HomeMy WebLinkAboutContract 64142CSC No. 64142
AGREEMENT BETWEEN THE CITY OF FORT WORTH AND SARAH
AYALA FOR COMMISSION OF PUBLIC ART FOR FIRE STATION 16
This Agreement is entered into by and between the City of Fort Worth ("City"), a home-rule municipal
corporation of the State of Texas, acting by and through Dana Burghdoff, its duly authorized Assistant City
Manager, and Sarah Ayala ("Artist"), an individual residing at 3733 Byers Avenue, Fort Worth, Texas, 76107.
City has designated the Arts Council of Fort Worth and Tarrant County, Inc. d/b/a Arts Fort Worth ("Contract
Manager") to manage this Agreement on its behal£ 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, on October 30, 2024, the City entered into a contract with Artist to develop a Final
Design for the Site (City Secretary Contract No. 62213);
WHEREAS, on July 21, 2025, the Fort Worth Art Commission ("FWAC") approved Artist's Final
Design and recommended that Artist be commissioned to fabricate, deliver, and install the Work at the Site;
WHEREAS, this project is included in the Fort Worth Public Art Fiscal Year 2025 Annual Work
Plan, adopted by the City Council on November 12, 2024, as M&C 24-1001;
WHEREAS, City and Artist wish to set out the terms and conditions under which said Work shall be
fabricated, delivered, and installed at the Site;
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:
ARTICLE 1
DEFINITIONS
As used in this Agreement, the following terms shall have the meanings as set forth below:
11. Agreement — Means and includes this Agreement between the City of Fort Worth and Artist
for commission of public artwork for the Site.
1.2. Artist — Means and includes Sarah Ayala.
1.3. Artwork Design — Means and includes the approved Final Design of the Work, which is
defined in below:
Agreement with Sarah Ayala
for Commission of Public Art for Fire Station 16
OFFICIAL RECORD
CITY SECRETARY
FT. WORTH, TX
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1.3.a. Final Design — Means and includes the approved Final Design of the Work for the Site,
as created pursuant to CSC No. 62213, attached hereto as E�iibit "A" and incorporated herein for all
purposes. The Final Design was based upon the City-approved preliminary design created by Artist
under contract CSC No. 61017, and includes, but is not limited to, all final drawings, sketches, and the
like created in connection with this Agreement 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 County,
Inc. d/b/a Arts Fort Worth.
1.5.
1.6.
1.7.
City — Means and includes the City of Fort Worth, Texas.
Effective Date — Means and includes the date this Agreement is executed by the City.
Final Acceptance — Means City's written acknowledgement to Artist that all services for
fabrication, delivery, and installation of the Work have been completed in accordance with the terms of this
Agreement.
1.8.
1.9.
Parties — Means and includes City and Artist.
Project — Means and includes the capital improvement or public art undertaking of City for
which Artist's services are to be provided pursuant to this Agreement.
1.10. Project Core Team — Means and includes the group of community members, generally 5-7
people 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.
111. Project Stakeholders — Means and includes the appropriate City Council Member(s), the
Project Core Team, the artist selection panel, the FWAC's appointed representative, City staff, and others as
may be appropriate.
112. Schedule — Means and includes a written plan of procedure for completion of fabrication,
delivery, and installation of the Work, including, but not limited to, the submission of progress reports.
1.13. Site—Means and includes Fire Station #16, located at 5701 Lovell Avenue, Fort Worth, Texas,
76107, which is more particularly described in E�ibit "B" attached hereto and incorporated herein by
reference for all purposes.
1.14. Work— Means and includes the finished object(s) of art and design that are the subject of this
Agreement, or any intermediary stage of completion of such works, which specifically includes the Final
Design.
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ARTICLE 2
SCOPE OF SERVICES AND DELIVERABLES
21. Artist Selection.
The parties acknowledge that Artist's Final Design was reviewed and approved by the FWAC on July 21,
2025, and is the basis for eXecuting this Agreement.
