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HomeMy WebLinkAboutContract 55672I � �� �� G� � �� < �-��' ���`y � � `��� �o��o���� L R - � � .! � AGREEMENT BETWEEN THE CITY OF FORT WORTH AND RAR FARMER FOR FWPA MURAL ARTIST-IN-RESIDENCE WITH GAP PUBLIC ART PROJECT This Agi•eement, entei•ed into this � day of�Gl� , 2021, by and between the City of Fort Worth, a home-rule municipal coiporation of the State of TeYas, acting by and through Fernando Costa, its duly authorized Assistant City Manager and Rai• Fai•mer, an individual (the "Consultant"), located at 3109 8th Avenue, Fort Worth, T� 76110. City has designated the Arts Council of Fort Woi-th and Tarrant County, Inc. (the "Contract Managei•") to manage this Agc�eement on its behal£ The Contc•act Managei• shall act through its designated Public Art Collection Manager. WHEREAS, pursuant to Chaptet• 2, Sections 2-56 through 2-61 of the Fort Woi�th Code of Ordinances, the Fort Worth Public Art Program's goals are to create an enhanced visual envij�onment for Fort Worth residents, to commemorate the City's rich cultural and ethnic diversity, to integi•ate the design work of artists into the development of the City's capital infi•astructure improvements, and to promote tourism and economic vitality in the City through the artistic design of public spaces; WHEREAS, the City acicnowledges that visual expression is a natural human instinct, but that illegal marl<-making can negatively impact the well-being of a community; WHEREAS, the City through its Gi•affiti Abatement Pt�ogram (GAP), a Park and Recreation Department (PARD) pi�ogram funded by the Ci•icne Control and Prevention District (CCPD), is committed to implementing strategies that i•educe and prevent graffiti vandalism including a painted mural initiative that addresses communiry locations identified as repeat graffiti targets; WHEREAS, on September 22, 2020, Council approved the Fiscal Year 2021 Fort Worth Public Art Annual Work Plan (M&C 20-0678) which includes funding for the FWPA Mural Artist-in Residence with GAP Public Ai�t Project enabling a selected Consultant to work with GAP staff to assess the program, identify successes and challenges, and develop a strategic plan to support successful outcomes and long-term program goals as recommended by the For-t Worth Art Commission and detailed in the Project Outline attached hereto as Exhibit "A" and incorporated hei•ein for all purposes; WHEREAS, the City desires to have recoinmendations and approaches compiled into a Graffiti Abatement Mural Program Plan ("Progi•am Plan") as a guide for supplemental and future implementation; and, WHEREAS, the Consultant was selected through an invitational Request for• Qualifications (RFQ) process conducted by the Contract Manager in cooperation with the Par]< and Recreation Department (PARD) staff and with oversight the Fort Worth Art Commission; and, WHEREAS, the City and the Consultant wish to set out the terms and conditions for the Consultant's participation in the Plan, including collaboration with the CCPD, PARD and GAP staff; Page � 1 of 19 Agreement Between the City of Fort Worth and Rar Farmer FWPA Mural Consultant-in-Residence with GAP �l��GC���'a�.� �d����� ��-;�� �f����°��F�X :?� ������{��: 7°'� —�_—�-�_—__ = i NOW, THEREFORE, the City and Consultant for and in considei•ation of the covenants and agreements hereinaftei• set forth, the sufficiency of which is hei•eby acknowledged, agr•ee as follows: ARTICLE 1 DEFINITIONS As used in this Agreement, the following terms shall have the meanings as set forth below: L1. Agreement — Means and includes this agreement between the City and Consultant for FWPA Mw•al Artist-in-Residence with GAP. 1.2. Contract Manager — Means and includes the Ai•ts Council of Foi•t Worth and Tat•i•ant County, Inc., and/or its officet•s, directors, employees. L3. City — Means and includes the City of Fort Wor-th. 1.4 Consultant - Means and includes Rar Farmer, the a�-tist selected tlu•ough a competitive process. 1.5. Effective Date — Means and includes the date i•ept•esented in the fii•st paragraph of this Agi•eement, which shall be the official date of execution of this Agreement. 1.6. Fival Acceptance — Means City's written acknowledgement to Consultant that all services to complete the Worlc have been completed in accordance with the terms of the Agt�eement. 1.7. Fort Worth Art Commission (FWAC) — Means and includes the nine-member advisoiy body to the Ciry Council in matters relating to the City of Foi•t Worth's public art program 1.8 Parties — Means and includes City and Consultant. 1.9 Program Plan — Means and includes a written strategic plan including short and long-term strategies, recommendations, and appi•oaches for future implementation. L10. Project — Means and includes the residency for which Consultant's services are to be provided pursuant to this Agreement and the research, community engagement, and woi•1<shops t�equired to i•each pr•oject goals included in the Project Outline attached hereto as "E�ibit A" 111. Project Stalceholders — Means and includes the appr•opriate City Council Membec(s), staff representing GAP and the CCPD, community members, previous GAP and other Consultants, and the FWAC's appointed representative and others as may be appropt•iate. 112. Work — Means and includes the completed program plan and any finished reseai•ch, plans and oi• documents that are the subject of this Agreement, or any intei•mediary stage of completion of such woi•lcs. ARTICLE 2 SCOPE OF SERVICES AND DELIVERABLES 2.1 Scope of Services. City and Consultant acknowledge that the Selection