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HomeMy WebLinkAboutContract 57043 RECEIVED � ��a Y 510 CrW;F FORT wG� AGREEMENT BETWEEN THE CITY OF FORT WORTH CilYSECHETAIiY AND STEVEN PARKER LLC FOR FINAL DESIGN FOR UNIVERSAL PLAYGROUND PUBLIC ART PROJECT �Qt h This Agreement, entered into this day of CU'llA0.Y 2022, by and betwe n the City of Fort Worth, a home-rule municipal corporation of the State of Texas, acting by and through Fe ando Costa, its duly authorized Assistant City Manager, and Steven Parker LLC, a Texas limited liability company located at 1206 Wycliff Lane, Austin, Texas 78727. The 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, City is designing a Universal Playground for North Park, located at 9000 North Beach Street,76244(Council District 4); WHEREAS,this Project was included in the Public Art Plan for the 2018 Bond Program,adopted by the Fort Worth City Council on November 6, 2018 as M&C G-19401. The project is also included in th Fort Worth Public Art Fiscal Year 2022 Annual Work Plan,adopted by the Fort Worth City Council on November 9,2021 (M&C 21-0830); WHEREAS, on May 18, 2021,the City entered into a contract with Artist to develop a Prefirr inary Design for the Site(Fort Worth City Secretary Contract No.55766, 55766-A1); WHEREAS, on December 13, 2021, the Fort Worth Art Commission ("FWAC") approved the Artist's Preliminary Design, and recommended that the Artist develop a Final Design based upon the Preliminary Design for public artwork to be incorporated into the Site; WHEREAS, City and Artist wish to set out the terms and conditions under which said Work shall be designed to promote the integrity of Artist's ideas and statements as represented by the Work; NOW, THEREFORE, City and Artist for and in consideration of the covenants and agree nents hereinafter set forth,the sufficiency of which is hereby acknowledged, agree as follows: 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 and Artist for Final Design of Public Art for the Site. OFFICIAL RECORD Agreement Between the City of Fort Worth and CITY SECRETARY Steven Parker LLC for Final Design for Universal Playground FT WORT KM 1.2. Artist—Means and includes Steven Parker LLC, a Texas limited liability company. 1.3. Artwork Design—Means and includes the Preliminary Design and Final Design of the Work, which is defined in 1.3a and 1.3.b below: 1.3.a.Preliminary Design—Means all preliminary drawings,sketches,narrative descri tions, budget estimates, and the like that are created by Artist in connection with Fort Worth City Secretary Contract No. 55677, 55766-A1, depictions of which are attached hereto as 13 Khibit "A"and incorporated herein for all purposes. 1.3.b. Final Design—Means Artist's final,proposed design of the Work for the Site,wldch is based upon the Preliminary Proposal and includes, but is not limited to, all final draivings, sketches, prototypes, maquettes, models, and the like that may be created by A ist in connection with this Agreement,or the like that are related,directly or indirectly,to the Work and shall include Artist's specifications for fabrication and installation of the Work. 1.4. Contract Manager—Means and includes the Arts Council of Fort Worth and Tarrant C; unty, Inc., and/or its officers,directors, employees. 1.5. City—Means and includes the City of Fort Worth. 1.6. Effective Date — Means and includes the date represented in the first paragraph of this Agreement. 1.7. Final Design Deliverables —Means and includes those items set forth in Article 2.4 f this Agreement that are required for City's review and approval. 1.8. Parties—Means and includes City and Artist. 1.9. Project—Means and includes the capital improvement or public art development underlaking of City for which Artist's services are to be provided pursuant to this Agreement. A Project outline attached hereto as Exhibit"B" describes the parameters and expectations of the project. 1.10. Project Core Team—Means and includes the group of community members, general y 5-7 individuals, who are invited by the City Council Member to provide input on the Project for its duration, in accordance with the Fort Worth Public Art Master Plan Update,page 23. 1.11. Project Stakeholders — Means and includes the appropriate City Council Member( , the Universal Playground Project Core Team, the Artist Selection Panel, the FWAC's appointed represenlative, City staff, and others as may be appropriate. 1.12. Site—Means the grounds in and immediately around the Universal Playground area of North Park,located at 9000 North Beach Street(76244)in Council District 4,identified in the Project Outline.F irther details are attached hereto as Exhibit"C." 1.13. Work—Means and includes the finished objects of art and design that are the subject of this Agreement, or any intermediary stage of completion of such works. Agreement Between the City of Fort Worth and Steven Parker LLC for Final Design for Universal Playground Page 2 of 28 ARTICLE 2 SCOPE OF SERVICES AND DELIVERABLES 2.1. Artist Selection. City and Artist acknowledge that the Preliminary Design submitted by Artist was approved by the FWAC on December 13, 2021, and is the basis for executing this Agreement with the Artist. 2.2. Scope of Services. a. Artist shall perform all services and will furnish all supplies, materials, and equipment as necessary for developing a Final Design of the Work and for providing the Final Design Deliverables. Services shall be performed in a professional manner and in strict compliance with all terms and conditions in this Agreement. b. Artist shall determine the artistic expression, scope, design, color, size, material, and texture of the Work, subject to review and input from Project Stakeholders and approval by City as set forth in this Agreement. City may request changes to the Artwork Design from time to time under this Agreement, and Artist will accommodate City's requests. C. The location at the Site on which the Work shall be installed shall be mutually agreed upon b City and Artist prior to installation. d. Artist, 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. e. Artist shall meet and coordinate with City staff, and others, as