HomeMy WebLinkAboutContract 47408 CITY 996-CRITAW
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V\ AGREEMENT BETWEEN THE CITY OF FORT WORTH
AND PAVLOVSKY SCULPTURE STUDIO, LLC
FOR FABRICATION, DELIVERY, AND INSTALLATION OF PUBLIC
ARTWORK FOR SOUTH Z. BOAZ PARK: BOMBER HEIGHTS
This Agreement is entered into this day of v , 20115X by and between the City of
Fort Worth, a home-rule municipal corporation of the State of Texas, acting by and through Fernando Costa,
its duly authorized Assistant City Manager, and Pavlovsky Sculpture Studio, LLC., by and through its duly
authorized member, Michael Pavlovsky. City has designated the Arts Council of Fort Worth and Tarrant
County, Inc.,to manage this Agreement on its behalf. The Contract Manager shall act through its designated
Public Art project manager.
WHEREAS, pursuant to Chapter 2, Sections 2-56 through 2-61 of the Fort Worth Code of
Ordinances, the Fort Worth Public Art Program's goals are to create an enhanced visual environment for Fort
Worth residents,to commemorate the City's rich cultural and ethnic diversity,to integrate the design work of
artists into the development of the City's capital infrastructure improvements, and to promote tourism and
economic vitality in the City through the artistic design of public spaces;
WHEREAS, allocated from the 2004 Capital Improvement Program (CIP) as part of the Long-
Range Public Art Plan for the 2004 CIP approved by the Fort Worth City Council on May 17, 2005, are
funds for the design and production of artwork integrated into neighborhood streets in conjunction with street
improvements in Council District 3 (Proposition 1);
WHEREAS, the City has constructed improvements to Fairfax, Pamela, and Penrose Streets in the
Bomber Heights Neighborhood in Council District 3 in West Fort Worth, Texas 76116;
WHEREAS,the Long Range Public Art Plan for the 2004 CIP pooled the available public art funds
for artwork at the intersection of Penrose Avenue and Vickery Boulevard(M&C G-14801,May 17, 2005);
WHEREAS, on October 16, 2012, the City and Artist entered into an agreement for the Artwork
Design for the Site (Fort Worth City Secretary Contract No. 43765)with the expectation that City would hire
another person or entity to fabricate the Work based on such design and install it at the Site;
WHEREAS, the Fort Worth Art Commission (FWAC) approved selection of Fabricator through a
competitive process on September 14, 2015, and recommended that the Work consist of fabrication and
installation based on the Artist's Artwork Design;
WHEREAS, City and Fabricator wish to set out the terms and conditions under which said Work
shall be fabricated in a way as to preserve the in integrity of the Artist's Artwork Design and delivered and
installed at the Site.
NOW, THEREFORE, City and Fabricator for and in consideration of the covenants and
agreements hereinafter set forth,the sufficiency of which is hereby acknowledged, agree as follows:
Agreement for Fabrication,Delivery and Installation of Public Artwork ECOR®
between the City of Fort Worth and Pavlovsky Sculpture Studio,LLC Execution Copy 11/19/15 �` �,
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ARTICLE 1
DEFINITIONS
As used in this Agreement,the following terms shall have the meanings as set forth below:
1.1. Agreement — Means and includes this Agreement between the City of Fort Worth and
Pavlovsky Sculpture Studio,LLC. for fabrication, delivery,and installation of public artwork for the Site.
1.2. Artist — Means and includes the selected Artist, Ann Ekstrom, which created the Artwork
Design.
1.3. Artwork Design—Means the final,City-approved design of the Work for the Site created in
connection with the Final Design Contract on or about January 17,2012 (City Secretary Contract No. 42785)
and includes, but is not limited to, all final City-approved maquettes, drawings, sketches, prototypes, models
and the like that were created by Artist in connection with the Final Design Contract. The design and
description are attached hereto as Exhibit"A"and incorporated herein for all purposes.
1.4. Contract Manager — Means and includes the Arts Council of Fort Worth and Tarrant
County,Inc., and/or its officers, directors, or employees.
1.5. City—Means and includes the City of Fort Worth,Texas.
1.6. Effective Date — Means and includes the date represented in the first paragraph of this
Agreement,which shall be the official date of execution of this Agreement.
1.7. Fabricator—Means and includes Pavlovsky Sculpture Studio,LLC.
1.8. Final Acceptance — Means City's written acknowledgement to Fabricator that all services
for fabrication, delivery, and installation of the Work have been completed in accordance with the terms of
this Agreement.
1.9. Parties—Means and includes City and Fabricator.
1.10. Project — Means and includes the public art development undertaking of City for which
Fabricator's services are to be provided pursuant to this Agreement.
1.12. Schedule - Means and includes a written plan of procedure for completion of fabrication,
delivery, and installation of the Work, including,but not limited to,the submission of progress reports.
1.13. Site—Means and includes the South Z. Boaz Park: Bomber Heights, which is located west
of Vickery Boulevard and South of Mary's Creek Drive in Fort Worth, TX, which is more particularly
described in Exhibit`B,"attached hereto and incorporated herein by reference for all purposes.
1.14. Work—Means and includes the finished object(s) of art and design that are the subject of
this Agreement, or any intermediary stage of completion of such work.
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ARTICLE 2
SCOPE OF SERVICES AND DELIVERABLES
2.1. Fabricator Selection.
City and Fabricator acknowledge that Fabricator's experience and ability was reviewed and approved by the
FWAC on September 14,2015, and is the basis for executing this Agreement.
2.2. Scope of Services.
a. Fabricator shall perform all services and shall furnish all supplies, materials, and equipment as
necessary for fabricating,delivering, and installing the Work at the Site. Services shall be performed
in a professional manner and in strict compliance with all terms and conditions in this Agreement.
b. Fabricator understands and acknowledges that City has acquired the Artwork Design(excluding any
ownership rights in and to the copyright) from the Artist for the purpose of hiring Fabricator to
fabricate the Work based on the Artwork Design and deliver and install the Work at the Site.
C. To ensure the integrity of the Artwork Design during the fabrication and installation process,
Fabricator shall coordinate/consult with the Artist.
a. Fabricator shall meet with the Artist at the beginning of the fabrication process to
discuss the Artwork Design and the Artist's expectations for the Work.
b. Fabricator shall be available to the City for any questions or concerns that may arise
during the fabrication,delivery,and installation process.
c. If any disputes arise between the Artist and the Fabricator as to the Artwork Design,then
Fabricator must seek to resolve those issues through the Contract Manager first.
d. Fabricator shall determine the scope, material, and texture of the Work, subject to review and
acceptance by City as set forth in this Agreement. The exact location at the Site where the Work
shall be installed shall be mutually agreed upon by City and Fabricator.
e. Fabricator, upon request of Contract Manager,shall provide information and/or attend meetings with
appropriate City staff for purposes of risk assessment, safety review, sighting of the Work, and
permitting.
f. Fabricator shall install the Work on dates and times mutually agreed upon by Fabricator and City.