Panel recommended the Consultant based on her artistic and/or coinmunity experience, abiliry to enter into dialogues with various gi•oups, and ability to pi•ovide analysis of gathei•ed information to produce a pi•ogeam plan including recoinmendations, sti•ategies, and Page � 2 of 19 Agreement Between the City of Fort Worth and Rar Farmer FWPA Mueal Consultant-in-Residence with GAP approaches that support progt•am goals. As pai�t of her reseac�ch, Consultant will consider the economic and phycological impact of graffiti on neighbot•hoods and the impetus that drives illegal mai•k-making. a. Consultant shall determine the expi•ession, sryle, and scope of the work, subject to review and input fi�om Project Stakeholdeis and endoi•sed by the Fort Woi•th Art Commission, set forth in this Agreement. City may request changes to the Program Plan under this Agi•eement, and Consultant will accommodate City's requests. b. Consultant shall meet with GAP administration and staff to undei•stand pi•ogram history, visions and goals, and participate in "in-the-field" GAP work. c. Consultant shall conduct research that explot�es the efficacy of nlui•al-malcing as a graffiti deterrent. d. Consultant shall gather artist community input, including previous GAP muralists, graffiti Consultants, CCPD representatives, GAP volunteers, and others. e. Consultant shall conduct a minimum of one explot•atory Woi•lcshop(s) that shall involve GAP staff, local inural artists, community stakeholders, and City officials, and othets as appropriate, to discuss ways that murals create community identity, support beautification efforts, and acknowledge artistic expression, among other themes selected by the Consultant and r�ecommended by GAP staff and other stalceholdets. f. Consultant shall create a compi•ehensive prograin plan ("Program Plan") for GAP based upon the ideas and recommendations gathered during i•esearch and developed during the Worlcshop(s). Consultant may use ai•tist support, as deternlined by Consultant, at no additional expense to the City. g. Consultant will present the program plan to the Contract Manager for review and input at least four weeks before presentation to the Fort Worth Art Commission at a regularly scheduled monthly meeting. h. Consultant shall present the Program Plan to the FWAC for joint review with PARD Advisot•y Boac•d, Project Stalceholders, the appt•opriate City staff, and for the FWAC's approval at a regularly scheduled FWAC meeting with a date and time mutually agreed upon. The Pl�ogram Plan shall subsequently be shared with City boards or commissions, as appropriate. i. City shall notify Consultant of its approval, or disapproval, of the Pi•ogram Plan, either in whole or in part, within thirty (30) business days of Consultant's presentation to the FWAC. j. If City disapproves of the Program Plan, either in whole or in part, then City shall inform Consultant of each i•evision to be made to the Program Plan. City may require Consultant to make such revisions to the Progc•ain Plan as City deems necessaiy in its sole discretion and/oi• for the Work to comply with applicable statutes, ordinances, or i�egulations of any governmental regulatoi•y agency having juf•isdiction over the Site for reasons of safety and secut�ity. ]c. Consultant shall have thirty (30) calendat• days fi•oni the date City informed Consultant of the 1•evision(s) to pt�esent the revised Program Plan in conformance with City's requii•ements. Page � 3 of 19 Agreeinent Between the City of Foi�t Worth and Rar Farmer FWPA Mural Consultant-in-Residence with GAP L If City disapproves of the resubmitted Program Plan, any fiu-ther Program Plan resubmissions will be by mutual agreement of the Parties and subject to the procedures and terms in this Article. If the Parties desire not to continue with the resubmission process, then this Agreement will automatically terminate, with payinent for work performed pei• the payment schedule in Article 3 up through the date of termination. (see Ai�ticle 4.4.d) in. Consultant's Progi•am Plan and all other work product undei• this Agreement shall become the pi•opec-ty of City, without r•estriction on futui•e use (see Article 5). 2.2 Citv Assistauce. Upon request by Consultant, City shall promptly furnish all information and materials required by Consultant to the extent that such materials ac�e availaUle. 2.3 Pro�ram Plan Deliverables. a. Consultant shall perform the services and furnish all supplies, materials, and equipment necessaiy to coinplete the Progi•am Plan and provide certain delivei•ables as set forth in this Section 2(collectively the "Program Plan Deliverables") foi• City approval within six (6) months of the execution of this agreement: i. Program Plan — Consultant shall provide any draft copies and four printed copies and a pdf file of the final GAP Program Plan including, but not limited to: 1. Narrative describing GAP histoiy, mission statement, and goals. 2. Analysis of GAP murals including conditions assessment, connection to community/location, and value of community engagement. Include illustrated map of locations with demonstrative eYamples of styles. 3. Matrix that demonstrates conununity/stakeholdei• feedback. 