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HomeMy WebLinkAboutContract 57789-A2City Secretary Contract No ........ "'-..__~'--'--L..IJ.,j~ SECOND AMENDMENT TO CITY SECRETARY CONTRACT NO . 57789 This SECOND AMENDMENT TO CITY SECRET ARY CONTRACT NO. 57789 ("Second Amendment") is made and entered into by and between the City of Fort Worth , a home-rule municipal corporation of the State of Texas ("City"), acting by and through Mark McDaniel, its duly authorized Deputy City Manager, and Gossypion Investments , LLC, a Texas limited liability company, located at 1008 Millington Drive, DeSoto, Texas 75115 ("Artist"), acting by and through Darryl Ratcliff, its duly authorized representative and Co-Founder. City has designated the Arts Council of Fort Worth and Tarrant County, Inc., D/B/A Arts Fort Worth, to manage this Agreement on the City's behalf. The Contract Manager shall act through its designated Public Art Project Manager. WHEREAS , on July 1, 2022, the City and Artist entered into City Secretary Contract No . 57789, an agreement for Preliminary Design of Public Art for Horne Street ("Agreement"); WHEREAS, Artist 's Scope of Services inc ludes the Home Street Artist-Led Mentorship Program for emergin g local public artists (see Article 2 . l(h) and E xhibit "E") who are assistin g with community engagement during the Preliminary Design phase of the Project; WHEREAS, City's Neighborhood Services Department ("NSD") is completing a Neighborhood Improvement Project in the Como neighborhood and has sought community input on how to expend the remaining improvement project budget, resulting in the idea of having local artists design and paint sixteen (16) new trashcans placed along Home Street from Camp Bowie Boulevard to Vickery Boulevard, in proximity to the Horne Street Public Art Project ; WHEREAS, upon request Artist developed a proposal to involve the Home Street Mentees to expand their mentorship by designing and painting small murals on the trashcans; WHEREAS, the Lake Como Neighborhood Advisory Council Board endorsed Artist's proposal to address the trashcan s and subsequently presented it for public comment at the Lake Como Neighborhood Advisory Council meeting on April 4 , 2024 ; WHEREAS, it is City 's expectation that this effort be completed within ninety (90) days after Artist's receipt of the first associated payment, including design , presentation(s) of design to the community as directed by Contract Manager, and implementation of the work. Second Am endment to Fort Worth City Secretary Contract No . 577g9l, l!?if-~C~Al, RECOR(? ' • ·•1 i "'f i-ECIR ETARY- ~'~: ·,uoRT H TX .'P • , l!jlf , 1 of 8 • .r-: ---~ .,_,_,.~..,-.:.:,__ ..._'i._.: WHEREAS, it is the collective desire of both City and Artist to amend Article 3 of the Agreement titled "Compensation and Payment Schedule" to increase the total amount by $36 ,000.00 , an amount provided by NSD, thereby increasing the total compensation under the Preliminary Desi g n Contract to an amount not to exceed $53,330.00; and to amend E xhibit "E" to reflect the additional scope of work for Artist and Horne Street Mentees; WHEREAS, this effort is an educational component for the Horne Street Mentees, and as such it is understood that the painted trashcans will not be accessioned into the Fort Worth Public Art Collection and will not be maintained through the Fort Worth Public Art program; WHEREAS, it is understood that all trashcan designs prepared or executed under this component of the Horne Street Mentee program will be considered "Works-for-Hire"and as such that all rights for said designs or works shall belong exclusively to the City. NOW, THEREFORE, City and Artist, for and in consideration of the covenants and agreements hereinafter set forth , the