necessary, to integrate the Wor into the Site in terms of structural support, Park and Recreation Department installation method requirements, or other infrastructure needs to support the Work. f. Upon request of City, Artist shall consult with a qualified art conservator and shall provide Titten maintenance recommendations for the Work from said conservator to the Contract Manager. g. Artist shall present the Final Design to the FWAC for joint review with the Project Core Team, other Project Stakeholders,the appropriate City staff,and for the FWAC's approval at a regularly scheduled FWAC meeting with a date and time mutually agreed upon. The Final Design shall subsequently be shared with City boards or commissions, as appropriate. h. Artist shall allow video recording and photography of their participation during activities rela ed to this project such as presentations and meetings. i. In order to maintain the integrity of the City of Fort Worth's public art process, for the duration Df the Agreement, if Artist intends to seek his/her own publicity for the Work, including publication f the artwork design on Artist's website or social media, such efforts will occur after Preliminary esign has been approved by the FW AC. Any potential publicity being sought for the Work, incl ding press/media release(s), must be approved, in advance, by Contract Manager, and shall credit thf City Agreement Between the City of Fort Worth and Steven Parker LLC for Final Design for Universal Playground Page 3 o 28 of Fort Worth substantially in the following form, "an original artwork commissioned by and in the public art collection of the City of Fort Worth, Texas." A-social media plan must be approv d, in advance, by Contract Manager, and shall include the hashtag#fwpublicart. 2.3. City Assistance. Upon request by Artist, City shall promptly furnish all information and materials required by Artist lo the extent that such materials are available. City,upon request by Artist,shall also provide correct scaled dra ings of the Site, if available. 2.4. Final Design Deliverables. a. Within three (3) months after the Effective Date, Artist shall provide services and all supplies, materials, and equipment necessary to provide certain deliverables, as set forth in this Article 2.4 to City for approval. Final Design Deliverables shall consist of the following: i. Detailed, design illustrations for the Work for the Site, which shall be in a high-reso ution digital format, such as JPEG or TIF files, showing the proposed Work from multiple vantage points with at least one illustration showing the Work's size and placement in relation o the Site; ii. An artist statement, which may include but is not limited to the following topics: the o erall philosophical approach of the work, how the artwork relates to or engages viewers in the community, what influenced the Artwork Design, how techniques or materials relate 1 o the content of the work, and how the work relates to the Artist's studio practice. iii. A final written narrative for the Work, describing the following: (1) Artist's Final Eesign concept;(2)Timeline for completion,proposed materials,fabrication, installation methods for all elements of the Work, including information regarding Artist's subcontractor(s), i any; and(3)Maintenance requirements for all elements of the Work as dictated by the Artist, long with cost estimates for annual maintenance; iv. A Universal Playground Community Workshop Plan detailing the number workshops, participants per workshop, target audience(s), and the artwork designs which w 11 be implemented during each. Any waiver/permission slip required for workshops shall also be included. V. Material or fabrication samples and/or model for the Work, as deemed necessary by the Artist; vi. A detailed final budget,on the budget form attached hereto as Exhibit"D,"for implementation of the Work in an amount not to exceed $135,999.00 reflecting total costs and inclusive of remaining artist's fee of $9,420.00, materials, labor, fabrication, travel, transportation, Agreement Between the City of Fort Worth and Steven Parker LLC for Final Design for Universal Playground Page 4 of 28 construction, insurance (City requirements attached hereto as Exhibit "E"), footings, installation, all associated costs for the Work, and a contingency of$16,000.00. vii. Comprehensive working drawings, detailing the means of installing all elements of the Work on the Site, together with other such graphic material to permit City to carry out stru tural design review. Professional Liability Insurance is required in all circumstances for on-site artwork requiring engineering and/or architectural services. City will conduct a revi w of structural design and other related graphic material prior to installation of the Work. Upon City's request, drawings must be signed and stamped by an engineer and/or architect lic nsed to work in the State of Texas. Artist will provide the Contract Manager a certific to of insurance for each licensed professional and provide City with a thirty(30)calendar day hotice of cancellation of any policy required hereunder. The City's insurance requirements are attached hereto as"Exhibit E"; and viii. Artist shall provide the Final Design presentation materials in PowerPoint format lo the Contract Manager to become part of the City of Fort Worth Public Art archive owned by City. All documents,models, and/or drawings will be retained for archival and exhibition purposes. b. Deliverables shall be submitted to the Contract Manager three (3) weeks prior to the scheduled Final Design presentation for staff review. 