4. Approaches for mural-malcing on city-owned properties 5. Methods to engage Consultants 6. Means to engage community 7. Recommended budget ranges for various scaled mural projects; 8. Recommendations for a City-wide Mural Policy 9. Listing of individuals and organizations who participated in the Progratn Plan by giving input, attending meetings, or any other participation. ii. Presentation Power Point b. Deadlines for submission of Consultant's deliverables may be eYtended by mutual written agreement between the Consultant and Contract Manager. Page � 4 of 19 Agreement Between the City of Foit Worth and Rar Farmer FWPA Mural Consultant-in-Residence with GAP 2.4. Final Acce�tance. a. Consultant shall notify City and Contract Manager•, in writing, when all services have been completed in accordance with the terms of this Agreement. Included in such notice fi•om Consultant shall be an affidavit, attached hereto as Exhibit "C" (Affidavit), certifying that all bills relating to services or supplies used in the pei•formance of this Agreement have been paid. c. City shall notify Consultant in writing of its Final Acceptance of the Worl<. d. Final Acceptance shall be effective as of the earlier to occtu� of (1) the date of City's notification of Final Acceptance; or (2) the 35th day after Consultant has sent tlle wr•itten notice to City requii•ed under this Section 2.4, unless City, upon receipt of such notice and prior to the expit�ation of the 35-day period, gives Consultant wi•itten notice specifying and describing anything that has not been completed pursuant to this Agreement. 2.5 Additional Services. a. City may request that Consultant provide seivices in addition to the services set forth in Sections 2.1 and 2.3 above, or to revise portions of the Worlc completed by Consultant and accepted by City undei• this Agreement. City shall make such requests in writing. Such additional services shall only be performed after eYecution of a tivritten amendment to this Agreeinent. which includes, at a minimum, a desci•iption of the additional services and scope of worlc, compensation and payment schedule, aud schedule for the delivery and completion of services. b. Consultant reserves the right to decline to provide the additional seivices. ARTICLE COMPENSATION AND PAYMENT SCHEDULE 3.1. Compensation. Total cotnpensation to Consultant under the Agreement shall be in an amount not to exceed FIFTEEN THOUSAND DOLLARS AND NO CENTS ($15,000.00), which shall constitute full compensation for any and all costs associated with this Agreement, including, but not limited to ti•avel, supplies and materials, and consulting fees and seivices performed for and by Consultant under this Agi•eement. 3.2. PaYment Schedule. City agrees to pay Consultant in the following installments set foi�th below, each installment to represent full and final, non-refundable payment for all sei•vices and materials pt•ovided pt•ior to the due date thet•eof: a. ONE THOUSAND DOLLARS AND NO CENTS ($1,000.00) upon execution of this Agreement. b. FOUR THOUSAND DOLLARS AND NO CENTS ($4,000) within thii•ty (30) days aftei• the Consultant submits preliminaiy results of exploratory Workshop and as required in Section 2. l.e of this Agc•eeinent and othei• collected data. Page � 5 of 19 Agreement Between the City of Fort Worth and Rar Farmer FWPA Mural Consultant-in-Residence witli GAP c. FOUR THOUSAND DOLLARS AND NO CENTS ($4,000.00) within (30) day after the Consultant submits a DRAFT GAP Program Plan foi• review by Contract Manager and PARD staff. d. SIX THOUSAND DOLLARS AND NO CENTS ($6,000) within thirty (30) days after the Consultant makes a presentation to the Fort Woi-th Art Commission and has received the City's approval of the GAP Program Plan. 3.3. Sales Ta�es. City is a tax-exempt oi•ganization, and no state or• local sales taaes or fedet•al excise taxes shall be due upon the project. City shall supply Consultant with the "Texas Certificate of Exemption" in substantially the same form as that attached hei•eto as E�ibit "B" for use by Consultant in the fulfillment of this Agreement. 3.4. Consultant's Expenses. Consultant shall be responsible for the payments of all expenses incurred during the performance of this Agreement, including, but not limited to, services, mater•ials, mailing/shipping chaiges and insurance on submissions to City, cost of all travel, and costs for Consultant's agents, consultants, and/or employees necessary for the proper performance of the services required under this Agreement. ARTICLE 4 TERM AND TERMINATION Term. This Agi•eement shall be in effect fi�om the Effective Date, and, unless terminated eai•lier puisuant to such provisions in this Agreement, shall extend until final payment to Consultant by City or six months fi•om the Effective Date, whichever comes sooner. Gi•atuities City may cancel this Agreement if it is found that gratuities in the form of entertainment, gifts, or otherwise were offered oi• given by Consultant or any agent oi• i•epi•esentative to any Ciry or Cont��act Manager official or employee with a view toward secui•ing favorable treatment with respect to the awai•ding, ainending, or malcing of any determinations with respect to this performance of this Agreement. 4.3. Tei•mination for Cause. If eifliei• parry to this Agreement shall fail to fulfill theii• obligations in accot•dance with the tei•ms 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 Ac-ticle 4.3 in accordance with the dispute resolution process set forth in Article 5 of this Agreement. If the Pai•ties catulot resolve the dispute(s), then tl�e disputing pai•ty shall thei•eupon have the i•ight to tei•minate this Agreement upon the delivet�y of a written "Notice of Termination" specifying the grounds for ter•mination. Termination of this Agreement under this Page � 6 of 19 Agreement Beri�een the City of Fort Worth and Rar Farmer FWPA Mural Consultant-in-Residence with GAP provision shall not relieve the party in defat�lt of any liability for damages r�esulting fi�om a breach or a violation of the terms of this Agreement. 