2.3 Execution of Work
a. Fabricator shall furnish the Schedule to the Contract Manager within fifteen(15)business days after
the Effective Date. After written approval of the Schedule by City, Fabricator shall fabricate,
deliver, and install the Work in accordance with such Schedule. Schedule changes may be
accomplished by written agreement between Fabricator and Contract Manager.
b. City and/or Contract Manager, upon written request, shall have the right to review the Work during
its fabrication and/or request visual documentation of the fabrication. Fabricator shall, upon written
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request by the City and/or Contract Manager,provide a written progress report detailing the progress
made toward completion of the Work and the remainder of work to be done to complete the Work.
Fabricator shall comply with any request made by the City and/or Contract Manager pursuant to this
Article 2.3 within seven(7)days after receipt of the written request.
C. Fabricator shall complete the fabrication of the Work in accordance with the Artwork Design and in
consultation with Artist as necessary as determined by the Fabricator.
d. Fabricator shall present to the Artist and Contract Manager, in writing, for further review and
approval, any changes in the scope, design, color, size, material, or texture of the Work. The
Contract Manager, in its discretion, shall determine whether the changes are significant and whether
the changes conform to the Artwork Design. If the Contract Manager, in its sole discretion,
determines that the changes are significant and do not conform with the Artwork Design, then the
Contract Manager shall, in light of the Artwork Design, determine whether a significant change
requires City approval,then the change(s)may be presented to the FWAC for review and approval at
a regularly scheduled or special meeting of the FWAC. If any disputes arise thereafter, the Parties
shall first attempt to resolve those disputes in accordance with the dispute resolution process set forth
in Article 10 of this Agreement.
2.4 Delivery and Installation.
a. Fabricator shall notify City,through its Contract Manager, in writing when fabrication of the Work is
completed and is ready for its delivery and installation at the Site.
b. Fabricator shall be responsible for obtaining and paying for all necessary permits and any required
traffic barriers appropriate for this project.
C. Fabricator is responsible for installing all elements of the Work. Fabricator shall coordinate the
installation of the Work with City and Contract Manager. Delivery and installation activities may not
commence until written permission is delivered to Fabricator by the City.
d. Fabricator shall be responsible for all costs associated with the materials, fabrication, and installation
of the Work, including, but not limited to, equipment rentals,transportation,travel,and labor.
e. Fabricator, individually and through its subcontractors, shall take all necessary precautions to protect
and preserve the integrity and finish of the Site while delivering and installing the Work. If City
determines, in its sole discretion, that Fabricator or Fabricator's subcontractors have damaged the
Site,then City shall inform Fabricator, in writing, of the damage. Fabricator, at his/her own expense,
shall have thirty(30)days from receipt of City's written notice to repair the damage to the Site to the
satisfaction of City. If Fabricator fails to repair the damages to the satisfaction of City within thirty
(30) days after receipt of the notice, or within the deadline otherwise agreed to by the parties, then
City shall have the right to deduct the cost of repairs from any remaining payment due to Fabricator
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under this Agreement, which shall be in addition to any and all other rights and remedies available to
City at law or in equity.
£ Upon request of City, Fabricator shall consult with a qualified art conservator and shall provide
written maintenance recommendations for the Work from said conservator to Contract Manager for
appropriate maintenance and preservation of the Work on the form attached hereto as Exhibit "C"
(Technical and Maintenance Record).
g. For the duration of the Agreement, if Fabricator intends to seek its own publicity for the Artwork,
such efforts and/or press releases must be approved, in advance,by City.
2.5 Final Acceptance.
a. Fabricator shall notify City and Contract Manager, in writing, when all services for fabrication,
delivery, and installation of the Work have been completed in accordance with the terms of this
Agreement. Included in such notice from Fabricator shall be an affidavit, attached hereto as Exhibit
"D" (Affidavit), certifying that all bills relating to services or supplies used in the performance of this
Agreement have been paid.
b. City shall notify Fabricator in writing of its Final Acceptance of the Work.
C. Final Acceptance shall be effective as of the earlier to occur of(1) the date of City's notification of
Final Acceptance; or (2) the 35th day after Fabricator has sent the written notice to City required
under this Section 2.5, unless City, upon receipt of such notice and prior to the expiration of the 35-
day period, gives Fabricator written notice specifying and describing anything that has not been
completed pursuant to this Agreement.
2.6 Risk of Loss
The risk of loss or damage to the Work shall be borne by Fabricator prior to Final Acceptance, and
Fabricator shall take such measures as are necessary to protect the Work from loss or damage until Final
Acceptance, including, but not limited to,the purchase of property loss insurance, except that the risk of loss
or damage shall be borne by City prior to Final Acceptance during such periods of time as the partially or
wholly completed Work is in the custody, control or supervision of City or its agents for the purposes of
moving, storing, or performing any other ancillary services to the Work.
ARTICLE 3
COMPENSATION AND PAYMENT SCHEDULE
3.1. Compensation.
Total compensation to Fabricator under the Agreement shall be THIRTY-FIVE THOUSAND DOLLARS
AND NO CENTS ($35,000.00), which shall constitute full compensation for all services to be performed
and materials to be furnished by Fabricator under this Agreement, including, but not limited to, labor,
fabrication, transportation, installation, insurance, incidental costs, all travel expenses, and any other costs
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associated with the Work. The Parties may amend this Agreement to allow for additional payment if
additional services are required.
3.2. Payment Schedule
City agrees to pay Fabricator in the following installments set forth below, each installment to represent full
and final, non-refundable payment for all services and.materials provided prior to the due date thereof.
a. SIXTEEN THOUSAND DOLLARS AND NO CENTS ($16,000.00) upon execution of this
Agreement.
b. NINE THOUSAND SIX HUNDRED DOLLARS AND NO CENTS ($9,600.00) upon Contract
Manager's written verification of 50%fabrication.