sufficiency of which is hereby acknowledged, agree as follows: I. Sections 3.1 and 3.2 of the Agreement, as amended, are deleted in their entirety and replaced with the following: 3 .1. Compensation. Total compensation to Artist under the Agreement shall be in an amount not to exceed FIFTY-THREE THOUSAND, THREE HUNDRED THIRTY DOLLARS AND NO CENTS {$53,330.00) which shall constitute full compensation for any and all costs associated with the Agreement, including, but not limited to , an allowance of up to $1,000.00 for professional consulting, an Artist's fee of $10 ,080 .00, an allocation of $2,500 .00 for the Horne Street Public Art Community Engagement Plan for Preliminary Design , up to $39 ,750 .00 for the Horne Street Artist-Led Mentorship Program Plan for Preliminary Design, and all other services performed and materials furnished by Artist under this Agreement. Artist and City may amend this Agreement to allow for additional pay ment if additional services are required . 3.2. Payment Schedule. Second Amendment to Fort Worth City Secretary Contract No. 57789 2 of 10 a. C ity agrees t o pay A rti st in th e fo ll ow in g insta llm e nts set fo rth be lo w , eac h in sta llm e nt to re pr ese nt full a nd fin a l, no n-r efu nd a bl e pay m e nt fo r a ll se rv ices a nd materi a ls p rov id ed pri or t o t he du e date the reof: 1. THREE THOUSAND DOLLARS AND NO CENTS ($3,000.00) w ithi n thi rty (3 0) calend a r days up on exec uti o n of thi s Agreeme nt a nd after A rti st meets w ith Proj ect Core Team t o gath e r input pri or to Pre limin a ry Des ign deve lo pme nt. 11. TWO THOUSAND, TWO HUNDRED FIFTY DOLLARS AND NO CENTS ($2,250.00) up o n 50% co mpl eti o n of co mmun ity outr eac h a nd me nt ors hip programs as indic at e d in Sect io n 2 . l (g), fu rth e r deta il e d in E xhib its "D" and "E." iii . TWO THOUSAND, TWO HUNDRED FIFTY DOLLARS AND NO CENTS ($2,250.00) up on I 00 % co mpl et ion of co mmunity o utreac h and me nto rs hip progra ms as indi c ate d in Secti o n 2. l (g), furth e r d eta il ed in Exhibit "D " a nd "E." IV . THREE THOUSAND DOLLARS AND NO CENTS ($3,000.00) w ithin th irty (30) calend ar d ays aft e r A rti st s ubmits a ll Pr e limin a ry Des ig n D e li verabl es re quired und e r A rti c le 2.3 of thi s Agr ee me nt. V. ONE THOUSAND DOLLARDS AND NO CENTS ($1,000.00) w ithin thi rty (3 0) calend ar days afte r Art ist makes prese ntat io n(s) of th e Pre limin a ry D es ign t o th e F W AC , th e Proj ec t C ore Team , a nd oth e r Proj ect Sta ke ho ld e rs at a reg ul a rl y sc he dul ed m eetin g of th e FW AC. VI. ONE THOUSAND, EIGHTY DOLLARS AND NO CENTS ($1,080.00) w ithin thi rty (3 0) cale nd a r days afte r C ity's ap proval of th e Pre liminary Design an d s ubm iss ion of Affidav it of Bill s P a id , attac hed hereto as Ex hibit "H," for m e nt o rs hip program pa rti c ip a nt s. v ii . A n A rti st-Le d Me ntor ship Program a ll owance of $75 0.0 0 per local a rt is t part ic ip a nt fo r a t ota l of up to THREE THOUSAND, SEVEN HUNDRED FIFTY DOLLARS AND NO CENTS ($3,750.00) fo r Pre limin ary Des ig n as describ e d in Exhibi t "E." S uc h pay ment s ha ll be m ad e fo r a ctu a l serv ices re nd e red onl y (a reta in e r fee of 5 0% pe r local a rti st is a llo we d up on rece ipt of s igne d lett e r of agre em e nt ) for s uc h serv ices attache d. v iii. A n en g in e ering a ll owance of up to ONE THOUSAND DOLLARS AND NO CENTS ($1,000.00) fo r pre limin a ry co ns ult ati o n as neede d . Suc h pay m e nt s ha ll be made fo r act ua l se rvices re nd e red onl y and upon rece ipt of a n in voi ce fr om A rti st with th e ori g in a l invoi ce (a ret a in e r fee of up to 50 % is a ll owed) fo r s uc h se rvices attached. ix. SIX THOUSAND, THREE HUNDRED FORTY-FOUR DOLLARS AND NO CENTS ($6,344.00) within 30 cale nd ar days up o n recei pt of s igne d M e nto rship Program Seco nd Amendm ent to Fo rt Wo rth C ity Sec re ta ry Co nt ract No . 