4.4. Termination for Convenience. a. The services to be performed undei• this Agi•eernent may be tei•minated by either pai•ry, subject to written notice submitted thirty (30) calendar days before termination, specifying the grounds foi• termination. b. If the termination is for the convenience of City, City shall pay Consultant for seivices actually rendered up to the effective date of tei•mination in accordance with Section 3.2 of this Agr•eement, and Consultant shall continue to provide the City with seivices �•equested by City and in accoi•dance with this Agreement up to the effective date of termination. Upon Consultant's i•eceipt of payment in full of all monies due foi• services provided up to the effective date of termination, City shall have the right at its discretion to possession and tr�ansfer of title to the sketches, designs, and models already prepared and submitted or presented for submission to City by Consultant under this Agreement prior to the effective date of termination, provided that no right to fabricate or execute the Work shall pass to City. c. If termination is for the convenience of Consultant, City shall have the right, in its sole discretion, to pay Consultant for services actually rendered up to the effective date of tennination in accordance with Section 3.2 of this Agreement or require the Consultant to remit to City a sum equal to all payments (if any) made to the Consultant puisuant to this Agreement prior to termination. If City chooses to pay Consultant, then all work pt•oduct pi•oduced by Consultant under this Agreement, including but not limited to finished and unfinished drawings, sketches, photogt•aphs, models, and designs, up to the effective date of termination shall be come property of the City. d. If termination is by mutual agreement of the Pai�ties as set forth in Article 2.5, then City shall pay Consultant for work performed in accordauce with Section 3.2 of this Agi•eement up through the date of termination. City shall have the right to possession and transfer of all work product produced by Consultant under this agreement including, but not limited to, finished and unfinished drawings, slcetches, photogi•aphs, models, and designs up to the effective date of termination. 4.5. Incapacity of Consultant. a. In the event that Consultant becomes incapable, legally or otherwise, of performing its duties and/or obligations under this Agreeinent, City shall have the right to terminate this Agreement on payment to Consultant or Consultant's successois for all work and secvices pei•forined prior to incapacity. All finished and unfinished drawings, slcetches, photogi•aphs, models, and any othei• work shall automatically become property of City. b. Should Consultant's Final Design have been appt•oved, in the event of tei•mination under this Article 4.5, City shall have the right to complete the Wol•1<. Due regard shall be inade for Consliltant's intended results and proper credit and acknowledgement shall be given to Consultant. Page � 7 of 19 Agreement Between the City of Foi�t Worth and Rar Farmer FWPA Mw•al Consultant-in-Residence witli GAP ARTICLE 5 DISPUTE RESOLUTION a. If either Consultant or City has a claim, dispute, or othei� matter in question for bt•each of duty, obligations, services rendered or any warranty that arises under this Agreement, tlle 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 bt•each. The notice shall state the nature of the dispute and list the pai•ty's specific reasons for such dispute. Within ten (10) business days of i•eceipt of the notice, both parties shall malce a good faith effoi�t, 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. b. If the Parties fail to resolve the dispute within sixty (60) calendat• days of the date of receipt of the notice of the dispute, then the Pat•ties may submit the matter to non-binding mediation upon written consent of the authorized representatives of both parties in accordance with Chaptei• 154 of the Texas Civil Practice and Remedies Code and Chapter 2009 of the Texas Government Code, then in effect. Request for mediation shall be in writing, and shall r•equest 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 Consultants are unable to agree to a date for• the mediation or to the identity of a mutually agreed mediatoi• within thirry (30) calendat• days following the date of the request for inediation, 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 Tat7ant County, TeYas. Any agreement t�eached in mediation shall be enforceable as a settlement agreeinent 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 Pat•ties 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 5.3) Page � 8 of 19 Agreement Between the City of Fort Worth and Rar Fanner FWPA Mural Consultant-in-Residence witl7 GAP ARTICLE 6 OWNERSHIP AND REPRODUCTION RIGHTS 6.1. Title. City shall own all right, title, and interest in the Worlc tln�oughout the world. Further, City shall be the sole and exclusive owner of all copyright, patent, trademarlc, trade secret and other proprietaiy rights in and to the Worlc. Ownership of the Worl< shall inure to the benefit of the City fi•om the date of conception, creation or fixation of the Worlc in a tangible medium of expression (whichever occuts fu•st). Each copyrightable aspect of the Work shall be considet�ed a"worlt-made-for-hire" within the meaning of the Copyright Act of 1976, as amended, and City will be considered the author of the Work, with all rights apput�tenant thei•eto. If, and to the extent such