C. THREE THOUSAND DOLLARS AND NO CENTS ($3,000.00) upon Contract Manager's
written verification that the Work is ready to install.
d. THREE THOUSAND DOLLARS AND NO CENTS ($3,000.00) upon Contract Manager's
written verification that the Work has been installed.
e. FIVE HUNDRED DOLLARS AND NO CENTS ($500.00) within thirty-five (35) days after Final
Acceptance and receipt by City of such documentation it may require concerning payment of
services and supplies rendered to Fabricator (see Article 2); provided, however, that final delivery
shall not be tendered prior to the expiration of thirty(30)days after Final Acceptance.
f. City may pay Artist contingency funds in an amount up to TWO THOUSAND, NINE HUNDRED
DOLLARS AND NO CENTS ($2,900.00) for costs associated with the Work that are incurred by
the Fabricator due to unforeseen changes in fabrication or installation costs. Such payment will be
made upon (i) receipt of supporting documentation by the Contract Manager from the Artist and (ii)
approval by the Contract Manager of the additional costs.
3.3. Sales Taxes.
City is a tax-exempt organization and no state or local sales taxes or federal excise taxes shall be due upon
the Work. City shall supply Fabricator with the "Texas Certificate of Exemption," in substantially the same
form as that attached hereto as Exhibit"E"for use by Fabricator in the fulfillment of this Agreement.
3.4. Fabricator's Expenses.
Fabricator shall be responsible for the payments of all expenses incurred during the performance of this
Agreement, including, but not limited to, services, materials, mailing/shipping charges and insurance on
submissions to City and/or Contract Manager, cost of all travel, and costs for Fabricator's agents, contractors,
subcontractors, consultants, and/or employees necessary for the proper performance of the services required
under this Agreement.
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ARTICLE 4
TERM AND TIME OF PERFORMANCE
4.1. Term.
This Agreement shall be in effect from the Effective Date, and, unless terminated earlier pursuant to such
provisions in this Agreement, shall extend until final payment to Fabricator by City.
4.2. Duration.
The services to be required of Fabricator set forth in Article 2 shall be completed in accordance with the
Schedule; provided,however, such time limits may be extended or otherwise modified by written agreement
between Fabricator and City.
4.3. Early Completion of Fabricator Services.
Fabricator shall bear any transportation and storage charges incurred from the completion of his or her
services prior to the time provided in the schedule for delivery.
4.4. Time Extensions;Force Majeure.
City or Fabricator, as appropriate, shall grant a reasonable extension of time to the other party if conditions
beyond the parties' control or Acts of God, flood, riot, civil insurrection, labor strikes, or orders of local or
federal government render timely performance of the parties' services impossible or unexpectedly
burdensome. The party suffering the impossibility or burdensome conditions must inform the other in
writing within ten(10)days of the onset of such performance delay,specifying the reasons therefore. Failure
to fulfill contractual obligations due to conditions beyond either party's reasonable control shall not be
considered a breach of this Agreement; provided, however, that such obligations shall be suspended only for
the duration of such conditions.
ARTICLE 5
WARRANTIES
5.1. Warranties of Title and Copyright.
a. Fabricator represents and warrants that:
i. The Work(or duplicate thereof)has not been or will be accepted for sale elsewhere;
ii. Fabricator has not sold, assigned, transferred, licensed, granted, encumbered, or utilized the
Work or any element thereof that may affect or impair the rights granted pursuant to this
Agreement.
iii. The Work is free and clear of any liens form any source whatsoever.
iv. Fabricator has the full power to enter into and perform this Agreement and to make the grant
of rights contained in this Agreement.
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V. All services performed hereunder shall be performed in accordance with all applicable laws,
regulations, ordinances, etc., and with all necessary care, skill,and diligence;
5.2 Warranties of Quality and Condition
a. Fabricator represents and warrants that all work will be performed in accordance with professional
"workmanlike" standards and free from defective or inferior materials and workmanship (including
any defects consisting of"inherent vice," or qualities that cause or accelerate deterioration of the
Work)for one year after the date of Final Acceptance.
b. Fabricator represents and warrants that the Work and the materials used are not currently known to
be harmful to public health and safety.
C. If, within one year after Final Acceptance, City observes any breach of warranty described in this
Article 5.2 that is curable by Fabricator, City shall give written notice to Fabricator of such breach
with reasonable promptness. Fabricator shall, at the request of City, cure the breach satisfactorily
and consistent with professional conservation standards (in accordance with the American Institute
of Conservation (AIC) Code of Ethics and Guidelines for Practice) and/or construction standards,
including, but not limited to, any standards set forth by City, within thirty (30) days after receipt of
the written notice, at no expense to City.
d. If, within one year after Final Acceptance, City observes any breach of warranty described in this
Article 5.2 that is not curable by Fabricator, Fabricator is responsible for reimbursing City for
damages, expenses, and losses incurred by City as a result of the breach. However, if Fabricator
disclosed the risk of this breach in the proposal and City accepted that it may occur, it shall not be
deemed a breach for purposes of this Article 5.2.
e. If, after one year from Final Acceptance, City observes any breach of warranty described in this
Article 5.2 that is curable by Fabricator, City shall give written notice to Fabricator to make or
supervise repairs or restorations at a reasonable fee during Fabricator's lifetime. Fabricator shall
notify City, in writing, within thirty (30) days after receipt of the notice as to whether Fabricator will
make or supervise the repairs or restorations. Should Fabricator fail to respond within the thirty-day
(30) deadline or be unwilling to accept reasonable compensation under the industry standard, City
may seek the services of a qualified restorative conservator and maintenance expert.
f. Acceptable Standard of Display. Fabricator represents and warrants that:
L General routine cleaning and repair of the Work and any associated working parts and/or
equipment will maintain the Work within an acceptable standard of public display.
ii. Foreseeable exposure to the elements and general wear and tear will cause the Work to
experience only minor repairable damages and will not cause the Work to fall below an
acceptable standard of public display.
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iii. With general routine cleaning and repair, and within the context of foreseeable exposure to
the elements and general wear and tear,the Work will not experience irreparable conditions
that do not fall within an acceptable standard of public display, including, but not limited to,
mold,rust, fracturing,staining,chipping,tearing, abrading,and/or peeling.
iv. Manufacturer's Warranties. To the extent the Work incorporates products covered by a
manufacturer's warranty,Fabricator shall provide copies of such warranties to City.
g. The foregoing warranties are conditional, and shall be voided by the failure of City to maintain the
Work in accordance with Fabricator's specifications and the applicable conservation standards.
