage for Premises and Operations, Contractual Liability, Personal Injury Liability (employee and contractual exclusions deleted), Products/Completed Operations Liability, Broad -Form Property Damage and Independent Contractors' ($1,000,000) per occurrence, combined single limit, written on an occurrence form, and such other forms and amounts of insurance as the City may deem necessary or desirable. All required insurance shall be evidenced by an insurance policy or policies (or the renewal or replacement thereof) reasonably acceptable to the City. Artist shall not proceed with any work nor receive payment under this Agreement until, among other things, the City has received the appropriate insurance certificates. Artist, prior to completion, shall maintain or cause to be maintained standard all- risk property insurance in an amount equal to or greater than the full replacement value of the Artwork. The Artist's General Liability policy required by this Agreement shall contain the following clauses: "The City of La Quints and its officers, agents, employees, representatives, and volunteers are added as additional insureds as respective operations and activities of, or on behalf of the named insured, performed under contract with the City of La Quinta. " Prior to commencing any work under this Agreement, Artist shall deliver to the S:\Community Services\Civic Center Campus Artwork\SWAN-PAVEMENT AMENITIES ART PURCHASE AGREEMENT Art Purchase Agreement City insurance certificates confirming the existence of the insurance required by this Agreement, and including the applicable clause referenced above. Also, within thirty (30) days of the execution date of this Agreement, Artist shall provide to the City an endorsement to the General Liability policy, which adds to this policy the applicable clause referenced above. 'Said endorsement shall be signed by an authorized representative of the insurance company and shall include the signator's company affiliation and title. Also, the City has the right to demand, and to receive within a reasonable time period, copies of any insurance policy required under this Agreement. In addition to any other remedies the City may have if Artist fails to provide or maintain any insurance policies or policy endorsements to the extent and within the time herein required, the City may, at its sole option: a. Terminate this Agreement. Exercise of any of the above remedies, however, is an alternative to other remedies the City may have, and is not, the exclusive remedy for Artist's failure to maintain insurance or secure appropriate endorsements. Nothing herein contained shall be construed as limiting in any way the extent to which Artist may be held responsible for payments of damages to persons or property resulting from Artist's, or its respective agents' contractors' or subcontractors', performance of the work covered under this Agreement. ARTICLE XX. GENERAL 20.1 Any provisions of this Agreement which shall prove to be invalid, void, or illegal shall in no way affect, impair or invalidate any other provision hereof, and such remaining provisions shall remain in full force and effect. 20.2 Whenever in the specifications any materials or process is indicated or specified by patent or proprietary name or by name of manufacturer, such specification shall be deemed to be used for the purpose of facilitating description of the material and/or process desired, and shall be deemed to be followed by the words "OR EQUAL", and Artist may offer any material or process which shall be equal in every respect to that so indicated or specified. 20.3 Artist shall offer any substitute in said proposal or if a substitute so offered by Artist is not found to be equal to that so indicated or specified by name, if one only be so specified or named, or, if more than one be so specified or named, then such one as shall be specified in the proposal, or if none be so specified, then such one shall be required by the City. 20.4 Unless a different date is provided in this Agreement, the Effective Date shall be the latest Date of Execution, hereinafter set forth below the names of the signature hereto. Should the Artist fail to enter a Date of Execution, the Effective Date shall be the Date of Execution by the City. S:\Community Services\Civic Center Campus Artwork\SWAN-PAVEMENT AMENITIES ART PURCHASE AGREEMENT Art Purchase Agreement 20.5 The City shall give any subsequent owner of the Artwork