Work, or any part thereof, is not considered a"worlc-made-for-hire" within the meaning of the Copyright Act of 1976, as amended, Consultant hereby expressly assigns, sells, and transfers, and to the extent any such assignment, sale, or transfer cannot be made at the pi•esent time to City, agrees to assign, sale, and ti•ansfer, all exclusive right, title and intet�est in and to the Worl<, and all copies thereof, and in and to the copyright, patent, trademark, trade secret, and all other proprietasy rights therein, that the City may have or obtain, without fui�ther consideration, free from any claim, lien for balance due, or rights of retention thet•eto on the pai�t of the City. Consultant shall have no copyright or othei• intellectual properiy intet�est in the Work. 6.2 Consultant hei•eby acknowledges the rights of attt�ibution and integrity conferred by Section 106A(a) of Title 17 of the U.S. Code, (as amended or as it may be amended in the future) Titled "Visual Artists Rights Act," and any other right of the same nature granted by U.S. federal, state, or foreign laws, and of Consultant's own fi�ee act hereby waives such rights with respect to any and all uses of the Work by City puisuant to this Contract. 6.3 At City's request, and at Consultant's eYpense, Consultant will provide all coopei•ation requested by City in any effort by City to establish, perfect, or defend it i•ights in and to the Worlc, including, without limitation, the execution of assignrnents, releases, or othet• documentation, and the pi•ovision of good faith testiinony by declaration, by affidavit, aud in-person. 6.4 City will have the sole and exclusive right throughout the world in all languages and in perpetuity to exploit the Work in any mamler. 6S To the extent that the City intends to reproduce images from the Work in any other work not associated or related to the Woi•]c, then City is responsible for securing such permissions. 6.6 Consultant shall include language in its agreements with Subcontractor and Subcontractor(s) that sufficiently protects City's rights granted by Consultant under this Ai�ticle 6. 5.3 Abandonment In the event of any terinination or suspension of this Agreement, all data, plans, specifications, reports, estimates, summaries, and such othet• information and materials as may have been generated or accumulated by Artist, shall be delivered to and become the pi•operty of City pursuant to the pi•ovisions of Article 4. Page � 9 of 19 Agreement Between the City of Foit Worth and Rar Farmer FWPA Mural Consultant-in-Residence with GAP ARTICLE 6 WARR.ANTY Consultant warrants that the Worl< is and will be the original product of the Consultant's sole creative efforts.and agrees to assume the defense of, and indemnify and hold harmless, the City, its officei•s, employees, agents, and contractors from and against all claims, losses, damages, actions or expenses of eveiy type and description, including attorney's fees, to which they may be subjected arising out of the City's use or possession of the Worlc by reason of an alleged or actual copyright violation oi• othet• lack of ownership, authorship, or originality. a. Worlc is and will be unique and original, and will not infi�inge upon any copyright oi• the rights of any pei•son; b. Consultant has not sold, assigned, transferi•ed, licensed, gi•anted, encumbered, or utilized the Worlc or airy copyright related thereto that may affect oi• impair the i•ights granted putsuant to this Agt•eement; c. Worlc (or duplicate thet•eo fl have not been accepted foi• sale elsewher•e; d. Consultant has the full power to enter into and perform this Agreement and to make the grant of rights contained in this Agreement; and e. All services performed hereunder shall be performed in accordance with all applicable laws, i•egulations, ordinances, etc., and with all necessai•y cat•e, sl<ill and diligence. ARTICLE 7 CONSULTANT AS INDEPENDENT CONTRACTOR Consultant shall perform all work and services hereunder as an independent contractor, and not as an officer, agent, servant or employee of City. Consultant shall have exclusive control of, and the exclusive right to control the details of the worlc performed her•eunder, and all peisons perfor•ming 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 Consultant, his/her officers, agents, employees and subcontractois, and doctrine of respondent superior has no application as between City and Consultant. ARTICLE 8 SUBCONTRACTING Consultant may subcontract pot�tions of the services to be provided hereunder at Consultant's e�pense, pt�ovided that said subcontracting shall not adver•sely affect the content or quality of the Work and shall be carried out under the personal supervision of Consultant. Any subcontract entered into under this Agreeinent shall be expressly subject to the applicable terms of this Agreement, including, but not limited to, all indemnification and i•elease provisions. Consultant shall provide information regarding all subcontractors including a copy of the subcontract between Consultant and each subcontc•actot• to the Contr•act Manager. Page � 10 of 19 Agreement Between the City of Fort Worth and Rar Farmer FWPA Mural Consultant-in-Residence witl� GAP ARTICLE 9 INDEMNIFICATION 9.1. GeneralIndemnity. a. CONSULTANT 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, JCTDGMENTS, 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 INJCIRY (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 FROM THE ACTS, ERRORS, OR OMMISSIONS OF CONSULTANT AND/OR CONSULTANT'S SUBCONSULTANTS AND CONTRACTORS AND THEIl2 RESPECTIVE OFFICERS, AGENTS, EMPLOYEE5, DIRECTORS, MEMBERS, PARTNERS, AND REPRESENTATIVES IN CONNECTION WITH THE EXECUTION, PERFORMANCE, ATTEMPTED PERFORMANCE, OR NONPERFORMANCE OF THIS AGREEMENT. b. Consultant agrees to and shall release City fi�om any and all liability for injury, death, damage, or loss to persons oi• property sustained oi• caused by Consultant in connection with oi• incidental to performance under this Agreement. c. Consultant shall requit•e all of its subcontractoi•s to include in their subcontracts a i•elease and indemnity in favor of City in substantially the same form as above. 