ARTICLE 6
INSURANCE, INDEMNITY,AND RELEASE
6.1 General.
Fabricator shall carry insurance as set out in Exhibit 7,"which is attached hereto and incorporated herein for
all purposes. Evidence of required insurance shall be submitted to the Contract Manager prior to installation
of the Work on City property. However, if any part of the fabrication process will be conducted on City
property, then Fabricator shall submit evidence of required insurance to the Contract Manager prior to
performance of that work. Evidence of subsequent renewals of said insurance is required until City has taken
possession of the Work. Except as provided in Section 2.6 hereof,the risk of damage to or loss of the Work
shall, during fabrication and installation but prior to Final Acceptance, shall be solely that of Fabricator.
This risk shall transfer to City and shall no longer be the responsibility of Fabricator upon Final Acceptance.
6.2. Performance Bonds.
Fabricator shall not be required by City to post any performance bonds or similar undertakings.
6.3. Indemnity
a. General Indemnity
i. FABRICATOR COVENANTS AND AGREES TO AND DOES HEREBY INDEMNIFY,
HOLD HARMLESS, AND DEFEND, AT ITS OWN EXPENSE, CITY FROM AND
AGAINST ANY AND ALL CLAIMS, LAWSUITS, JUDGMENTS, ACTIONS, CAUSES
OF ACTION, LIENS, LOSSES, EXPENSES, COSTS, FEES (INCLUDING, BUT NOT
LIMITED TO, ATTORNEY'S FEES AND COSTS OF DEFENSE), PROCEEDINGS,
DEMANDS, DAMAGES, LIABILITIES, AND/OR SUITS OF ANY KIND OR NATURE,
INCLUDING, BUT NOT LIMITED TO, THOSE FOR PROPERTY LOSS (INCLUDING,
BUT NOT LIMITED TO, WORKERS' COMPENSATION ACT LIABILITY, LOST
PROFITS, AND PROPERTY DAMAGE) AND/OR PERSONAL INJURY (INCLUDING,
BUT NOT LIMITED TO, DEATH) TO ANY AND ALL PERSONS, OR OTHER HARM
FOR WHICH RECOVERY OF DAMAGES IS SOUGHT, OF WHATSOEVER KIND OR
CHARACTER,WHETHER REAL OR ASSERTED, ARISING OUT OF OR RESULTING
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FROM ANY ACTS, ERRORS, OR OMISSIONS OF FABRICATOR AND ITS
EMPLOYEES AND FABRICATOR'S SUBARTIST AND CONTRACTORS AND THEIR
RESPECTIVE OFFICERS, AGENTS, EMPLOYEES, DIRECTORS, MEMBERS,
PARTNERS, AND REPRESENTATIVES IN CONNECTION WITH THE EXECUTION,
PERFORMANCE,ATTEMPTED PERFORMANCE, OR NONPERFORMANCE OF THIS
AGREEMENT.
ii. Fabricator agrees to and shall release City from any and all liability for injury, death, damage, or
loss to persons or property sustained or caused by Fabricator in connection with or incidental to
performance under this Agreement.
iii. Fabricator shall require all of its subcontractors to include in their subcontracts a release and
indemnity in favor of City in substantially the same form as above.
b. Intellectual Property
Fabricator agrees to assume full responsibility for complying with all State and Federal Copyright Laws
and any other regulations, including, but not limited to,the assumption of any and all responsibilities for
paying royalties that are due for the use of other third-party copyrighted works by Fabricator. City
expressly assumes no obligations, implied or otherwise,regarding payment or collection of any such fees
or financial obligations. City specifically does not authorize, permit, or condone the reproduction or use
of copyrighted materials by Fabricator without the appropriate licenses or permission being secured by
Fabricator in advance. IT IS FURTHER AGREED THAT FABRICATOR SHALL RELEASE,
DEFEND, INDEMNIFY, AND HOLD HARMLESS CITY FROM AND AGAINST ANY AND
ALL CLAIMS, LOSSES, DAMAGES, ACTIONS, OR EXPENSES OF EVERY TYPE AND
DESCRIPTION, INCLUDING, BUT NOT LIMITED TO, ATTORNEY'S FEES, TO WHICH
THEY MAY BE SUBJECTED ARISING OUT OF CITY'S USE OR POSSESSION OF THE
WORKS BY REASON OF AN ALLEGED OR ACTUAL COPYRIGHT VIOLATION OR
OTHER LACK OF OWNERSHIP, AUTHORSHIP, OR ORIGINALITY. City expressly assumes
no obligation to review or obtain appropriate licensing and all such licensing shall be the exclusive
obligation of Fabricator.
ARTICLE 7
OWNERSHIP AND INTELLECTUAL PROPERTY RIGHTS
7.1. Title.
Title to the Work, including, but not limited to, all documents, models, and/or drawings that constitute or are
components of the Work shall pass to City upon Final Acceptance and payment for the Work. These
documents, models, and/or drawings will be retained for archival and exhibition purposes. The Work and all
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other work products under this Agreement shall become the property of City, without restriction on future
use, except as provided below.
7.2 Copyright.
The parties agree that the Work fabricated pursuant to this Agreement shall be a work made for hire within
the meaning of the Copyright Act of 1976, as amended; the parties agree the Artist and/or the copyright
claimant grant to Fabricator only that right and license to fabricate the Work, including, but not limited to, as
a reproduction or as a derivative work, and Fabricator hereby irrevocably assigns and agrees to assign and
transfer any and all right, title and interest in any copyright resulting from the fabrication of the Work,
including, but not limited to, as a reproduction or as a derivative work, throughout the world for the entire
term of copyright to Artist or copyright claimant. Fabricator agrees to sign and execute any documents
reasonably required to effectuate the purposes of this provision, and further, Fabricator grants to Artist or
copyright claimant by execution of this Agreement the specific power of attorney and to act as attorney in
fact to execute an assignment or other documents on behalf of Fabricator reasonably necessary to transfer
and assign any copyright accruing to Fabricator and the right to register the copyright in Artist's or copyright
claimant's own name. Further, should any rights arise pursuant to the Visual Artists Rights Amendment to
the Copyright Law of the United States, Fabricator specifically waives all rights in the Work specifically for
the Work being fabricated and produced for the Site as intended, which may arise or be conferred by
subsection (A) of Section 106A of the United States Copyright Act, 17USC Section 101, et sec, as provided
by Section 106A(e)(1); all rights of copyright in the underlying work, specifically including, but not limited
to, the Artwork Design, maquettes, models, drawing or other documentation shall remain with the Artist or
copyright claimant.
7.3 Reproduction Rim.
a. In view of the intention that the Work be unique, Fabricator shall not make any additional
exact duplicate reproductions of the Artwork Design or the Work, except with the express written permission
of City and Artist.