written notice of the covenants contained herein, and shall cause each such successive owner to be bound thereby. IN WITNESS WHEREOF, the parties hereto have executed this Agreement on the day and year first written above. ATTEST: JU E GREEK, City Clerk City of La Quinta, California APPROVED AS TO FORM: KATH JENSON, City Atto ney City of uinta, California. CITY: CITY OF LA QUINTA, a California municipa�or ion By: THOMAS P. GENOVESE, City Manager City of La Quinta, California ARTIST: SANDY SWAN S:\Community Services\Civic Center Campus Artwork\SWAN-PAVEMENT AMENITIES ART PURCHASE AGREEMENT Art Purchase Agreement EXHIBIT A SCOPE OF DESIGN BUILD SERVICES SCOPE OF WORK I . Artist shall furnish all labor, engineering, material, tools, equipment, etc., required to design, fabricate and install the Artwork in accordance with the quality level and intent of the concept drawings as previously prepared by Artist and approved by the City, along with all governing agency requirements and code criteria. 2. Artist is responsible for submitting all required documents relating to the Artwork design to appropriate government agencies so that building plan check and all required permits may be obtained in a timely manner. 3. Artist shall immediately notify the City in writing of any cost impact or schedule impact whether increase or decrease, resulting from any modifications to the design. Any redesign fees or any other costs incurred by the City due to Artist's negligence or failure to keep the City informed of scope variances in a timely manner shall be charged to the Artist. 4. Artist shall complete the design in sufficient scale and detail as required by the City and governmental authorities for approval. The design documents shall bear the stamp of a professional Mechanical, Structural and/or Electrical Engineer(s) licensed in the State of Californiaif deemed necessary. 5. Artist's design and specifications shall be subject to approval by the City and its consultants. II. GENERAL ITEMS OF INCLUSION: As a further clarification to the plans and specifications, the work shall include but not necessarily be limited to the following: 1. Artist shall examine or cause to be examined all supporting and adjacent surfaces and record any defects to the City prior to installing any material. The installation of any material constitutes the Artist's complete acceptance of all substrates as compatible with the work under this Agreement. 2. Any work not provided for in this Agreement must be authorized by the City prior to the installation of such work. 3. Artist is responsible for all repairs or replacement of any existing property or work which iS damaged as a result of the performance of the work under this Agreement. S:\Community Services\Civic Center Campus Artwork\SWAN-PAVEMENT AMENITIES ART PURCHASE AGREEMENT Art Purchase Agreement 4. Artist shall provide all unloading, hoisting, scaffolding, and bracing for the Artwork. Artist shall provide all drilling, coring, cutting, fastening, and welding required for the Artwork. 6. Artist shall supply all specialty lighting required to complete the Artwork. The Artwork consists of twelve walkways sections imprinted with animal tracks. 2. The walkway sections are approximately 8 feet wide and ten feet long. Ten different animal tracks will be included in the walkway sections. 4. The Artwork is to be located on the Civic Center Campus (on the southwest corner of Calle Tampico and Washington Street) in the historical plaza, as outlined on the Master Plan for the project. The entire Artwork is to be imprinted into the walkway. 6. The Artist shall take all steps necessary to coordinate with the concrete contractor to ensure that the Artwork is installed at the appropriate time during the setting of the concrete. The Artist shall meet with the concrete contractor in advance of the concrete installation and work out a written, coordinated schedule which ensures that the installation of the Artwork will occur during the appropriate stage of the concrete setting. A copy of the written schedule, signed by the Artist and concrete contractor shall be provided to the City in advance of the work. 7. Additional conditions are provided as attachments to this exhibit, as provided by the Artist. S:\Community Services\Civic Caner Campus Artwork\SWAN-PAVEME14W AMENITIES ART PURCHASE AGREEMENT Cover Letter Enclosed please find my proposal for Pavement Amenities, to be included as part of