2.2. Scope of Services.
a. Artist shall perform all services and shall furnish all supplies, materials, and equipment as necessary
for fabricating, delivering, and installing the Work at the Site. Services shall be performed in a
professional manner and in strict compliance with all terms and conditions in this Agreement.
b. Artist shall determine the Artistic expression, scope, design, color, size, material, and texture of the
Work, subject to review and acceptance by City as set forth in this Agreement. The location at the Site
where the Work shall be installed shall be mutually agreed upon by City and Artist.
c. Artist, upon request of Contract Manager, shall provide information and/or attend meetings with
appropriate City staff for purposes of risk assessment, safety review, siting of the Work, and permitting
and accessibility, as applicable.
d. Artist shall coordinate with City staff, Project Consultant(s), contractors, and others, as necessary, to
ensure proper installation and integration of the Work into the Site as applicable, including, but not
limited to, artwork location and installation equipment brought onto the Site.
e. Artist shall install the Work on dates and times mutually agreed upon by Artist and City.
f. Upon City's request, prior to installation of the Work, Artist shall consult with a qualified art
conservator and provide to the Contract Manager written instructions for appropriate
maintenance and preservation of the Work on the form attached hereto as "Exhibit C." The
appropriate maintenance and preservation instructions shall not be substantially different from
the maintenance and preservation anticipated and conveyed to City for the Work in the Final
Design phase for the Work.
g. Artist shall allow video recording and photography of their participation during activities related to
this project such as presentations and meetings.
h. If Artist intends to seek their own publicity for the Work, including publication of the artwork design
on a website or social media, all publicity must be approved, in advance, by Contract Manager, and
shall credit the City of Fort Worth in substantially the following form, "an original artwork
commissioned by and in the public art collection of the City of Fort Worth, Texas." Any social media
use must be approved, in advance, by Contract Manager, and shall include the hashtag "#fwpublicart."
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23. City Assistance.
Upon request by Artist, City shall promptly furnish all information and materials required by Artist to the
extent that such materials are available. City, upon request by Artist, shall also provide correct scaled drawings
of the Site, if available.
2.4. Execution of Work.
a. Artist shall furnish the Schedule to the Contract Manager within fifteen business days after the
Effective Date. After the written approval of the Schedule by City, Artist shall fabricate, deliver, and
install the Work in accordance with such Schedule. Schedule changes shall be accomplished by a
written agreement between Artist and City.
b. City and/or Contract Manager, upon written request, shall have the right to review the Work during its
fabrication and/or request visual documentation of the fabrication. Artist shall, upon written request
by the City and/or Contract Manager, provide a written progress report detailing the progress made
toward completion of the Work and the remainder of work to be done to complete the Work. Artist
shall comply with any request made by the City and/or Contract Manager pursuant to this Section 2.4
within thirty calendar days after receipt of the written request.
c. Artist shall complete the fabrication of the Work in accordance with the approved Final Design. Artist
shall present to the Contract Manager, in writing, for further review and approval, any changes in the
scope, design, color, size, material, or texture of the Work. The Contract Manager, in its discretion,
shall determine whether the changes are significant and whether the changes conform to the Final
Design. If the Contract Manager, in its sole discretion, determines that the changes are significant and
do not conform with the Final Design, then the Contract Manager shall, in light of the Final Design,
determine whether a significant change requires City approvaL If the Contract Manager determines
that the significant change requires City approval, then the change(s) may be presented to the FWAC
for review and approval at an FWAC scheduled meeting. If any disputes arise thereafter, the Parties
shall first attempt to resolve those disputes in accordance with the dispute resolution process set forth
in Article 12 of this Agreement.