ARTICLE 8
FABRICATOR AS AN INDEPENDENT CONTRACTOR
Fabricator shall perform all work and services hereunder as an independent contractor, and not as an officer,
agent, servant or employee of City. Fabricator shall have exclusive control of, and the exclusive right to
control the details of the work performed hereunder, and all persons performing same, and shall be solely
responsible for the acts and omissions of his/her officers, agents, employees, and subcontractors. Nothing
herein shall be construed as creating a partnership or joint venture between City and Fabricator, his/her
officers, agents, employees and subcontractors, and doctrine of respondeat superior has no application as
between City and Fabricator.
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ARTICLE 9
SUBCONTRACTING
Fabricator may subcontract portions of the services to be provided hereunder at Fabricator's expense,
provided that said subcontracting shall not adversely affect the design, appearance, or visual quality of the
Work and shall be carried out under the personal supervision of Fabricator. Any subcontract entered into
under this Agreement shall be expressly subject to the applicable terms of this Agreement, including, but not
limited to, all indemnification and release provisions. Fabricator shall provide information regarding all
subcontractors, including, but not limited to, its fabricator, along with a copy of the subcontract between
Fabricator and each subcontractor to the Contract Manager.
ARTICLE 10
TERMINATION
10.1. Gratuities.
City may cancel this Agreement if it is found that gratuities in the form of entertainment, gifts or otherwise
were offered or given by Fabricator or any agent or representative to any City or Contract Manager official
or employee with a view toward securing favorable treatment with respect to the awarding, amending, or
making of any determinations with respect to this performance of this Agreement. In the event this
Agreement is canceled by the City, pursuant to this Article 10.1, City shall be entitled, in addition to any
other rights and remedies, to recover from Fabricator a sum equal in amount to the cost incurred by
Fabricator in providing such gratuities.
10.2. Death or Incapacity of Fabricator.
a. In the event that Fabricator becomes incapable, legally or otherwise, of performing its duties and/or
obligations under this Agreement, City shall have the right to terminate this Agreement on payment to
Fabricator or Fabricator's successors for all work and services performed prior to incapacity. All work
product produced by Fabricator up to the effective date of termination shall become property of City.
b. In the event of termination under this Article 10.2,City shall have the right to complete the Work.
10.3 Termination for Convenience.
a. The services to be performed under this Agreement may be terminated by either party, subject to
written notice submitted thirty(30)calendar days before termination, specifying the grounds for termination.
b. If the termination is for the convenience of City, City shall pay Fabricator pursuant to the payment
provisions in Article 3, and Fabricator shall continue to provide the City with services requested by City and
in accordance with this Agreement up to the effective date of termination. Upon payment in full of all
monies due for services provided up to the effective date of termination, City shall have the right, in its sole
discretion, to possession and transfer of all work product produced by Fabricator under this Agreement,
Agreement for Fabrication,Delivery and Installation of Public Artwork 12 of 30
between the City of Fort Worth and Pavlovsky Sculpture Studio,LLC Execution Copy 11/19/15
including, but not limited to, finished and unfinished drawings, sketches, photographs, models, designs and
the Work up to the effective date of termination.
C. If termination is for the convenience of Fabricator, City shall have the right, in its sole discretion, to
pay Fabricator pursuant to the payment provision in Article 3 or require the Fabricator to remit to City a sum
equal to all payments(if any)made to the Fabricator pursuant to this Agreement prior to the effective date of
termination. If City chooses to pay Fabricator, then all work product produced by Fabricator under this
Agreement, including, but not limited to, finished and unfinished drawings, sketches, photographs, models,
designs,the Work up to the effective date of termination shall become property of City.
10.4. Termination for Cause.
a. If either party to this Agreement shall fail to fulfill their obligations in accordance with the terms of
this Agreement, or otherwise violate any of the covenants, agreements, or stipulations material to this
Agreement, then the Parties shall first attempt to resolve any disputes arising from this Article 10.4 in
accordance with the dispute resolution process set forth in Article 11 of this Agreement. If the Parties cannot
resolve the dispute(s), then the disputing party shall thereupon have the right to terminate this Agreement
upon the delivery of a written "Notice of Termination" specifying the grounds for termination. Termination
of this Agreement under this Article 10.4 shall not relieve the party in default of any liability for damages
resulting from a breach or a violation of the terms of this Agreement.
b. If City terminates this Agreement pursuant to this Article 10.4, then all work product produced by
the Fabricator shall immediately become the property of the City and the City shall have the right to
complete the Work, which shall be in addition to any and all other rights and remedies available to City at
law or in equity.
ARTICLE 11
DISPUTE RESOLUTION
If either Fabricator or City has a claim, dispute, or other matter in question for breach of duty,
obligations, services rendered or any warranty that arises under this Agreement,the Parties shall first attempt to
resolve these issues through this dispute resolution process. The disputing party shall notify the other party in
writing as soon as practicable after discovering the claim,dispute, or breach. The notice shall state the nature of
the dispute and list the party's specific reasons for such dispute. Within ten(10)business days of receipt of the
notice, both parties shall make a good faith effort, either through email, mail, phone conference, in person
meetings, or other reasonable means to resolve any claim, dispute, breach, or other matter in question that may
arise out of,or in connection with this Agreement.
If the Parties fail to resolve the dispute within sixty(60)calendar days of the date of receipt of the notice
of the dispute, then the Parties may submit the matter to non-binding mediation upon written consent of the
authorized representatives of both parties in accordance with Chapter 154 of the Texas Civil Practice and
Agreement for Fabrication,Delivery and Installation of Public Artwork 13 of 30
between the City of Fort Worth and Pavlovsky Sculpture Studio,LLC Execution Copy 11/19/15
Remedies Code and Chapter 2009 of the Texas Government Code,then in effect. Request for mediation shall be
in writing, and shall request that the mediation commence not less than fifteen(15) or more than forty-five(45)
calendar days following the date of request, except upon Agreement of the Parties. In the event City and
Fabricator are unable to agree to a date for the mediation or to the identity of a mutually agreed mediator within
thirty(30)calendar days following the date of the request for mediation,then all the conditions precedent in this
article shall be deemed to have occurred. The Parties shall share the mediator's fee and any filing fees equally.
Venue for any mediation or lawsuit arising under this Agreement shall be in Tarrant County, Texas. Any
agreement reached in mediation shall be enforceable as a settlement agreement in any court having jurisdiction.