577 89 3 of 10 P arti c ip ant Wa ivers (R ev ise d Exhibi t "J ") to beg in t he Ho rn e Street M e nt o rsh ip Program tras hcan mu ra l design describ ed in t he att ac he d 2nd Rev ised Exh ib it "E." x . NIN ETEEN THOUSAND, SIX HUNDRED SIXTY-FOUR DOLLARS AND NO CE NTS ($19,664.00) w ith in 3 0 cale nd ar days up on C ity a p proval of tras hcan mural desig ns, fu rt her describ ed in attached 2nd Rev ised Exh ibi t "E ." x i. NINE THOUSAND, NINE HUNDRED NINETY-TWO DOLLAR S AND NO CENTS ($9,992.00) up on 100 % co mpl eti o n of Arti st-L e d Education a l Co mpo ne nt to th e H orn e Street M e nto r s hip P rogram for t ras hcan mural s desc r ibe d in the attac h ed 2nd R evised Exh ibit "E." I I. Exhibit "E," REVISED HORNE STREET ARTIST-LED MENTORSHIP PROGRAM PLA N FOR PRELIMINARY DESIGN , is de leted in its e ntirety a nd re pl aced w ith th e att ach e d Exhibit "E," 2 ND REVISED HORNE STREET ARTIST-LED MENTOR SHIP PROGRAM PLAN FOR PRELIMINARY DESIGN . II I. Exhibit "J," MENTORSHIP PROGRAM PARTICIPANT W AIYER, is de le ted in it s e ntire ty and re pl a ced w ith th e a tt ac he d Exhibit "J," REVISED MENTORSHIP PROGRAM PARTICIPANT WAIVER. IV . A rti c le 12 "N oti ces," Secti on 2 "ARTI ST," is am e nd ed to re fl ect a n upd ated a ddress for Arti st as fo ll ows: 2. A RTI ST V . D arry l Ratc li ff G ossy pion In ves tm e nt s, LL C 1008 M illin gto n Dri ve DeSoto, Texas 751 15 da rry l@gossy pi o n .co m F und s prev io usly pa id to A rtist pri o r to thi s Sec o nd A me ndm e nt s ha ll a ppl y toward s th e t otal compe nsati o n pa id to Arti st. VI. A ll oth e r te rm s, p rov is io ns, co nditi o ns , cove na n ts, and recitals of said Agreeme nt not ex press ly a me nde d he re in s ha ll re ma in in full force and effect. Seco nd A me ndm ent to Fo rt Worth C it y Secretary Co nt ract No. 57789 4 of 10 IN WITNE SS WHEREOF, th e parti es heret o have exec ute d thi s A me ndm e nt in Fort Worth , T a rrant Co unty, Texas, to be e ffect iv e o n the date exec ut e d by th e C it y . CITY OF FORT WORTH Mark McDa ni e l Deputy C ity M a nager D a te : ~~__,__0,___,_~~'Jd---'~---- CONTRACT COMPLIANCE MANAGER ARTIST By :_~_,,_ ____ _ D a rr y l Ratcliff G ossy pion Inves tm ents , L L C Dat e: 6/6/2024 -------------- By s ign in g, I a c kno w ledge that I a m th e pe rson re s po ns ible fo r th e morlitorin g a nd a dmini st ration of thi s contrac t, includin g e ns urin g all p e rform ance a nd reportin g re quire me nt s. ~~t_~ Mi c he ll e Richard son Publi c Art Proj e ct M a nager APPROVED AS TO FORM AND LEGALITY: By: 7:~Qua& Trey Qu~ A ss istant City Attorney ATTEST: ~~•tle J eS.Good a l I C ity ecretary !_ ~00 Contract Authorization: N I A Seco nd Am endm ent to Fort Worth Cit y Sec retary Co ntr act No. 57789 OFFICIAL RECORD CITY SECRETARY s of Io FT. WORTH, TX Exhibit E: 2 nd Revised Horne Street Artist-Led Mentorship Program Plan for Preliminary Design Five (5) local, Fort Worth artist participants will be included in this mentorship program to gain public art experience. A total of up to $5,000.00 will be allocated for Horne Street Artist-Led Mentorship Program participants' commitment to the project : • PRELIMINARY DESIGN PHASE -Artist's Agreement includes an allowance of $3 ,750.00, so that each mentee may receive a stipend of up to $750.00. • FINAL DESIGN PHASE -It is anticipated that Artist's Final Design Agreement will include an allowance of $1,250.00, so that each mentee may receive a stipend of up to $250.00 . Eligibility: 18 years or older Interest in arts and culture (all disciplines welcomed) Interest in learning how to engage with diverse communities Curious, organized, self-starter Reliable transportation Willingness and availability to meet in-person Preference is given to artists residing in Como Community Commitment: 1. Attendance at leadership retreat, biweekly meetings as well as community meetings and events over two (2) design phases. Artist participant shall participate in a minimum oftwo (2) Preliminary Design community meetings or events as part of the first design phase. 