2.5. Final Design Review. a. Upon completion and submission of the Final Design Deliverables and acceptance by Contract Manager, Artist shall present the Final Design to the FWAC for joint review with the Project Core Team, other Project Stakeholders, the appropriate City staff, and for the FWAC's approval at a regularly scheduled FWAC meeting with a date and time mutually agreed upon. The Final Design shall subsequently be shared with City boards or commissions, as appropriate. b. City shall notify Artist of its approval, or disapproval, of the Final Design, either in whole or in part, within thirty (30)business days of Artist's presentation to the FWAC. C. If City disapproves of the Final Design,either in whole or in part,then City shall inform Artist o each revision to be made to the Final Design. City may require Artist to make such revisions to the Final Design as City deems necessary in its sole discretion and/or for the Work to comply with appl cable statutes,ordinances,or regulations of any governmental regulatory agency having jurisdiction over the Site for reasons of safety and security. d. Artist shall have thirty (30) calendar days from the date City informed Artist of the revision(s) to present the revised Final Design in conformance with City's requirements. e. If City disapproves of the resubmitted Final Design, any further Final Design resubmissions mill be by mutual agreement of the Parties and subject to the procedures and terms in this Article. If the Agreement Between the City of Fort Worth and Steven Parker LLC for Final Design for Universal Playground Page 5 of 28 Parties desire not to continue with the resubmission process, then this Agreement will automat tally terminate,with payment for work performed per the payment schedule in Article 3 up through th date of termination. (see Article 4.4.d) f. Upon City's approval of the Final Design, any revisions made to a City-approved Final Desig shall become part of the Final Design. Artist shall incorporate any City-approved revisions into the Final Design in conformance with City's requirements. g. Artist's Final Design and all other work product under this Agreement shall become the property of City,without restriction on future use(see Article 6). h. Upon the expiration of the Term(hereinafter defined)of this Agreement,if the Final Design is accepted by City and funding is appropriated by the Fort Worth City Council, negotiations for fabric tion, delivery, and installation of the work shall commence, which shall become part of the deliverable under any anticipated artwork commission contract. ARTICLE 3 COMPENSATION AND PAYMENT SCHEDULE 3.1. Compensation. Total compensation to Artist under the Agreement shall be in an amount of up to 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, Artist's fee of$9,000.00, travel, engineering, material sample mock-ups and consulting fees and services performed and materials furnished by Artist inder this Agreement. 3.2. Payment Schedule. City agrees to pay Artist 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. TWO THOUSAND DOLLARS AND NO CENTS($2,000.00)upon execution of this Agreement. b. TWO THOUSAND DOLLARS AND NO CENTS($2,000.00)within thirty(30)calendar days after Artist submits the Final Design Deliverables as required under Article 2.4 of this Agreement. C. TWO THOUSAND DOLLARS AND NO CENTS($2,000.00)within thirty(30)calendar days after Artist makes a presentation of the Final Design to the FWAC,the Project Core Team,and other Project Stakeholders. d. THREE THOUSAND DOLLARS AND NO CENTS ($3,000.00) within thirty (30) days after the City notifies the Artist of its approval of the Final Design. e. City will provide an allowance of up to FIVE THOUSAND DOLLARS AND NO CENTS ($5,000.00)for engineering,material sample mock-ups,professional services,and conservator or other consulting fees as necessary. Such payment shall be made for actual services rendered only and upon Agreement Between the City of Fort Worth and Steven Parker LLC for Final Design for Universal Playground Page 6 of 28 receipt of an invoice from Artist with the original invoice (a retainer fee of up to 50% is allowe ) for such services attached. f. City will provide a travel stipend of FIVE HUNDRED DOLLARS AND NO CENTS $5 0.00 should artist attend a Fort Worth Art Commission meeting in person. f. City will provide a travel stipend of FIVE HUNDRED DOLLARS AND NO CENTS $5 0.00 should artist need to conduct a Site visit prior to completing deliverables. 3.3. Sales Taxes. City is a tax-exempt organization and no state or local sales taxes or federal excise taxes shall be due up n the project. City shall supply Artist with the "Texas Certificate of Exemption" in substantially the same form as that attached hereto as Exhibit"F" for use by Artist in the fulfillment of this Agreement. 3.4. Artist' Expenses. Artist 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, cost of all travel, and costs for Artist's agents, consultants, and/or employees necessary for the rroper performance of the services required under this Agreement. ARTICLE 4 TERM AND TERMINATION 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 Artist by City. 4.2. 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 Artist 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. 4.3. Termination for Cause. 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 4.3 in accordance wi h the dispute resolution process set forth in Article 5 of this Agreement. If the Parties cannot resolve the disp te(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 provision 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. Agreement Between the City of Fort Worth and Steven Parker LLC for Final Design for Universal Playground Page 7 o 28 4.4. Termination for Convenience. a. The services to be performed under this Agreement may be terminated by either party,subject to xAritten 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 Artist for services actually rendered up to the effective date of termination in accordance with Section 3.2 of this Agreement, and Artist 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 Artist's receipt of payment in full of all monies due for services provided up to the effective date of termination, City shall have the right at its discret on to possession and transfer of title to the sketches,designs,and models already prepared and submi ed or presented for submission to City by Artist 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 Artist, City shall have the right, in its sole discretion, tD pay Artist for services actually rendered up to the effective date of termination in accordance with Section 3.2 of this Agreement or require the Artist to remit to City a sum equal to all payments(if any)made to the Artist pursuant to this Agreement prior to termination. If City chooses to pay Artist, th n all work product produced by Artist under this Agreement, including but not limited to finished and unfinished drawings, sketches, photographs, models, and designs, up to the effective date of termination shall become property of the City. d. If termination is by mutual agreement of the Parties asset forth in Article 2.5,then City shall pay rtist for work performed in accordance with Section 3.2 of this Agreement up through the date of termination. City shall have the right to possession and transfer of all work product produced by Artist under this agreement including, but not limited to, finished and unfinished drawings, ske ches, photographs,models, and designs up to the effective date of termination. 