No provision of this agreement shall waive any immunity or defense. No provision of this Agreement
constitutes consent to sue. If the Parties cannot resolve the dispute through mediation, then either party shall
have the right to exercise any and all remedies available under law regarding the dispute. (See Article 10.4)
ARTICLE 12
EQUAL OPPORTUNITY
a. Fabricator shall not engage in any unlawful discrimination based on race, creed, color, national
origin, sex, age, religion, disability, marital status, citizenship status, sexual orientation or any other
prohibited criteria in any employment decisions relating to this Agreement, and Fabricator represents
and warrants that to the extent required by applicable laws, it is an equal opportunity employer and
shall comply with all applicable laws and regulations in any employment decisions.
b. In the event of Fabricator noncompliance with the nondiscrimination clauses of this Agreement, this
Agreement may be canceled, terminated, or suspended in whole or in part, and Fabricator may be
debarred from further agreements with City.
ARTICLE 13
MISCELLANEOUS
13.1. Compliance.
Fabricator shall comply with all Federal, State and City statutes, ordinances and regulations applicable to the
performance of Fabricator services under this Agreement.
13.2. Entire Agreement.
This writing 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.
13.3. Amendments.
No alteration, change, modification or amendment of the terms of this Agreement shall be valid or effective
unless made in writing and signed by both parties hereto and approved by appropriate action of City.
Agreement for Fabrication,Delivery and Installation of Public Artwork 14 of 30
between the City of Fort Worth and Pavlovsky Sculpture Studio,LLC Execution Copy 11/19/15
13.4. 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.
13.5. Governing Law and Venue.
If any action, whether real or asserted, at law or in equity, arises on the basis of any provision of this
Agreement, venue for such action shall lie in state courts located in Tarrant County, Texas or the United
States District Court for the Northern District of Texas — Fort Worth Division. This Agreement shall be
construed in accordance with the laws of the State of Texas.
13.6. Successors and Assigns.
Neither party hereto shall assign, sublet or transfer its interest herein without prior written consent of the
other party, and any attempted assignment, sublease or transfer of all or any part hereof without such prior
written consent shall be void. This Agreement shall be binding upon and shall inure to the benefit of City
and Fabricator and its respective successors and permitted assigns.
13.7. No Third-Party Beneficiaries.
The provisions and conditions of this Agreement are solely for the benefit of City and Fabricator, and any
lawful successor or assign, and are not intended to create any rights, contractual or otherwise,to any other
person or entity.
13.8 Severability.
If any provision of this Agreement shall be held to be invalid, illegal or unenforceable, the validity, legality
and enforceability of the remaining provisions shall not in any way be affected or impaired.
13.9. Contract Construction.
The Parties acknowledge that each party and, if it so chooses, its counsel have reviewed and revised this
Agreement and that the normal rule of construction to the effect that any ambiguities are to be resolved
against the drafting party must not be employed in the interpretation of this Agreement or any amendments
or exhibits hereto.
13.10. Fiscal Funding Out.
If, for any reason, at any time during any term of this Agreement, the Fort Worth City Council fails to
appropriate funds sufficient for City to fulfill its obligations under this Agreement, City may terminate this
Agreement to be effective on the later of(i) thirty (30) days following delivery by City to Fabricator of
written notice of City's intention to terminate or(ii)the last date for which funding has been appropriated by
the Fort Worth City Council for the purposes set forth in this Agreement. Any termination hereunder shall
be treated as a termination for convenience subject to Article 10.3.b.
Agreement for Fabrication,Delivery and Installation of Public Artwork 15 of 30
between the City of Fort Worth and Pavlovsky Sculpture Studio,LLC Execution Copy 11/19/15
13.11. Captions.
Captions and headings used in this Agreement are for reference purposes only and shall not be deemed a part
of this Agreement.
13.12. Fabricator's Address.
Fabricator shall notify the Contract Manager of changes in address.
13.13. Surviving Covenants.
The covenants and obligations set forth in this Agreement shall not survive the death or legal incapacity of
Fabricator.
13.14. Right to Audit.
Fabricator agrees that City will have the right to audit the financial and business records of Fabricator that
relate to the Work(collectively "Records") at any time during the Term of this Agreement and for three (3)
years thereafter in order to determine compliance with this Agreement. Throughout the Term of this
Agreement and for three (3) years thereafter, Fabricator shall make all Records available to City on 1000
Throckmorton Street, Fort Worth, Texas or at another location in City acceptable to both parties following
reasonable advance notice by City and shall otherwise cooperate fully with City during any audit. Fabricator
shall include in all subcontractor agreements a right to audit in favor of the City in substantially the same
form as included in this Subsection 13.14.
13.15. Certified MBE/WBE.
If applicable, Fabricator is encouraged to make its best effort to become a certified Minority Business
Enterprise(MBE)or Woman Business Enterprise(WBE)firm with a certifying agency whose certification is
accepted by the City under the City's Business Diversity Enterprise Ordinance.
13.16 Survival Provision
The provisions contained in Articles 5 (Warranties), 6(Indemnity and Release Provisions),7(Ownership and
Intellectual Property Rights),8 (Fabricator as Independent Contractor), 13.4 (Right to Audit) shall survive the
termination or expiration of this Agreement.
13.17 Counterparts and Electronic Signatures
This Agreement may be executed in several counterparts, each of which will be deemed an original, but all
of which together will constitute one and the same instrument. A signature received via facsimile or
electronically via email shall be as legally binding for all purposes as an original signature.
13.18. Time Extensions
The Parties may agree, in writing,to extend or modify any of the time deadlines set-forth in this Agreement.
Agreement for Fabrication,Delivery and Installation of Public Artwork 16 of 30
between the City of Fort Worth and Pavlovsky Sculpture Studio,LLC Execution Copy 11/19/15
ARTICLE 13
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, return receipt
requested,postage prepaid,as follows:
1. CITY OF FORT WORTH: Fernando Costa,Assistant City Manager
City Manager's Office
City of Fort Worth
1000 Throckmorton Street,Third Floor
Fort Worth,Texas 76102
Copies to: City Attorney
Office of the City Attorney
City of Fort Worth
1000 Throckmorton Street,Third Floor
Fort Worth,Texas 76102
Martha Peters,Vice President,Public Art
Arts Council of Fort Worth&Tarrant County
1300 Gendy Street
Fort Worth,Texas 76107
O
FFICIALCORD
2. FABRICATOR Pavlovsky Sculpture Studio,LLC TARY
Michael Pavlovsky,Member TX
1904 Hillcrest Street
Fort Worth, TX 76107
IN WITNESS HEREOF,the Parties hereto have executed this Agreement as of the Effective Date.