2. Assist artist in the design phase of a public art piece that will be installed in the Como Community. 3 . Learn about social practice and community-based art practices . 4. Artist participants will submit deliverables as indicated below as part of this program. 5. Attendance at Fort Worth Art Commission meeting for Preliminary Design presentation . 6. Participation in the NSD Neighborhood Improvement Project, including designing and painting two trashcans each to be placed along Horne Street under the curatorial direction of Artist . Leadership retreat: A one (1) full day weekend retreat for artist participants to learn theoretical and applied social practice theory as well as develop a familiarity with the artist's practice . This retreat will ensure core competency on diversity, equity, and inclusion. The group will participate in a minimum of four (4) of the artist's social practice engagement activities that may be used as icebreakers in community meetings or larger events including cultural equity speed dating, poetry ball, cultural wealth walk/privilege walk, and definitions game. Part One(Theory) 1. What is art/when is art (include cultural speed dating activity) 2. A brief history of how we got to social practice Second Amendment to Fort Wo rth C it y Secretary Co ntract No. 57789 6 of 10 3. Deep dive into artist's practice (including poetry ball activity) Part Two (Application) 1. What is community (Cultural wealth walk and skill mapping activities) 2. What is the methodology of community health 3 . Deep dive into cultural equity Meetings: Artist participants will attend biweekly meetings (expected two (2) hours each) to reflect on the insights being learned from the community meetings and to plan future community engagement. Meetings will also allow artists to ask questions about the design process, learn the basics of community facilitated design skills, workshop and facilitation techniques, event production, and applied social practice theory. More meetings may be scheduled as needed for community engagement planning purposes. Deliverables for Preliminary Design: Timesheet Summary of experience during Horne Street Preliminary Design Discuss social practice knowledge to date, observations witnessed at Fort Worth Art Commission meeting as part of Preliminary Design presentation Develop and implement an activity for community engagement in association with the Horne Street Public Art Project NSD Neighborhood Improvement Project: Artist and Horne Street Mentees will design and paint sixteen trashcans to be placed along Horne Street from Camp Bowie Boulevard to Vickery Boulevard . Each Horne Street Mentee will be required to design and paint two trashcans, which artist will curate along the streetscape . All parties agree and acknowledge that all designs or implementations of trashcan murals constitute "works-for-hire" and that, as such, City retains all rights, titles, and interests , including copyright and VARA rights in both the designs and the completed works. All trashcan designs will be shared with the Lake Como Neighborhood Advisory Council for feedback as well as approval by Neighborhood Services Department prior to work commencing. A total of $36,000 .00 will be allocated for this trashcan project for