2.5. Delivery and Installation.
a. Artist shall notify City, through its Contract Manager, in writing when fabrication of the Work is
completed and is ready for its delivery and installation at the Site.
b. Artist shall be responsible for obtaining and paying for all necessary permits and any required traffic
barriers appropriate for this Project.
c. Artist is responsible for installing all elements of the Work. Artist shall coordinate the installation of
the Work with City and Contract Manager. Delivery and installation activities may not commence
until written permission is delivered to Artist by the City.
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d. Artist shall be responsible for all costs associated with the materials, fabrication, and installation of
the Work, including, but not limited to, equipment rentals, transportation, labor, and travel.
e. Should Artist complete the Work in advance of the approved installation date, Artist shall store the
Work at no expense to City until such a time as the Site is completed and the Contract Manager not�es
Artist that installation may commence.
£ Artist, individually and through its subcontractors, including its installer, shall take all necessary
precautions to protect and preserve the integrity and finish of the Site, including but not limited to
finishes, painted structures, pathways, and landscaping, while delivering and installing the Work. If
City determines, in its sole discretion, that Artist or Artist's subcontractors have damaged the Site,
then City shall inform Artist, in writing, of the damage. Artist, at its own expense, shall have thirty
days from receipt of City's written notice to repair the damage to the Site to the satisfaction of City. If
Artist fails to repair the damages to the satisfaction of City within thirty days after receipt of the notice,
or within the deadline otherwise agreed to by the parties, then City shall have the right to deduct the
cost of repairs from any remaining payment due to Artist under this Agreement, which shall be in
addition to any and all other rights and remedies available to City at law or in equity.
g. Upon City's request, prior to installation of the Work, Artist shall consult with a qualified art
conservator and provide to Contract Manager written instructions for appropriate maintenance and
preservation of the Work on the form attached hereto as Exhibit "C" ("Technical and Maintenance
Record"). The appropriate maintenance and preservation instructions shall not be substantially
different from the maintenance and preservation anticipated and conveyed to City for the Work in the
Final Design of the Work.
2.6. Post-installation.
a. Within thirty days after the installation of the Work, Artist shall furnish Contract Manager with a set
of at least fifteen high-resolution digital images (.tiff format) and fifteen low-resolution digital images
( jpeg format) showing each element of the Work, including detail shots, with at least ten of these
images showing the Work installed, as selected by Contract Manager, to document the Work after the
Work is installed. Images should include daytime and nighttime views.
b. Artist shall make their best effort to be available at such time(s) as may be set by the City to attend
any inauguration or presentation ceremonies relating to the transfer of the Work to City. City shall
use its best efforts to arrange for publicity for the completed Work in such art publications and
otherwise as may be determined between City and Artist as soon as practicable following installation.
c. For the duration of the Agreement, if Artist intends to seek their own publicity for the Work, such
efforts and/or press releases must be approved, in advance, by Contract Manager.
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2.7. Final Acceptance.
a. Artist shall notify City and Contract Manager, in writing, when all services for fabrication, delivery,
and installation of the Work have been completed in accordance with the terms of this Agreement.
Included in such notice from Artist shall be an affidavit, attached hereto as Exhibit "D" ("Affidavit"),
certifying that all bills relating to services or supplies used in the performance of this Agreement have
been paid.
b. City shall notify Artist in writing of its Final Acceptance of the Work.
a Final Acceptance shall be effective as of the earlier to occur o£ (1) the date of City's notification of
Final Acceptance; or (2) the 35th day after Artist has sent the written notice to City required under this
Section 2.7, unless City, upon receipt of such notice and prior to the expiration of the 35-day period,
gives Artist written notice specifying and describing anything that has not been completed pursuant to
this Agreement.
2.8. Risk of Loss.
The risk of loss or damage to the Work shall be borne by Artist prior to completed artwork installation, and
Artist shall take such measures as are necessary to protect the Work from loss or damage until this time,
including, but not limited to, the purchase of property loss insurance, except that the risk of loss or damage
shall be borne by City prior to completed artwork installation during such periods of time as the partially or
wholly completed Work is in the custody, control, or supervision of City or its agents for the purposes of
moving, storing, or performing any other ancillary services to the Work.