4.5. Incapacity of Artist. a. In the event that Artist becomes incapable, legally or otherwise, of performing its duties d/or obligations under this Agreement,City shall have the right to terminate this Agreement on payment to Artist or Artist's successors for all work and services performed prior to incapacity. All finished and unfinished drawings, sketches, photographs, models, and any other work shall automatically become property of City. b. Should Artist's Final Design have been approved, in the event of termination under this Article 4.5, City shall have the right to complete the Work. Due regard shall be made for Artist's intended r sults and proper credit and acknowledgement shall be given to Artist. ARTICLE 5 DISPUTE RESOLUTION Agreement Between the City of Fort Worth and Steven Parker LLC for Final Design for Universal Playground Page 8 of 28 If either Artist or City has a claim, dispute, or other matter in question for breach of duty, obligEtions, 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 dispu e 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 Party fails 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 f the authorized representatives of both parties in accordance with Chapter 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 NATiting 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 Artist 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 dee ed to have occurred. The Parties shall share the mediator's fee and any filing fees equally. Venue for any mediat on 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 4.3) ARTICLE 6 OWNERSHIP AND INTELLECTUAL PROPERTY RIGHTS 6.1. Title. Title to the Work, including, but not limited to, all documents, models and/or drawings that constitute Or are components of the Work and/or the Artwork Design, shall pass to City upon Final Acceptance and payment for the Work or pursuant to the applicable termination provision of this Agreement. These documents,iTodels and/or drawings will be retained for archival and exhibition purposes.Artist's Artwork Design, Work, and all other work products under this Agreement shall become the property of City,without restriction on future use, except as provided below. 6.2. Copyright Ownership. Artist retains all rights under the Copyright Act of 1976, 17 U.S.C. Section 101 et seq., as the sole author of the Work for the duration of the copyright. 6.3. Reproduction Riffs. Agreement Between the City of Fort Worth and Steven Parker LLC for Final Design for Universal Playground Page 9 of�28 a. In view of the intention that the Artwork Design and the Work be unique, Artist shall not ma any additional exact duplicate reproductions of the Artwork Design or the Work, nor shall Artist grant permission to others to do so except with the express written permission of City. However, nothing herein shall prevent Artist from creating future artworks in Artist's manner and style of ahistic expression. b. By execution of this Agreement, Artist grants to City an exclusive, perpetual, royalty free and irrevocable license to graphically depict or publicly display the Artwork Design and Work for any non-commercial purpose whatsoever. For purposes of this limitation,any graphic depiction or display of the Artwork Design and/or the Work intended to promote or benefit City, its public services or its public purposes, regardless of whether or not a fee is charged to the public, or whether reve° ue is otherwise received by City, shall be deemed a non-commercial purpose. Notwithstanding the above limitation, Artist agrees and understands that nothing in this paragraph shall affect or limit C ity's absolute, unrestricted rights incidental to City's full ownership of the Work to alter, change, in dify, destroy, remove, move, replace, operate, maintain, transport, sell or transfer, in whole or in pa it, the Work when City deems it necessary within its discretion, in order to otherwise exercise City's powers and responsibility in regard to public works and improvements, in furtherance of City's operati ns or for any other reason. C. All reproductions by City shall contain a credit to Artist and a copyright notice substantially n the following form: "©date,Artist's name." d. Unless notified otherwise by City,Artist shall use Artist's best efforts in any public showing or r sume use of reproductions to give acknowledgment to City in substantially the following form: "an or ginal artwork commissioned by and in the public art collection of the City of Fort Worth, Texas." e. Artist may, at Artist's expense, cause to be registered with the United States Register of Copyrights, a copyright in the Work in Artist's name. f. City is not responsible for any third-party infringement of Artist's copyright and not responsible for protecting the intellectual property rights of Artist. ARTICLE 7 WARRANTIES OF TITLE AND COPYRIGHT Artist represents and warrants that: a. Artwork Design and/or Work shall be the original product of the Artist's sole creative efforts. b. Artwork Design and/or Work is and will be unique and original, and does not infringe upo 1 any copyright or the rights of any person; C. Artist has not sold, assigned, transferred, licensed, granted, encumbered, or utilized the At work Design and/or Work or any copyright related thereto that may affect or impair the rights