9.2. Intellectual Propert� Consultant agrees to assume full responsibility for complying with all State and Federal Copyc�ight 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 Consultant. City expressly assumes no obligations, implied oi• othet•wise, i•egarding 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 Consultant without the appropriate licenses or permission being secured by Consultant in advance. IT IS FURTHER AGREED THAT CONSULTANT 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 Page � 11 of 19 Agreement Between the City of Foi�t Woi�th and Rar Farmer FWPA Mural Consultant-in-Residence with GAP 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 i•eview or obtain appi•opriate licensing and all such licensing shall be the exclusive obligation of Consultant. ARTICLE 1 EQUAL OPPORTUNITY a. Consultant shall not discriminate against any employee or applicant for employment because of age, disability, race, color, i•eligion, sex, sexual orientation, national oi•igin, familial status, transgender, gender identity, or gender expression. Consultant shall take affirinative action to ensure that etnployees are treated equally during employment, without regard to their age, disability, race, color, religion, seY, sexual oi•ientation, national origin, familial status, ti•ansgender, gender identity, or gender expression. Such action shall include, but not be limited to, the following: Employment, upgi•ading, demotion, transfer, i•ecruitment or pay or other forms of compensations, and selection for ti•aining, including, but not limited to, apprenticeship. Consultant agc�ees to post in conspicuous places, available to employees and applications for employment, notices to be provided by the City setting forth the provision of this nondiscrimination clause. a. Consultant shall in all solicitation or advertiseinents for employment placed on or on behalf of the Consultant, state that all qualified applicants shall receive consideration for employment without regard to race, color, religion, sex, sexual orientation, national origin, familial status, transgender, gender identity, or gender expression. b. Consultant shall furnish all information and i•epoi�ts requested by Ciry, and shall permit access to its books, records, and accounts for purposes of investigation to ascertain compliance with such rules and regulations. c. In the event of Consultant noncompliance with the nondisci•imination clauses of this Agreeinent, this Agreement may be canceled, terminated, or suspended in whole or in part, and Consultant may be debarred froin fui•ther agreeinents with the City. ARTICLE 11 MISCELLANEOUS 11.1. Compliance. Consultant shall comply witll all Federal, state and local statutes, ordinances and regulations applicable to the performance of Consultant's setvices under• this Agi•eement. Page � 12 of 19 Agreement Beh�een the City of Foit Worth and Rar Farmer FWPA Mural Consultant-in-Residence with GAP 11.2. Entire A�reement. This wi•iting embodies the entire agt•eement and understanding between the Pai•ties hereto, and there are no other agreements and undetstandings, oral or written, with refer�ence to the subject matter hereof that at�e not merged herein and superseded hereby. 11.3. Atnendments. No alteration, change, modification or ainendment of the terms of this Agreement shall be valid or effective unless made in wi•iting and signed by both pai•ties hereto and appi•oved by appi•opriate action of the City. 11.4. Waiver. No waiver of performance by eithet� 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. 11.5. Governing Law and Venue. If any action, whether real or asserted, at law or in equity, arises on tlie basis of any provision of this Agreement, venue for such action shall lie in state courts located in Tarrant County, Texas oi• the United States District Court for the Northern District of TeYas — Fort Worth Division. This Agreement shall be construed in accordance with the laws of the State of Texas. 11.6. Successoi•s and AssiQns. Neither party hereto shall assign, sublet or tcansfer its interest herein withotrt 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 Consultant and their respective successors and permitted assigns. ll.7. No Third-Party Beneficiaries. The provisions and conditions of this Agreement are solely for the benefit of City and Consultant, and any lawful successor or assign, and are not intended to create any rights, contractual or otherwise, to any other person or entity. ll.8. Severability. If any pi•ovision of this Ags•eenient shall be held to be invalid, illegal or unenfot�ceable, the validity, legality and enforceability of the remaining provisions shall not in any way be affected or impaired. 