ARTICLE 3
COMPENSATION AND PAYMENT SCHEDULE
31. Compensation.
Total compensation to Artist under the Agreement shall be in an amount not to exceed ONE HUNDRED
THIRTY EIGHT THOUSAND, FOUR HUNDRED SEVENTY SEVEN DOLLARS AND ZERO
CENTS ($138,477.00), which shall constitute full compensation for all services to be performed and materials
to be furnished by Artist under this Agreement, including, but not limited to, fabrication, transportation,
installation, insurance, incidental costs, a City-held contingency of $32,732.05, a remaining Artist's fee of
$8,010.00, all travel eXpenses, and any other costs associated with the Work.
3.2. Pavment 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 thereo£
a. THIRTY FIVE THOUSAND DOLLARS AND ZERO CENTS ($35,000.00) upon execution of
this Agreement to enable Artist to purchase materials for fabrication and pay the foundry a deposit.
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b. SEVENTEEN THOUSAND DOLLARS AND ZERO CENTS ($17,000.00) upon Contract
Manager's verification that shop drawings have been received from Artist's contractor and approved.
c. FIFTEEN THOUSAND DOLLARS AND ZERO CENTS ($15,000.00) upon Contract Manager's
verification of 50% fabrication of the Work.
d. TWENTY FIVE THOUSAND DOLLARS AND ZERO CENTS ($25,000.00) upon Contract
Manager's verification that the Work is 100% fabricated and ready to install.
e. TEN THOUSAND DOLLARS AND ZERO CENTS ($10,000.00) upon Contract Manager's
verifcation that the Work is installed.
£ THREE THOUSAND SEVEN HLJNDRED FORTY-FIVE DOLLARS AND ZERO CENTS
($3,745.00) within thirty-five days after Final Acceptance and receipt by City of such documentation
it may require concerning payment for services and supplies rendered to Artist (see Section 2.7.a).
g. A City-held contingency of up to THIRTY TWO THOUSAND, SEVEN HLJNDRED THIRTY-
TWO DOLLARS AND ZERO CENTS ($32,732.00) for costs associated with the Work that are
incurred by the Artist due to unforeseen changes in materials, fabrication, and installation costs,
including installation travel costs. Such payment will be made upon (i) receipt of supporting
documentation by the Contract Manager from the Artist, and (ii) approval by the Contract Manager of
the additional costs. Any unused contingency funds shall remain with the City.
33. Sales Taxes.
City is a tax-exempt organization, and no state or local sales taxes or federal excise taxes shall be due upon the
Work. City shall supply Artist with the "Texas Certificate of Exemption," in substantially the same form as
that attached hereto as Exhibit "E," for use by Artist in the fulfillment of this Agreement.
3.4. Artist's 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 and/or Contract Manager, costs of all travel, and costs for Artist's agents, consultants, and/or employees
necessary for the proper performance of the services required under this Agreement..
ARTICLE 4
TERM AND TIME OF PERFORMANCE
41. 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.
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4.2. Duration.
The services to be required of Artist set forth in Article 2 shall be completed in accordance with the Schedule•,
provided, however, such time limits may be extended or otherwise modified by written agreement between
Artist and City.
43. Earlv Completion of Artist Services.
Artist shall bear any transportation and storage charges incurred from the completion of his or her services
prior to the time provided in the Schedule for delivery.
4.4. Time Extensions; Force Majeure.
City 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 government 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 State; 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 of 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.