CITY OF FORT WORTH PAVLOVSKY SCULPTURE STUDIO,LLC
by: � � by:
Fernando Costa Michael Pavlovsky
Assistant City Manager Member
APPROVED TO FORM AND LEGALITY:
Jessica Sangsva
Assistant City A orney
Agreement for Fabrication,Delivery and Installation of Public Artwork 17 of 30
between the City of Fort Worth and Pavlovsky Sculpture Studio,LLC Execution Copy 11/19/15
ATTESTED BY: ®� '
Q °
Mary J. ay o
City Secreta �''°p""'° '• `'
Contract Authorization:
M&C—No M&C Required
OFFICIAL RECORD
CITY SECRETARY
FT.WORTH,TX
Agreement for Fabrication,Delivery and Installation of Public Artwork 18 of 30
between the City of Fort Worth and Pavlovsky Sculpture Studio,LLC Execution Copy 11/19/15
Exhibit A: The Artwork Design
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Engineered drawings for entry monument installation
Agreement for Fabrication,Delivery and Installation of Public Artwork 19 of 30
between the City of Fort Worth and Pavlovsky Sculpture Studio,LLC Execution Copy 11/19/15
Exhibit A: The Artwork Design (continued)
Sketch of one set of benches showing application of design on stone
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Agreement for Fabrication,Delivery and Installation of Public Artwork 20 of 30
between the City of Fort Worth and Pavlovsky Sculpture Studio,LLC Execution Copy 11/19/15
Exhibit A: The Artwork Design (continued)
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PROJECT DESIGN
Ann Ekstrom's design was inspired by the history of the neighborhood,which was built in the 1950's to
provide sufficient housing for the influx of workers hired by Consolidated Vultee,known as "The Bomber
Plant",to build the B-36 Bomber. The designs represent the planes returning home after a mission,and lining
up, as they did, at Penrose Street,to fly single file, low over the neighborhood,on approach to the Bomber
Plant.
The design includes three pairs of 6-foot benches made of blocks of limestone installed around an existing
crushed-granite walking loop. The artist has directed that the blocks be rough cut on the back and sides and
smooth on the bottom,top and front. Etched in the front of each block is a design of B-36 Bombers with
spiraling contrails, continuing from one block to the next,following the theme of"Lining up at Penrose."
Also included in the design is a park entry element made from a large slab of limestone(approximately 42"
to 48"wide and 5' tall with the name of the park etched(sandblasted or carved)in the top portion of the front
of the standing stone with B-36 airplanes flying through the clouds, inspired by Streamline Moderne,etched
below. Additionally,a narrative about the history of the neighborhood and general area will be etched on the
back of the entry monument stone.
Agreement for Fabrication,Delivery and Installation of Public Artwork 21 of 30
between the City of Fort Worth and Pavlovsky Sculpture Studio,LLC Execution Copy 11/19/15
Exhibit B: the Site
(above) blue circles denote approximate location of artwork elements.
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Agreement for Fabrication,Delivery and Installation of Public Artwork 22 of 30
between the City of Fort Worth and Pavlovsky Sculpture Studio,LLC Execution Copy 11/19/15
Exhibit C: Technical and Maintenance Record
GENERAL INFORMATION
Fabricator:
Address:
Telephone:
Cell:
E-mail:
Gallery Affiliation:
Other Representation:
ARTWORK
Title of Artwork:
Project Name and Location Address:
FWPA Project Manager:
Description of Artwork: (attach separately if necessary):
Artwork Dimensions:
Height: Width: Depth:
Pedestal or Pad Material:
Pedestal or Pad Dimensions:
Height: Width: Depth:
Location & Description of Signature Markings (or copyright):
Agreement for Fabrication,Delivery and Installation of Public Artwork 23 of 30
between the City of Fort Worth and Pavlovsky Sculpture Studio,LLC Execution Copy 11/19/15
Edition Information if applicable:
Date of Execution:
Place of Execution:
Designing Artist:
Methods/Materials Used in Execution of Artwork
Materials (list type, brand name and manufacturer of all materials; attach Material Safety&
Technical Data. Include contact names for all suppliers and attach warranty information):
Construction Description: (list all fabricators and any architects, engineers or other technicians
involved in the creation and installation of this artwork. Attach all warranties & agreements)
Material(s) Specifications:
Joining Methods:
Welding Rod Alloy or Joint Material &Application Method:
Casting Alloy, Wax Body, Glass or Fiber Type:
Agreement for Fabrication,Delivery and Installation of Public Artwork 24 of 30
between the City of Fort Worth and Pavlovsky Sculpture Studio,LLC Execution Copy 11/19/15
Finishes& Coatings (paint color and type, glaze,patina, any and all coatings including fixative,
UV, graffiti, etc. Please list vendors and contact information and provide all product information):
Pedestals, Foundations &Footings,Mounting and Attachment Applications
(List all materials used to install artwork on site. Include vendor information,parts numbers,
warranties and agreements.)
Integrated Components
(List all components included in design and fabrication contracts that function as a part of the final
installation including but not limited to: lighting, media, landscaping, etc. Include all vendor
information,parts numbers, warranties and agreements and any/all design schematics):
Installation
Installation Date:
Installation Method: (describe installation method,provide photo documentation if available. List
name and contact information of installation crew. Attach any diagrams or disassembly
instructions.)
Agreement for Fabrication,Delivery and Installation of Public Artwork 25 of 30
between the City of Fort Worth and Pavlovsky Sculpture Studio,LLC Execution Copy 11/19/15
Recommended Routine Maintenance
Fabricator recommendation based on experience and consultation with conservation expert
Conservation Consultant
Name:
Address:
Phone:
(Please attach Conservator's Long Term Maintenance Recommendations)
Unusual or Special Circumstances of Note
Intention
(Please describe your view of how the artwork will change over time and in response to
environmental conditions. Explain how the artwork will look in the future assists FWPA in
realizing an appropriate conservation action plan. In addition to environmental conditions public
artworks are often affected by public handling, landscaping and site changes. Please address issues
related to the life expectancy of this artwork.)
Agreement for Fabrication,Delivery and Installation of Public Artwork 26 of 30
between the City of Fort Worth and Pavlovsky Sculpture Studio,LLC Execution Copy 11/19/15
Exhibit D: Affidavit
AFFIDAVIT OF BILLS PAID
Date:
Affiant:
Purchaser:
Property:
Affiant on oath swears that the following statement is true:
Affiant has paid each of Affiant's contractors, laborers, and materialmen in full for all labor and
materials provided to Affiant for the construction of any and all improvements on the property.
Affiant is not indebted to any person, firm, or corporation by reason of any such construction.
There are no claims pending for personal injury and/or property damages.