granted pursuant to this Agreement; Agreement Between the City of Fort Worth and Steven Parker LLC for Final Design for Universal Playground Page 10 of 28 d. Artwork Design and/or Work(or duplicate thereof) have not been accepted for sale elsewhere; e. Artist has the full power to enter into and perform this Agreement and to make the grant of rights contained in this Agreement; and f. All services performed hereunder shall be performed in accordance with all applicable laws, regulations, ordinances, etc., and with all necessary care, skill and diligence. ARTICLE 8 ARTIST AS INDEPENDENT CONTRACTOR Artist shall perform all work and services hereunder as an independent contractor,and not as an officer, agent, servant or employee of City.Artist 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 Artist, his/her officers, agents, employees and subcontractors, and doctrine of respondent superior has no application as between City and Artist. ARTICLE 9 INDEMNIFICATION 9.1. General Indemnity. a. ARTIST 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,ATTORN Y'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 DAM GES IS SOUGHT, OF WHATSOEVER KIND OR CHARACTER, WHETHER REAL OR ASSERTED, ARISING OUT OF OR RESULTING FROM ANY ACTS, ERRORS OR OMMISSIONS OF ARTIST AND/OR ARTIST'S SUBARTISTS AND CONTRACTORS D THEIR RESPECTIVE OFFICERS, AGENTS, EMPLOYEES, DIRECTORS, MEM: RS, PARTNERS, AND REPRESENTATIVES IN CONNECTION WITH THE EXECU ION, PERFORMANCE, ATTEMPTED PERFORMANCE, OR NONPERFORMANCE OF HIS AGREEMENT. Agreement Between the City of Fort Worth and Steven Parker LLC for Final Design for Universal Playground Page 11 of 28 b. Artist agrees to and shall release City from any and all liability for injury, death, damage, or loss to persons or property sustained by Artist in connection with or incidental to performance under this Agreement. C. Artist 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. 9.2. Intellectual Property. Artist agrees to assume full responsibility for complying with all State and Federal Copyright Laws an J 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 Artist. 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 Artist without the appropriate licenses or permission being secured by Artist in advance. IT IS FURTHER AGREED THAT ARTIST 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 COPYRI HT 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 Artist. ARTICLE 10 EQUAL OPPORTUNITY a. Artist shall not discriminate against any employee or applicant for employment because of age, disability, race, color, religion, sex, sexual orientation, national origin, familial status, transg nder, gender identity,or gender expression. Artist shall take affirmative action to ensure that employes are treated equally during employment, without regard to their age, disability, race, color, religion, sex, sexual orientation, national origin, familial status, transgender, gender identity, or gender expre sion. Such action shall include, but not be limited to, the following: Employment, upgrading, dem tion, transfer, recruitment or pay or other forms of compensations,and selection for training, including, but not limited to, apprenticeship. Artist agrees to post in conspicuous places,available to employes and applications for employment, notices to be provided by the City setting forth the provision of this nondiscrimination clause. b. Artist shall in all solicitation or advertisements for employment placed on or on behalf of the Artist, state that all qualified applicants shall receive consideration for employment without regard to race, Agreement Between the City of Fort Worth and Steven Parker LLC for Final Design for Universal Playground Page 12 of 28 color, religion, sex, sexual orientation,national origin, familial status,transgender, gender identi y,or gender expression. C. Artist shall furnish all information and reports requested by City, and shall permit access to its books, records, and accounts for purposes of investigation to ascertain compliance with such rule and regulations. d. In the event of Artist noncompliance with the nondiscrimination clauses of this Agreement, this Agreement may be canceled,terminated,or suspended in whole or in part, and Artist may be de arred from further agreements with the City. ARTICLE 1 l MISCELLANEOUS 11.1. Compliance. Artist shall comply with all Federal, state and local statutes, ordinances and regulations applicable lo the performance of Artist's services under this Agreement. 11.2. 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 ate not merged herein and superseded hereby. 11.3. 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 the City 11.4. Waiver. No waiver of performance by either party shall be construed as or operate as a waiver of any subsequent d fault 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 inequity,arises on the basis of any provision of this Agree ent, 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. 11.6. 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 assigmnent, sublease or transfer of all or any part hereof without such prior Aritten consent shall be void. This Agreement shall be binding upon and shall inure to the benefit of City and &rtist and their respective successors and permitted assigns. 11.7. No Third-Party Beneficiaries. Agreement Between the City of Fort Worth and Steven Parker LLC for Final Design for Universal Playground Page 13 of 28 The provisions and conditions of this Agreement are solely for the benefit of City and Artist, and any lawful successor or assign, and are not intended to create any rights, contractual or otherwise,to any other person or entity. 11.8. Severability. If any provision of this Agreement shall be held to be invalid, illegal or unenforceable, the validity, le ality and enforceability of the remaining provisions shall not in any way be affected or impaired. 