all materials as well as design and implementation, substantially the same as outlined below: Materials for priming, painting, and sealing: Flat labor rate per trashcan : Artist Curatorial Fee: Artist Project Management Fee : $6,000.00 $1,275 .00 $4,800 .00 $4,680 .00 Trashcans will be removed from the street and brought to a city location prior to work beginning. City shall ensure measures are taken to create a safe work environment. As appropriate, Artist will consider community involvement during the design and/or implementation of the murals. Second A mendment to Fort Worth C ity Secretary Co ntract No. 57789 7 of 10 Proposed Selection Process (subject to input by the Project Core Team): Criteria for Consideration: Submit application that confirms eligibility and availability Submit a statement of interest to artist for consideration by advertised date . Samples of artwork (open media, limit of 5) Artist will review pool of interested individuals and select three (3) to five (5) local, Fort Worth artists to participate in this program. Artists not selected [due to capacity limits] will be included on a project mailing list and invited to attend meetings related to this project as appropriate. Seco nd Ame ndm ent to Fo rt Worth C ity Sec retary Co ntra ct No. 577 89 8 of 10 Exhibit J: Revised Mentorship Program Participant Waiver Each Mentorsh ip Program Participant wi ll s ign the waiver be low a nd return a s ign ed original to the Artist , w ho in turn shall s ubmit th e d ocument to the City prior to Participant 's participation in the program. CITY OF FORT WORTH WAIVER, RELEASE, AND INDEMNITY AGREEMENT I ,------------------~ am at least 18 years of age a nd , for myse lf , my he ir s , a nd ass ig ns, hereby affirm that I am aware that my participation in the Art ist-led Me nt ors hi p Program ("Program"), in c ludin g th e NSD Ne ig hborhood Improvement Proj ect, so le ly ma naged by Gossyp ion In vestme nt s, LLC, but partly takin g place at faci liti es owned by the C it y of Fort Worth ("C ity"), has inh ere nt risks which co uld resu lt in se riou s injury or death. As a conditio n prece d e nt to participating in th e Pro gram and e nt er in g onto the C ity's property , I confirm that l understand and accept a ll ri sks , dangers , a nd hazards prese nt ed by my participat ion in the Program , and I am participating in these ac tiviti es freely a nd vo l untar il y . In consideration of be in g pe rmitted to pa rticip ate in the Program, spec ifi call y at a C ity Fac ili ty, I here by ass um e a ll ri sk of harm a nd injury to myse lf and others, as we ll as to the property of others , wh ic h may res ul t from my parti c ip at ion in th e Program , re gardl ess of th e cause or blame. I agre e to ac t in a reasonab le a nd cautiou s ma nn e r in a ll aspects of my particip ation in th e Program . Furthe r, I, fo r myse lf, my hei rs, a nd ass ig ns , in cons id eration of be in g a bl e to utili ze the Fac ility a nd participate in th e Pro gram, do here by FOREVE R RELEASE AND WAIVE a ll claims again st th e C ity of Fort Worth , it s officers, agents , and e mployees, for inju ries, death, or property dam age w hi ch may a ri se from my use or presence at the Fac ility. This waiver and release is intended to release and forever discharge the City of Fort Worth, its officers, servants, agents, and employees from any and all ciajms, actions, causes of actjon, damages. losses. or expenses. including attorney's fees, whether real or asserted, of everv kind or character, arising out of mv use of the Facility, including going to and from such Facjlity. I, for myse lf , my he ir s , and ass ig ns, here by ass um e t he ri sk of a l I condition s of the Faci li ty, dangero us or otherwise , a ll occurre