11.9. Force Majeure. It is e�pressly undeistood and agreed by the parties to this Agreement that, if the performance of any obligations hereunder is delayed by reason of wac•; civil commotion; acts of God; inclement weather; goverrunental restc•ictions, regulations, or intei•ferences; fires; sti•ikes; lockouts, national disastei•s; riots; matei•ial or labor i•estrictions; transpoi•tation problems; oi• any other ciecumstances which are reasonably beyond the Page � 13 of 19 Agreement Between the City of Fot�t Worth and Rai• Fai•mer FWPA Mural Consultant-in-Residence with GAP control of the pai-ty obligated or permitted under the terms of this Agreement to do or perform the same, i•egardless of whether any such circumstance is similai• to any of those enumei•ated or not, the pai•ty so obligated oi• permitted shall be excused fi•om doing or� performing the same dut•ing such period of delay, so that the tiine period applicable to such design or construction requirement shall be eYtended for a peeiod of time equal to the period such par-ty was delayed. 11.10. 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 inteipretation of this Agreement or any amendments oi• exhibits hereto. 11.11. Fiscal Fundin� Out. If for any reason, at any time during any term of this Agreement, the Foi�t Worth City Council fails to appi•opriate funds sufficient for City to fulfill its obligations under this Agreernent, City may terminate this Agreement to be effective on the later of (i) thii-ty (30) days following delivery by City to Consultant 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 putposes set foi�th in this Agi•eement. 11.12. Captions. Captions and headings used in this Agreement are for reference puiposes only and shall not be deemed a part of this Agreement. 11.13. Right to Audit. Consultant agrees that City will have the right to audit the financial and business records of Consultant that relate to the Work (collectively "Records") at any time during the Term of this Agreement and for three (3) years thei•eaftei• in oi•der to determine compliance with this Agreement. Thi•oughout the Terin of this Agreement and for tlu•ee (3) years thet�eafter, the Consultant shall make all Records available to the City at 200 Texas Street, Fort Worth, Texas or at another location in the City acceptable to both pai-ties following c�easonable advance notice by the City and shall otherwise cooperate fully with the City during any audit. Consultant shall require al] of its subcontractors to include in their subcontracts a right to audit in favor of City in substantially the same form as described in this Ai•ticle 11.11. 11.14. Certified MWBE. If applicable, Consultant shall make its best effort to become a certified Minority Business Enterprise (MBE) oi• Woinan Business Enterpi•ise (WBE) firm with a certifying agency whose certification is accepted by City under the City's Business Diversity Enteiprise Ordinance. Page � 14 of 19 Agreement Between the City of Fort Worth and Rar Farmer FWPA Mural Consultant-in-Residence with GAP 11.15. Sui•vival Pi•ovision. The pr•ovisions contained in Articles 4.5 (Incapacity of Consultant), 6(Ownership and Intellectual Propei-ty Rights), 7(Warranties of Title and Copyright), 8(Consultant as an Independent Contractor), 9 (Indemnification), and ll.11 (Right to Audit) shall sutvive the termination or eapit•ation of this Agreement. 1 1.16. Counterparts and Electronic Si natures. This Agi•eement may be eYecuted 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 r•eceived via facsimile or electronically via email shall be as legally binding for all purposes as an oi•iginal signatul•e. 11.17. Time Extensions. The Parties may agree, in writing, to extend or modify any of the time deadlines set forth in this Agreement. 1 1.18. Israel. Consultant acknowledges that in accor�dance with Chaptei• 2270 of t11e Texas Govei•runent Code, the City is prohibited fi•om entei•ing into a contract with a company foi• goods oi• services unless the contract contains a written verification fi�om the company that it: (1) does not boycott Israel; and (2) will not boycott Israel during the tet•m of the contract. The terms "boycott Israel" and "company" shall have the ineanings ascribed to those ter�ms in Section 808.001 of the Texas Government Code. If Consrrltrrnt is considered a"cotnpuf:y,"by signing tlzis Agree�aent, Consicltaiit certifies tliat Co�2sultr�nt's sig�iatui•e provides ►vritte�z verifrcatio�i to tlae City tlaut Consultufat: (1) does fzot boycott Isr•ael; attd (2) tvill not boycott Isr«el dc�rittg t{ae term of tlae Agreefne�at ARTICLE 13 NOTICES All notices, t�equests, demands, and othei• communications which are i•equii•ed oi• pei•mitted to be given under this Agreement shall be in writing and shall be deemed to have been duly given upon the deliveiy or receipt thei•eof, as the case may be, if delivei•ed peisonally or sent by registered oi• cei•tified mail, return receipt requested, postage prepaid, as follows: 1. CITY OF FORT WORTH: Fernando Costa, Assistant City Manager City Managei•'s Office Ciry of Fort Worth 200 Teaas Street Fort Worth, TX 76102 Copies to: Sarah Fullenwider, City Attorney Office of the City Attorney 200 Texas Street, Third Flooi• Foi•t Woi•th, TX 76102 Martha Peters, Director of Public Art Arts Council of Fort Worth & Tari•ant County Page � 15 of 19 Agreement Between the City of Fort Worth and Rar Farmer FWPA Mural Consultant-in-Residence with GAP 1100 Gendy Street Fort Worth, TX 76107 2. CONSULTANT: IN WITNESS HEREOF, the Paeties hereto have eYecuted this Agreement on the Effective Date. CITY OF FORT WORTH �._. / � / by: �� y i. ��. . .�� C.�.