Affiant:
SUBSCRIBED AND SWORN TO before me,the undersigned authority, on this the
Day of —520—.
Notary Public, State of Texas
Print Name
Commission Expires
Agreement for Fabrication,Delivery and Installation of Public Artwork 27 of 30
between the City of Fort Worth and Pavlovsky Sculpture Studio,LLC Execution Copy 11/19/15
Exhibit E: Sales Tax Exemption
0'^�Bt-3J9(Back,
w ttt .aor ,
TEXAS SALES AND USE TAX EXEMPTION CERTIFICATION
Name of pu(chaser,firm or agency
City of Fort Worth,Texas
Address(Street&number,P.O.Box or Route numbed � M Phone(Mea code and number)
1000 Throckmorton Street 917-392-6360
City,State,ZIP code - --- _
Fort Worth,Texas 76102
1,the purchaser named above,claim an exemption from payment of sales and use taxes(for the purchase of taxable
items described below or on the attached order or invoice)from:
Seller: All Vendors
Street address: _.......---City,State,ZIP code:
Description of items to be purchased or on the attached order or invoice:
All items except motor vehicles as listed below
Purchaser claims this exemption for the following reason:
Municipality,Governmental Entity
I understand that I will be liable for payment of all state and local sales or use taxes which may become due for failure to comply with
the provisions of the Tax Code and/or all applicable law.
I understand that it is a criminal offense to give an exemption certificate to the sellerfortaxabie items that t know,atthe lime ofteurchase,
will be used in a mannorothorthati that exprossed in this certificate,and depending on the amount oftax evaded,the offense mayrange
from a Class C misdemeanorto a felony of the second degree.
Purchase TtBe �� Date
here Finance Director/CFO March 23,2015
NOTE: This certificate cannot be issued for the purchase,lease,or rental of a motor vehicle.
THIS CERTIFICATE DOES NOT REQUIRE A NUMBER TO BE VALID.
Sales and Use Tax"Exemption Numbers"or"Tax Exempt"Numbers do not exist.
This certificate should be furnished to the supplier.Do not send the completed certificate to the Comptroller of Public Accounts.
Agreement for Fabrication,Delivery and Installation of Public Artwork 28 of 30
between the City of Fort Worth and Pavlovsky Sculpture Studio,LLC Execution Copy 11/19/15
Exhibit F: Insurance Requirements
PUBLIC ART PROJECTS -INSURANCE REQUIREMENTS
Artist shall meet all the following insurance requirements for this Project. If Artist subcontracts fabrication,
transportation, and/or installation of the Work,then Artist shall also require his/her subcontractor(s)to abide
by all of the following insurance requirements.
Commercial General Liability(CGL)
$1,000,000 Each occurrence
$2,000,000 Aggregate limit
Coverage shall include, but not be limited to, the following: premises, operations, independent contractors,
products/completed operations, personal injury, and contractual liability. Insurance shall be provided on an
occurrence basis, and be as comprehensive as the current Insurance Services Office (ISO)policy. The policy
shall name City as an additional insured.
Bailee's/Property(if applicable)
The inland marine policy shall provide per occurrence coverage at replacement cost value based on the latest
appraised value of the Artwork, which is entrusted to the Artist and is considered to be in the Artist's care,
custody, and control and shall include property"in transit."
Automobile Liability
$1,000,000 Each accident
or
$250,000 Bodily Injury per person
$500,000 Bodily Injury per occurrence
$100,000 Property Damage
A commercial business policy shall provide coverage on "Any Auto," defined as autos owned, hired and
non-owned.
For Artist and/or Artist's Subcontractors who have employees: Workers' Compensation
Statutory limits
Employer's liability
$100,000 Each accident/occurrence
$100,000 Disease-per each employee
$500,000 Bodily Injury/Disease-policy limit
Workers' Compensation coverage shall provide limits consistent with statutory benefits outlined in the Texas
workers' Compensation Act(Art. 8308— 1.01 et seq. Tex.Rev. Civ. Stat.).
Agreement for Fabrication,Delivery and Installation of Public Artwork 29 of 30
between the City of Fort Worth and Pavlovsky Sculpture Studio,LLC Execution Copy 11/19/15
GENERAL POLICY REQUIREMENTS
The certificate of insurance shall include an endorsement naming the City of Fort Worth, its' Officers,
Employees and Volunteers as an "Additional Insured" on all liability policies. Exception... the additional
insured requirement does not apply to Workers' Compensation or Automobile policies.
Artist is responsible for providing the City a thirty day (30) notice of cancellation or non-renewal of any
insurance policy and may not change the terms and conditions of any policy that would limit the scope or
coverage,or otherwise alter or disallow coverage as required herein.
The workers' compensation policy shall include a Waiver of Subrogation(Right of Recovery)in favor of the
City of Fort Worth. The insurers for all policies must be licensed/approved to do business in the State of
Texas. If the subcontractor is an international entity and carries insurance through an international
insurance company, then the subcontractor must obtain language on their certificate of insurance
confirming that its insurance policy extends coverage to operations in the United States. All insurers
must have a minimum rating of A- VII in the current A. M. Best Key Rating Guide or have reasonably
equivalent financial strength and solvency to the satisfaction of Risk Management. If the rating is below
that required,written approval of Risk Management is required.
If insurance policies are not written for specified coverage limits, an Umbrella or Excess Liability insurance
for any differences is required. Excess Liability shall follow form of the primary coverage.
"Unless otherwise stated, all required insurance shall be written on an"occurrence basis."
The deductible or self-insured retention (SIR) affecting required insurance coverage shall be acceptable to
and approved in writing by the Risk Manager of City of Fort Worth in regards to asset value and
stockholders' equity. In lieu of traditional insurance, alternative coverage maintained through insurance
pools or risk retention groups,must also approved by City's Risk Manager.
City, at its sole discretion, reserves the right to review the insurance requirements and to make reasonable
adjustments to insurance coverages and their limits when deemed necessary and prudent by City based upon
changes in statutory law, court decision or the claims history of the industry as well as of the contracting
party to City of Fort Worth. City shall be required to provide prior notice of ninety days.
City shall be entitled, upon request and without expense, to receive copies of policies and endorsements
thereto and may make any reasonable requests for deletion or revision or modifications of particular policy
terms, conditions, limitations, or exclusions except where policy provisions are established by law or
regulations binding upon either of party or the underwriter on any such policies.
Agreement for Fabrication,Delivery and Installation of Public Artwork 30 of 30
between the City of Fort Worth and Pavlovsky Sculpture Studio,LLC Execution Copy 11/19/15