the La Quinta Civic Center Campus Project. My name is Sandy Swan. I have owned Swan Design & Screenprint since 1982, and have worked full time as a professional commercial artist since 1980. My husband and I have lived in La Quinta since 1980. My proposal is to incorporate tracks of local desert animals into the concrete walk- way as it is poured. Tracks would be stamped into the concrete using footprint casts, taken either from live animals or from tracks collected in the field. Track placement will be planned in advance, in consultation with both the Park and Landscape Architects. Plans for each individual concrete section will be drawn up, with a diagram showing which animal, how many tracks, and how they will be placed (meander, diagonally crossing, in and out along an edge, etc.). All tracks in the pathway would be life size, and accurate as to spacing and placement for stride (walk, trot, ,run). I have worked on two previous projects involving animal tracks. The first Is a bronze relief panel of local desert animal tracks, which is installed in the Michael Wolfson Park in Rancho Mirage. The original plaster impressions were taken from live animals at the Living Desert (roadrunner, sidewinder, chuckwalla, coyote), the Bighorn Insti- tute (bighorn ram), and the San Diego Zoo (mountain lion). These individual impres- sions were combined into a final bronze relief panel. I was also a consultant for the Living Desert Education Department's. walkway project, which incorporated animal tracks into the walkways around the Education Building and in the wash areas. I assisted with design ideas, shared my methods for collecting tracks, and helped with troubleshooting. The addition of desert animal tracks in the pathways would be interesting, educa- tional and fun for Park visitors. I have watched children at the living Desert running ahead to see where the tracks in the sidewalk lead. Teachers take their classes on field trips to Wolfson Park, to look at the animal tracks panel and talk about each different animal. The bronze animal track panel is also very popular with blind and visually impaired people who visit Wolfson Park. They are able to "see" the huge paw of a mountain lion, the X-pattern of a roadrunner's foot, and the beautiful swirls left by the belly scales of a snake. As a possible enhancement to this project, a small bronze plaque could be in- stalled near each set of tracks. The plaque would have a life-size debossed track of the animal, and descriptive text in both raised letters and Braille. This would be informative and beneficial for both sighted and visually impaired park visitors. Suggestions for Desert Animal Tracks Mammals - Desert Bighorn Sheep -. Coyote - Kangaroo Rat -Raccoon - Pack Rat - Cottontail - Black -tailed Jackrabbit - Kit Fox - Ringtail Cat -Bobcat - Mountain Lion - Round -tail Ground Squirrel - Deer Mouse Reptiles - Side Blotch Lizard - Chuckwaila - Tortoise - Snake - Red Spotted Toad Birds - Quail - Roadrunner - Great -tailed Grackle - Great Blue Heron - Killdeer - Mallard - Raven - Canada Goose - Burrowing Owl - Great White Heron - Mourning Dove Invertebrates - Tarantula - Eleodes Beetle (Stink Bug) - Centipede - Scorpion - Solpugid (Sun Spider) 6 Sept 00 From: Sandy Swan 78-695 Saguaro La Quinta, CA 92253 (760) 564-5061 fax (760) 836-0789 To: Dodie Horvitz Community Services City of La Quinta (760) 777-7000 Dear Docile, Here is the signed contract for the Animal Tracks project. Please note the clarifications below: • Section III - Specific Items of Inclusion; Section 3 Ten different animal tracks will -be -used thfoughout -the campus -project. fachidual walkway section \ iHl have between 1-4 different animals. • The 30 day fabrication time would be the actual stamping of tracks into the concrete as it is poured. Additional time is needed before that stage to discuss track layout and placement with the campus architect, .collect the tracks, and prepare the stamps. I would need to be notified no later than 90 days before the actual pouring begins. • Selection of animals and layout of track patterns must be approved by the appropriate persons/committees before track collection and fabrication begins. ' I will need1he name of the concrete contractor as soon as possible, to coordinate the track stamping with their scheduled pour dates. I also will need to meet with Tom Doczi as soon as possible to get a final layout of the pathways and landscape/hardscape