11.9. Force Majeure. City and Artist will exercise their best efforts to meet their respective duties and obligations as set forth in this Agreement,but will not be held liable for any delay or omission in performance due to force majeure or other causes beyond their reasonable control, including, but not limited to, compliance with any governmen law, ordinance, or regulation; acts of God; acts of the public enemy; fires; strikes; lockouts;natural disasters; wars; riots; epidemics or pandemics; government action or inaction; orders of government; material or labor restrictions by any governmental authority; transportation problems; restraints or prohibitions by any court, board, department, commission, or agency of the United States or of any States; civil disturbances; other national or regional emergencies; or any other similar cause not enumerated herein but which is beyond the reasonable control of the Party whose performance is affected (collectively, "Force Majeure Event"). The performance of any such obligation is suspended during the period of,and only to the extent of,such prevention or hindrance,provided the affected Party provides notice of the Force Majeure Event, and an explanation as to how it prevents or hinders the Party's performance, as soon as reasonably possible after the occurrence f the Force Majeure Event,with the reasonableness of such notice to be determined by the City in its sole discretion. The notice required by this section must be addressed and delivered in accordance with this Agreement. 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 interpretation of this Agreement or any amendments or exhibits hereto. 11.11. 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 Artist of Aritten 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. 11.12. Captions. Agreement Between the City of Fort Worth and Steven Parker LLC for Final Design for Universal Playground Page 14 of 28 Captions and headings used in this Agreement are for reference purposes only and shall not be deemed i part of this Agreement. 11.13. Right to Audit. Artist agrees that City will have the right to audit the financial and business records of Artist that relate o the Work(collectively"Records")at any time during the Term of this Agreement and for three(3)years they after in order to determine compliance with this Agreement. Throughout the Term of this Agreement and for three (3) years thereafter, the Artist 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 parties following reasonable advance notice by the City and shall otherwise cooperate fully with the City during any audit. Artist shall require all f its subcontractors to include in their subcontracts a right to audit in favor of City in substantially the same form as described in this Article 11.13. 11.14. Certified MWBE. If applicable, Artist shall 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 City under the City's Business Diversity Enterprise Ordinance. 11.15. Survival Provision. The provisions contained in Articles 4.5 (Incapacity of Artist),6(Ownership and Intellectual Property Rights), 7 (Warranties of Title and Copyright), 8 (Artist as an Independent Contractor), 9 (Indemnification), and 11.13 (Right to Audit) shall survive the termination or expiration of this Agreement. 11.16. 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. 11.17. Time Extensions. The Parties may agree, in writing,to extend or modify any of the time deadlines set forth in this Agreerr ent. 11.18. Israel. If Artist is a company with ten(10)or more full-time employees and if this Agreement is for$100,000 or nore, Artist acknowledges that in accordance with Chapter 2270 of the Texas Government Code, the City is prohibited from entering into a contract with a company for goods or services unless the contract contains a written verification from the company that it: (1)does not boycott Israel;and(2)will not boycott Israel during the term of the contract. The terms "boycott Israel"and"company"shall have the meanings ascribed to those terms in Section 808.001 of the Texas Government Code. If applicable under this Agreement and Artist is considered a"company,"by signing this Agreement,Artist certifies that Artist's signature provides written Agreement Between the City of Fort Worth and Steven Parker LLC for Final Design for Universal Playground Page 15 of 28 verification to the City that Artist: (1) does not boycott Israel;and(2) will not boycott Israel during the term of the Agreement. 11.19. Energy Companies. If Artist is a company with ten(10)or more full-time employees and if this Agreement is for$100,000 or nore, Artist acknowledges that in accordance with Chapter 2274 of the Texas Government Code, as added by Acts 2021, 87th Leg., R.S., S.B. 13, § 2, the City is prohibited from entering into a contract for goods or se ices that has a value of$100,000 or more that is to be paid wholly or partly from public funds of the City Nvith a company with 10 or more full-time employees unless the contract contains a written verification froin the company that it: (1) does not boycott energy companies; and(2)will not boycott energy companies during the term of the contract. The terms"boycott energy company"and"company"have the meaning ascribed to those terms by Chapter 2274 of the Texas Government Code, as added by Acts 2021, 87th Leg., R.S., S.B. 13, § 2. To the extent that Chapter 2274 of the Government Code is applicable to this Agreement, by signing this Agreement, Artist certifies that Artist's signature provides written verification to the City that Arti : (1) does not ho_ycott energy companies; and (2) will not boycott energy companies during the term or this Agreement. 