nces that may be e nco unte red w hile us in g or go in g to or from s uc h Faci li ty a nd waive any a nd a ll s pec ifi c noti ce of t he existence of s uch condit ions o r occurrences. This waiver is intended to release the City of Fort Worth. its officers, servants, agents. and employees. even if said injuries, death. or other damages are caused. in whole or in part, by the alleged acts of commission, omission, negHgence, or fault of the City of Fort Worth, its officers, servants, agents, or employees. I, for my se lf, my he ir s, and ass ig ns hereby ass um e a ll responsib ili ty a nd li a bility for s uch inj uri es or d a mages, including de ath, a nd he reb y covenant not to s ue the entities an d pa rti es na med above fo r suc h injuries or d a mages. I FURTHER AGREE TO INDEMNIFY, DEFEND , AND HOLD THE CITY HARMLESS FROM ALL CLAIMS, TOGETHER WITH ALL COSTS, EXPENSES, AND LEGAL FEES IN DEFENDING ALL CLAIMS DIRECTLY OR INDIRECTLY ATTRIBUTABLE TO MY PARTICIPATION IN THE PROGRAM. THIS INDEMNITY PROVISION (INCLUDING, WITHOUT LIMITATION, INDEMNITY FOR COSTS , EXPENSES, AND LEGAL FEES) IS SPECIFICALLY INTENDED TO 'OPERATE AND BE APPLICABLE EVEN IFIT IS ALLEGED OR PROVED THAT ALL OR SOME OF THE DAMAGES BEING SOUGHT WERE CAUSED IN WHOLE OR IN PART BY ANY ACT, OMISSION, NEGLIGENCE, GROSS NEGLIGENCE, BREACH OF CONTRACT , INTENTIONAL CONDUCT, VIOLATION OF STATUTE OR Second Amendm ent to Fort Worth City Secretary Co ntract No. 57789 9 of 10 COMMON LAW, BREACH OF WARRANTY, PRODUCT DEFECT, STRICT PRODUCT LIABILITY, OR ANY OTHER CONDUCT WHATSOEVER OF THE CITY. I REALIZE THAT BY SIGNING THIS AGREEMENT, I AM GIVING UP MY RIGHT TO SUE THE CITY FOR ANY INJURY, DEATH, OR DAMAGE I MAY SUFFER AT THE PROGRAM. IF ANY COURT FINDS A PORTION OF THIS AGREEMENT TO BE INVALID, THE REMAINDER OF THE AGREEMENT WILL NOT BE AFFECTED . I further agree and acknowledge th at a ny art or artwo rk that I may create or design as part of th e Program shall , as to my participation , co nstitute a "work-for-hire" und er fe d eral a nd state law a nd that, as s uc h, the City reta in s a ll r ight , title, a nd inte rest, in c ludin g copy ri g ht a nd VARA ri g hts , in a nd to both the d es igns and any compl eted work. I have read th is Waiver, Rele ase, a nd Ind e mnity Agreement and fully und e rsta nd it s te rm s, provisions, and conditions. I have not been influ enced to any exte nt w hatsoever by any representations , 'agreements, promi ses , or statements not co nta in ed w ithin this agree me nt. D ated t hi s __ day of _______ , 20 __ _ Participant 's Signature Partic ip a nt's Name Street Add ress C ity, State Z ip Code [REMAlNDE R OF THIS PAG E IS IN TENTIONALLY LEFT BLANK] Seco nd Amendment to Fort Worth C ity Secretary Co ntrac t No. 57789 10 of 10 FORT WORTH Routing and Transmittal Slip FWLab -FWPA --------- Department DOCUMENT TITLE: HORNE STREET PRELIMINARY DESIGN CONTRACT A2 M&C n/a CPN CSO# DOC# ---------------------- DATE: TO: INITIALS DATE OUT 1. Trev Qualls TQ 6/12/24 2 . Mark McDaniel ~ .. /;, /.bl-' I . , 3. Jannette S. Goodall 4 . 5 . 6 . DOCUMENTS FOR CITY MANAGER'S SIGNTURE: All documents received from any and all City Departments requesting City Manager's signature for approval MUST BE ROUTED TO THE APPROPRIATE ACM for approval first. Once the ACM has signed the routing slip , David will review and take the next steps . NEEDS TO BE NOTARIZED: □ Yes X No RUSH: □ Yes No SAME DAY: □ Yes~ No NEXT DAY: □ Yes O No ROUTING TO CSO: X Yes D No Action Required: □ As Requested □ Attach Signature, Initial and Notary Tabs □ For Your Information X S ignature/Routing and or Recording □ Comment □ File Return to: P lease call Michelle Richardson at 214-673-0343 (mrichardson@artsfortworth.org) for pick up when fully executed . Thank you .