�/ - — Fernando Costa Assistant City Manager CONSULTANT by: \ , Rar Farmer Consultant CONTRACT COMPLIANCE MANAGER By signing, I acknowledge that I am the person i•esponsible for the monitoring and administration of this contract, including ensuring all perfoi•mance and i•eporting requii•ements. - ;� ' , I Jennifer Co�n : �` Public Art �ol�ection Manager AS TO FORM AND LEGALITY: Rar Farmer� 3109 8`�' Avenue Fort Worth, Texas 76110 Form 1295: N/A Gl � By; � �3�'j� I�aySel' City Secretar•y No M&C Required � ��� ������ C�' ��. � � `�:` : � y`✓`•y�.,�;'� �� .... • ��' . �,H"' 1�'4:,'"�'ai�f _ �:;:;.,..,.__ . _. Page � 16 of 19 Agreement Between the City of Fort Worth and Rar Farmer FWPA Mu�•al Consultant-in-Residence with GAP ^—_—_ _ -- - -_---- -- ; ;?���9C��.�� ��(���t�" � ���� �E���`�'���r °'�`�, ������f�?� �� y Thomas Royce Hansen Assistant City Attorney � E�iibit A: Project Outline �-'�� � '� ' �\ /�,\` :;�'�;� �. I � MEETING DATE: JUNE 8, 2020 AGENDA ITEM: Vl.b. FWPA Mural Artist-in-Residence with the PROJECT NAME: Graffiti Abatement Program (GAP) of the Park and Recreation Department (Citywide) ACTION: Approve Project Outline CITY OF FORT WORTH ART COMMISSION Page 1 of 1 PROJECT OVERVIEW: The Mural Artist-in-Residence project will allow an artist to work with the Park and Recreation Department's (PARD) Graffiti Abatement Program (GAP) staff to assess existing program structures, identify tactical imperatives, and develop strategies to support outcomes and long-term goals. In addition to reviewing program history with 6AP staff, the selected artist may convene interviews with the Crime Control and Prevention District (CCPD)*, past community volunteers and GAP mural artists, and others to explore the complexities of illegal mark-making, its effect on community well-being, and the usefulness of applying murals as a deterrent while engaging community artists. The goal of this project is to provide recommendations to enhance the effectiveness of GAP's initiatives. *(CCP� provides junding for GAP staffing, materials and supplies.] BACKGROUND: An initiative approved in 2012, the FWPA/PACS Mural Design Pilot Project was proposed in order to support goals independently established by the Graffiti Abatement Program (GAP) and the Fort Worth Public Art (FWPA), including creating enhanced visual environments for residents and visitors and implementing community engagement opportunities. At that time, GAP produced painted murals through rudimentary templates and children's designs with community volunteers. FWPA staff advised the program, and though the Pilot Program never launched, FWPA commissioned two anti-graffiti community murals and hosted community and artist workshops on mural-making. More recently, GAP staff has focused on beautification projects, producing approximately two murals per year with volunteer artists, which has greatly elevated the visual content and quality of the murals. GAP staff has also successfully engaged community volunteers to implement painting and has 6uilt strong relationships with organizations and firms that contribute time and resources. PROJECT BUDGET: $15,000.00 ART COMMISSION / CITY COUNCIL ACTIONS • Approved 6y the Fart Worth Art Commissian on July 9, 2012 • Approved as part of the FY2020 FWPAAnnuol Work Plon 6y Council on April 7, 2020 ARTIST SELECTION PROCE55 (AnticipaiedJuly2020J A qualified candidate from a list of invited artists and FWPA pre-qualified artists will 6e selected hy a panel comprised of: • An Art Commissioner • A representative nominated by GAP • A local artist GAP representative(s) will serve as advisors to the panel along with other city staff inembers as recommended. STAFF RECOMMENDATION Staff recommends approval of this project and is prepared to answer any questions concerning prior to or during the FWAC Meeting. Project Manager: Jennifer Conn Email: I�onn artscouncilfia.or� Phone: 8ll.2983023 Page � 17 of 19 Agreement Beh�een the City of Fort Worth and Rar Farmer FWPA Mui•al Consultant-in-Residence with GAP E�ibit B: Sales Tax EYemption O�'-01-339�Back) p'�"'„ (Rev.9-07f6) I, 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 Street address: City, State, ZIP 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: Municipalify, 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 ihe provisions of the Tax Code and/or all applicable law. I understand thatitis a criminal offense to give an exempfion cerfi(cate to the sellerfortaxable items thatl know, atthe time ofpurohase, will be used in a mannerofherthan fhat expressed in this certi�cate, and depending on the amount of tax evaded, ihe offense may range from a Class C misdemeanor to a(elony of the second degree. Purchasef Tille vace slgn �' f/r Finance DirectodCFO January 3, 2017 here � �/f NOTE: This cerlificate cannot be issued for the purchase, lease, or renlal of a motor vehicle. TH1S CERTIFICATE DOES NOT REQUIREA NUMBER TO BE VALID. Sales and Use Tax "Exemplion Numbers" or "Tax ExempY' Numbers do not exist. This certificate should be iurnished to the supplier. Do not send the completed certificate lo the Comptroller of Public Accounts. Page � 18 of 19 Agi•eement Bet�veen the City of Fort Wortl� and Rar Farmer FWPA Mural Consultant-in-Residence with GAP TEXAS SALES AND USE TAX EXEMPTION CERTIFICATION Exhibit C: Affidavit of Bills Paid 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 foi• the construction of any and all improvements on the pi•operty. Affiant is not indebted to any person, firm, or corporation by reason of any such construction. There are no claims pending fot• personal injuiy and/or pi•operty damages. Affiant: SUBSCRIBED AND SWORN TO before me, the undersigned authority, on this the Day of , 20_. Notary Public, State of Texas Print Name Commission EYpires Page � 19 of 19 Agreement Between the City of Foi�t Worth and Rar Farmer FWPA Mural Consultant-in-Residence with GAP