11.20. Firearms and Ammunitions Industries. If Artist is a company with ten(10)or more full-time employees and if this Agreement is for$100,000 or more, Artist acknowledges that in accordance with Chapter 2274 of the Texas Government Code, as added by Acts 2021, 87th Leg., R.S., S.B. 19, § 1, the City is prohibited from entering into a contract for goods or se ices that has a value of$100,000 or more that is to be paid wholly or partly from public funds of the City Nvith a company with 10 or more full-time employees unless the contract contains a written verification fro n the company that it: (1)does not have a practice,policy,guidance, or directive that discriminates against a fi-earm entity or firearm trade association;and(2)will not discriminate during the term of the contract against a fi-earm entity or firearm trade association. The terms"discriminate,""firearm entity"and "firearm trade associ tion" have the meaning ascribed to those terms by Chapter 2274 of the Texas Government Code, as added by Acts 2021, 87th Leg., R.S., S.B. 19, § 1. To the extent that Chapter 2274 of the Government Code is applicable to this Agreement, by signing this Agreement, Artist certifies that Artist's signature provides written verification to the City that Artist: (1) does not have a practice, policy, guidance, or directive that discriminates against a firearm entity or firearm trade association; and(2) will not discriminate aga nst a firearm entity or firearm trade association during the term of this Agreement. ARTICLE 12 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 r ceipt Agreement Between the City of Fort Worth and Steven Parker LLC for Final Design for Universal Playground Page 16 o 28 thereof, as the case may be, if delivered personally or sent by registered or certified mail, return r ceipt requested, postage prepaid, as follows: 1. CITY OF FORT WORTH: Fernando Costa,Assistant City Manager City Manager's Office City of Fort Worth 200 Texas Street Fort Worth, TX 76102 Copies to: Laetitia Brown, Interim City Attorney Office of the City Attorney 200 Texas Street, Third Floor Fort Worth, TX 76102 Martha Peters, Director of Public Art Arts Council of Fort Worth& Tarrant County 1300 Gendy Street Fort Worth, TX 76107 2. ARTIST: Steven Parker Steven Parker LLC 1206 Wycliff Lane Austin, Texas 78727 Agreement Between the City of Fort Worth and Steven Parker LLC for Final Design for Universal Playground Page 17 of 28 I IN WITNESS HEREOF,the Parties hereto have executed this Agreement on the Effective Date. i CITY OF FORT WORTH ARTIST by: by. Fernando Costa Steven Parker LLC i Assistant City Manager Sole Proprietor Date: /�/8/202.2 Date: Jan 10 2022 T CONTRACT COMPLIANCE MANAGER By signing,I acknowledge that I am the person responsible for the monitoring and administration of this contract, including ensuring all performance and reporting requirements. Name: Michelle Richardson Title: Public Art Project Manager APPROVED AS TO FORM AND LEGALITY: >> Jessika Williams ........ •' • ' e. Assistant City Attorney1' ATTESTED BY: 1 t yCiSecretary S.Goodall Form 1295 Not Required Contract Authorization: M&C—No M&C Required OFFICIAL.RECORD CITY SECRETARY Agreement Between the City of Fort Worth and FT. WOR H,TX Steven Parker LLC for Final Design for Universal Playground —Twill Of EXHIBIT A: APPROVED PRELIMINARY DESIGN The Preliminary Design for Universal Playground at North Park is inspired by the universal symbols of bells and trees: bells provide solace and signify a time for fellowship;trees represent spiritual nourishment, growth, and strength.Listening Trees is a series of interactive musical sculptures created with colorful bass funnels,bells,and wind chimes.Each work will naturally resonate and amplify the sounds of both added elements and the natural soundscape of the park. The Artist plans to hold a series of workshops to enga e neighbors in the making of the artwork,aiming to work with up to 30 participants in total. Participants ould assist with the decoration of fabricated bells and chimes,to then be augmented by some of the artist's o n creations to add to the visual and tonal fabric of the artwork. The format of each workshop will be based by age and skill level of participants. a � r Listening Trees overall installation design 3'dq 3'mnta' �-�lfe Ad.rlM W Detail of bells and chimes Agreement Between the City of Fort Worth and Steven Parker LLC for Final Design for Universal Playground Page 19 a I'28 i 0 - IF#rb av ^•c�M —,'sYa�rcl�¢1Yd SS61Yid' 7l qre Nib 7H'+rx7' Listening Tree 1: 5ft(1)x 6ft(w)x 14.5ft(h) Painted,recycled instruments, steel,and concrete base(5ft(1)x 6ft(w)x 1.5(11)) �Is sgere tutlnq .- ele�s,nalrtea � —6'sletl dglrrc N6dq,76'Ld fix' IfY Adrle4rc�per UIhY19.D� �"S�dt3116" -M M ✓ 3ANWO A&IS(06ae gwde)aS'M 6' �{ 1.4'6p®1e Listening Tree 2: 5ft(1)x 6ft(w)x 17.5ft(h) Painted,recycled instruments, steel, and concrete base(5ft(1)x 6ft(w)x 1.5(h)) Agreement Between the City of Fort Worth and Steven Parker LLC for Final Design for Universal Playground Page 20 of 28 1.5'square tubing 5Wx3jIV- - e•ey.ebd*V 12'tafl — 1!i`OnrOer fappc nttgp� J,. 1.5"square tubing smc xs'feaeysr)xs•xr —3/4 3'x3' Listening Tree 3: 5ft(1)x 6ft(w)x 13.5ft(h) Painted,recycled instruments, steel, and concrete base(5ft(1)x 6ft(w)x 1.5(h)) Agreement Between the City of Fort Worth and Steven Parker LLC for Final Design for Universal Playground Page 21 ul-2-9 EXHIBIT B: PROJECT OUTLINE - I MA MA Universal Playground Public Art Project Outline Lane Star E lernentary7 LA N Beach Street The City of Fort Worth is currently designing a universal playground at North Park as part of the City of Fort Worth's 2018 Bond Program.Overall park improvements include renovation of existing soccer fields, provis�on of additional athletic facilities, restrooms,additional parking,security lighting,and supporting infrastructure and equipment. Most important,the park will feature a universal playground which will provide accessible play io all children of all abilities.This exciting new playground was identified in the Fort Worth PublicArt Plan for the�018 Bond Program as an impactful location for public art, reaching a wide array of viewers from community members to general visitors. Located nearby the Northpark YMCA and Lone Star Elementary School,the playground is expected to receive patrons daily. PUBLIC ART SITE AND APPROACH This public art project provides an opportunity for an artist to create a unique artwork(s)in association with the universal playground in North Park.The artwork shall be thoughtfully integrated into the playground site conceptually and aesthetically.Additionally,the work should be imaginative and engaging for children and families. PUBLIC ART BUDGET The Universal Playground Public Art Project is included in the Fort Worth Public Art Fiscal Year 2021 Annual Work Plan,endorsed by the Fort Worth Art Commission on August 10,2020,and adopted by the Fort Worth City Council