ARTICLE 5
WARRANTIE S
51. Warranties of Title and Co�,vri�
a. Artist represents and warrants that:
i. Artwork Design and Work shall be the original product of Artist's sole creative efforts;
ii. Artwork Design and Work are and will be unique and original, and do not infringe upon any
copyright or the rights of any person or entity;
iii. Artwork Design and Work (or duplicate thereo� have not been offered or accepted for sale
elsewhere;
iv. Artist has not offered, sold, assigned, transferred, licensed, granted, encumbered, or utilized
the Artwork Design or Work or any element thereof or any copyright related thereto that may
affect or impair the rights granted pursuant to this Agreement;
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v. Artwork Design and Work are free and clear of any liens from any source whatsoever;
vi. Artist has the full power to enter into and perform this Agreement and to make the grant of
rights contained in this Agreement; and
vii. All services performed hereunder shall be performed in accordance with all applicable laws,
regulations, ordinances, etc., and with all necessary care, skill, and diligence.
5.2. Warranties of Qualitv and Condition.
a. Artist represents and warrants that all work will be performed in accordance with professional
"workmanlike" standards and free from defective or inferior materials and workmanship (including
any defects consisting of"inherent vice" or qualities that cause or accelerate deterioration of the Work)
for one year after the date of Final Acceptance.
b. Artist represents and warrants that the Work and the materials used are not currently known to be
harmful to public health and safety.
c. If within one year after Final Acceptance City observes any breach of warranty described in this
Section 5.2 that is curable by Artist, City shall give written notice to Artist of such breach with
reasonable promptness. Artist shall, at the request of City, cure the breach satisfactorily and consistent
with professional conservation standards (in accordance with the American Institute of Conservation
Code of Ethics and Guidelines for Practice) and/or construction standards, including, but not limited
to, any standards set forth by City, within thirty days after receipt of the written notice, at no expense
to City.
d. If within one year after Final Acceptance City observes any breach of warranty described in this
Section 5.2 that is not curable by Artist, Artist is responsible for reimbursing City for damages,
expenses, and losses incurred by City as a result of the breach. However, if Artist disclosed the risk
of this breach in the proposal and City accepted that risk, it shall not be deemed a breach for puiposes
of this Section 5.2.
e. If after one year from Final Acceptance City observes any breach of warranty described in this Section
5.2 that is curable by Artist, City shall give written notice to Artist to make or supervise repairs or
restorations at a reasonable fee. Artist shall notify City, in writing, within thirty days after receipt of
the notice as to whether Artist will make or supervise the repairs or restorations. Should Artist fail to
respond within the thirty-day deadline, or be unwilling to accept reasonable compensation under the
industry standard, City may seek the services of a qualified restorative conservator and maintenance
expert.
£ Acceptable Standard of Display. Artist represents and warrants that:
i. General routine cleaning and repair of the Work and any associated working parts and/or
equipment will maintain the Work within an acceptable standard of public display;
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ii. Foreseeable exposure to the elements and general wear and tear will cause the Work to
experience only minor repairable damages and will not cause the Work to fall below an
acceptable standard of public display; and
iii. With general routine cleaning and repair, and within the context of foreseeable exposure to
the elements and general wear and tear, the Work will not experience irreparable conditions
that cause the Work to fall below an acceptable standard of public display, including, but not
limited to, mold, rust, fracturing, staining, chipping, tearing, abrading, and/or peeling.
g. Manufacturer's Warranties. To the extent the Work incorporates products covered by a manufacturer's
warranty, Artist shall provide copies of such warranties to City.
h. If City fails to maintain the Work in good condition, Artist shall have the right to disown the Work as
Artist's creation and request that all credits be removed from the Work and reproductions thereof until
the Work's condition is satisfactorily repaired.
ARTICLE 6
1NSURANCE AND 1NDEMNITY
6.1. General.
Artist shall carry insurance as set out in Exhibit "F," which is attached hereto and incorporated herein for all
purposes. Evidence of required insurance shall be submitted to the Contract Manager prior to installation of
the Work on City property. However, if any part of the fabrication process will be conducted on City property,
then Artist shall submit evidence of required insurance to the Contract Manager prior to performance of that
work. Evidence of subsequent renewals of said insurance is required until City has taken possession of the
Work. Except as provided in Section 2.8, the risk of damage to or loss of the Work shall, during fabrication
and installation but prior to Final Acceptance, be solely that of Artist. This risk shall transfer to City and shall
no longer be the responsibility of Artist upon Final Acceptance.