features. Please a)so note our new home address shown above. (Home phone stays the same.) Thank you s much for your assistance, and I look forward to starting work on this project. P.S. - Petpr La Dochy contacted me regarding the possibility of having me add some of my animal tracks around the crossroads mosaics he will be installing, in the pathway. I think these two projects would tie together nicely, and would be happy to discuss this further if it is approved. - 1 - Art Purchase Agreement EXHIBIT B SCHEDULE OF PERFORMANCE SCHEDULING: The project will take approximately one month to complete the fabrication of the Artwork. Work will commence during the installation of the walkways , and completed and installed by the time the walkways are completed. The ARTIST will coordinate the installation of the artwork with the Design Consultant and/or Landscape Architect. REVIEWS: There may be one review by the Cultural Arts Commission of the work in progress if the Commission deems it necessary to be conducted prior to the installation of art feature. The project may be reviewed by the City Council as deemed appropriate. S:\Community Services\Civic Center Campus Artwork\SWAN-PAVEMENT AMENITIES ART PURCHASE AGREEMENT Art Purchase Agreement EXHIBIT C SCHEDULE OF COMPENSATION PRICE: Basic Contract: Total Not to Exceed SCHEDULE OF PAYMENTS: First payment upon project approval (50%) $13,085 $13,085 $6,542.50 Final payment upon filing of Notice of Completion (50%) $6,542.50 S:\Community Services\Civic Center Campus Artwork\SWAN-PAVEMENT AMENITIES ART PURCHASE AGREEMENT Art Purchase Agreement EXHIBIT D NOTICE OF COMPLETION FOR ARTWORK Piece of Artwork: Animal Tracks Pavement Amenity WHEREAS, by that certain Art Purchase Agreement dated , 200_ ("Agreement"), THE CITY OF LA QUINTA, a California municipal corporation (the "City") contracted with SANDY SWAN to provide certain "Artwork" (as defined in the Agreement); and, WHEREAS, as referenced in the Agreement, the City shall furnish Artist with a Notice of Completion upon completion of the fabrication and installation of the Artwork; and, WHEREAS, such certificate shall be conclusive determination of satisfactory completion of the fabrication and installation of the Artwork, as required by the Agreement, has been satisfactorily completed. NOW, THEREFORE, the parties hereto certify as follows: 1. As provided in the Agreement, the City does hereby certify that the fabrication and installation of the Artwork has been fully performed and completed. Any executory obligations pursuant to the Agreement, which are hereby incorporated herein by reference, shall remain enforceable according to their terms. 2. Nothing contained in this instrument shall modify in any other way any executory portions of the Agreement. IN WITNESS WHEREOF, the Agency has executed this certificate this day of , 200_. CITY OF LA QUINTA, a California municipal corporation by: S:\Community Services\Civic Center Campus Artwork\SWAN-PAVEMENT AMENITIES ART PURCHASE AGREEMENT Art Purchase Agreement EXHIBIT D RIGID@ PE61UM-9 430 CIUM•' _' • -�- Piece of Artwork: Animal Tracks Pavement Amenity at certain Art Purchase Agreement dated 200WHEREAS, by th g jq-1!L Q ("Agreement"), THE CITY OF LA QUINTA, a California municipal corporation (the "City") contracted with SANDY SWAN to provide certain "Artwork" (as defined in the Agreement); and, WHEREAS, as referenced in the Agreement, the City shall furnish Artist with a Notice of Completion upon completion of the fabrication and installation of the Artwork; and, WHEREAS, such certificate shall be conclusive determination of satisfactory completion of the fabrication and installation of the Artwork, as required by the Agreement, has been satisfactorily completed. NOW, THEREFORE, the parties hereto certify as follows: 1. As provided in the Agreement, the City does hereby certify that the fabrication and installation of the Artwork has been fully performed and completed. Any executory obligations pursuant to the Agreement, which are hereby incorporated herein by reference, shall remain enforceable according to their terms. 2. Nothing contained in this instrument shall modify in any other way any executory portions of the Agreement. IN WITNESS WHEREOF, the Agency has executed this certificate this day of , 2002. CITY OF LA QUINTA, a California rnt�ninir��l i+nrr�nr�tinn S:\Community Services\Civic Center Campus Artwork\SWAN-PAVEMENT AMENITIES ART PURCHASE AGREEMENT