September 22,2020(M&C 20-0678). Funding for the project was included in the PublicArt Plan for the 2018 Bond Program in the amount of$200,000.00,which includes project management costs and contingencies. Agreement Between the City of Fort Worth and Steven Parker LLC for Final Design for Universal Playground Page 22 of 28 ELIGIBILITY Staff will recommend 6-8 artists from the Fort Worth Public Art Pre-Qualified List of Artists,and additional artists by invitation,whose work would be a good fit for the project. PROJECT CORE TEAM 1. Deborah Troy, Park Glen NA 2. Mindy Gant, Heritage NA 3. April Klendworth,Sunset Hills North HOA 4. Rusty Fuller, North Fort Worth Alliance 5. Mikaela Joras, Keller ISD ARTIST SELECTION PROCESS j SELECTION PANEL MEETING#1 FWPA staff shall present a pool of 6-8 artists from the Fort Worth Public Art Pre-Qualified List of Artists.Arti is will be contacted prior to being considered by the Artist Selection Panel,to ascertain their interest and availability.The Artist Selection Panel shall review the artists'qualifications and select 3 finalists and one alternate. FINALIST ORIENTATION The finalists shall participate in an orientation for the project, including a site visit.This orientation will likely be virtual due to the ongoing global COVID-19 pandemic. SELECTION PANEL MEETING#2 The Artist Selection Panel shall interview each of the three artists individually.The Panel may then ask questions about their professional experience and related work.The Panel will then recommend one artist and one alternate for the project. Upon the FWAC's approval of the Panel's recommendation, a Preliminary Design contract will be executed with the selected artist. MEETING FACILITATOR:Anne Allen, Public Art Project Manager,Arts Council of Fort Worth and Tarrant County ARTIST SELECTION PANEL(Voting) 1. Council Member Cary Moon,District 4 2. Elected Project Core Team Member(TBD) 3. James Talambas, Fort Worth Art Commissioner 4. TBD,Artist 5. TBD,Artist or Arts Administrator ADVISORS(Non-voting) 1. Alicia Ortiz, District 4 Director 2. Ann Stetson, Park and Recreation Advisory Board, District 4 3. Dwight Taylor or Joel McElhaney, Park and Recreation Department,City of Fort Worth 4. Other Project Core Team Members 5. Others as may be appropriate Agreement Between the City of Fort Worth and Steven Parker LLC for Final Design for Universal Playground Page 23 of 28 EXHIBIT C: SITE Haff4Wdiodsky , rrww,., KdNr rr - w�s+w�r nan.r Ranch Go[ F �9000 Monh t)wh Street �aaw.a a a m, ad Vaft Hrodk Q ■rrr�w..i M�nrnlNwf 1w++M M7�f✓•� ysys I kmdla Trail Park ; W4*—C. iA Agreement Between the City of Fort Worth and Steven Parker LLC for Final Design for Universal Playground Page 24 o I _8 EXHIBIT D: BUDGET FORM AIL � o FEES INSTALLATION Artist Fee(studio overhead,Design,Admin) Transportation of Artwork Engineer Permits Lighting Designer Site Preparation f Remediation conservator Footings/Foundations Photographer Electrical connections/MoffKations other Professional Fees tnstaRer Labor Equipment Rental Traffic control SUB-TOTAL FEES security SUB TOTAL INSTALLATION TRAVEL(Based on GSA Rates) INSURANCE Lodging General liability(pied) Per diem(meals and incidentals) other SUB-TOTAL TRAVEL SUB TOTAL OVERHEAD FABRICATION Materials CONTINGENCY Artist labor(hours x S per hour) eai1n; Fabricator/Labor by Others GRAND TOTAL Rentals(equipment,fabrication space,etc.) storage SUB-TOTAL FABRICATION Agreement Between the City of Fort Worth and Steven Parker LLC for Final Design for Universal Playground Page 25 of 28 EXHIBIT E: 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 contra tors, 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 rolicy 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 arid 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.). 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. Agreement Between the City of Fort Worth and Steven Parker LLC for Final Design for Universal Playground Page 26 of 28 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 insu ance policy extends coverage to operations in the United States. All insurers must have a minimum rating f A- VII in the current A. M.Best Key Rating Guide or have reasonably equivalent financial strength and sol tency 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 t1oand approved in writing by the Risk Manager of City of Fort Worth in regards to asset value and stockh lders' 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 t ereto 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 regui itions binding upon either of party or the underwriter on any such policies. Agreement Between the City of Fort Worth and Steven Parker LLC for Final Design for Universal Playground Page 27 ol 28 EXHIBIT F: TAX EXEMPTION OJVo►asw•w ob"11" Texas Sales and Use Tax Exemption Certification Thus osrIftsfs dmwnd iagrslrs a nvmbereo bs Y&W. _ ___ __. arrww, «.p.rr Clb of Fed W60,Talus AbaeM 4000 1 ft~.01.0&WW*rbw~ Au�.p...mr...an..e.M 290 Teas 3leraot $17-392.650 CW"ft.rarcoo Fen Worth,Tofns M42 t,V*punt%aw nernad ebovo.CM6%an eeM OOM Item 0 of sews and use loess(ftr I*pwdwsoe of teaW llefrb deesrlbed below tw on the studied order arkwakw)font 9dln:AN VOMM seer ad4rws C�%sae:.W DssaVow of Mans to be p or on the aftw3W odor or Neofus: N hems.Ptadraeaer sduysfsdoea that Ow Cet0cota asnna3 be used for the ourpMes,lease or rw%W at a m*W Vo ids_ Purd%rsr daims ewe saerapaon Our ow fafkWang mason MwWV Goverrp vftl EnUty 1 aeaMgsnd sal t vAl bs Istbls far paTmert d aw�and tad salsa a►uss Iarss rAndh mp hisoorlle dUs tar lens b well/adb Ins proMYblra of qls TYe Cads anAllar as apprloa6lr law re�neArxwfdwlet�taM+riveroAilrrerrtoorvsnoert�frawM► Nbosdharr ewrsthwwoasnsae� Nebo asedkrs rhea boar a Osea C mfedmnaannr to a AAxW of the asaoNz!dopes h%1 Fbuw=ObodarlCFO aa. rf�n�►4 NOTE. W&w4ftsb mmm to ftaW ear to pu lase,or mnto d a aeoler vd*b MW CA RTWICATE DOES NOT AEGUAW A NrJ ASS TO W VAIJA Bws sod Uu Twr Taw"pfto NurebW a-Tow E~Nurrtasw do net sdst TfteNN1 1, *NNheu mbwbIM> Doug s=W do soaitple4d O N■oab b fLo Comp now d PdlNo Awmvh. Agreement Between the City of Fort Worth and Steven Parker LLC for Final Design for Universal Playground Page 28 ol 28