6.2. Performance Bonds.
Artist shall not be required by City to post any performance bonds or similar undertakings.
63. GeneralIndemnitv.
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, ATTORNEYS'
FEES AND COSTS OF DEFENSE), PROCEEDINGS, DEMANDS, DAMAGES,
LIABILITIES, AND SUITS OF ANY KIND OR NATURE, INCLUDING, BUT NOT LIMITED
TO, THOSE FOR PROPERTY LOSS OR DAMAGE (INCLUDING, BUT NOT LIMITED TO,
WORKERS' COMPENSATION ACT LIABILITY, LOST PROFITS, AND PROPERTY
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DAMAGE) AND PERSONAL INJURY (INCLUDING, BUT NOT LIMITED TO, DEATH) TO
ANY AND ALL PERSONS, OR OTHER HARM FOR WHICH RECOVERY OF DAMAGES IS
SOUGHT, OF WHATSOEVER KIND OR CHARACTER, WHETHER REAL OR ASSERTED,
ARISING OUT OF OR RESULTING FROM ANY ACTS, ERRORS, OR OMISSIONS OF
ARTIST AND THEIR RESPECTIVE OFFICERS, AGENTS, EMPLOYEES, DIRECTORS,
MEMBERS, PARTNERS, REPRESENTATIVES, AND SUBCONTRACTORS IN
CONNECTION WITH THE EXECUTION, PERFORMANCE, ATTEMPTED
PERFORMANCE, OR NONPERFORMANCE OF TffiS AGREEMENT.
b. Artist agrees to and shall release City from any and all liability for injury, death, damage, or loss to
persons or property sustained or caused by 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.
6.4. Intellectual Propert�
Artist agrees to assume full responsibility for complying with all state and federal copyright laws and any other
regulations, including, but not limited to, the assumption of any and all responsibilities for paying royalties
that are due for the use of other third-party copyrighted works by 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,
ATTORNEYS' FEES, TO WHICH CITY MAY BE SUBJECTED ARISING OUT OF CITY'S USE OR
POSSESSION OF THE ARTWORK DESIGN OR WORK BY REASON OF AN ALLEGED OR
ACTUAL COPYRIGHT VIOLATION OR OTHER LACK OF OWNERSHIP, AUTHORSHIP, OR
ORIGINALITY. City expressly assumes no obligation to review or obtain appropriate licensing, and all such
licensing shall be the exclusive obligation of Artist.
ARTICLE 7
OWNERSHIP AND 1NTELLECTUAL PROPERTY RIGHTS
7.1. Title.
It is agreed by the parties that title to the Work, including, but not limited to, all documents, models, and
drawings that constitute or are components of the Artwork Design and/or Work, shall pass to City upon Final
Acceptance and payment of amounts owed by City under this Agreement. Said documents, models, and
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drawings will be retained for archival and eXhibition purposes. All parties acknowledge that the Artwork
Design and Work and all other work products under this Agreement shall become the property of City, without
restriction on future use, except as eXplicitly provided herein.
7.2. Co���right Ownershi�.
Artist retains all rights under the Copyright Act of 1976, 17 U.S.C. Section 101 et seq., as amended, as the sole
author of the Work for the duration of the copyright.
7.3. Reproduction Rights.
a. In view of the intention that the Work be unique, Artist shall not make any additional exact duplicate
reproductions of 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 their respective manner and style of artistic expression.
b. By execution of this Agreement, Artist grants to City an exclusive, perpetual, royalty-free, and
irrevocable license to graphically depict and publicly display the Work for any non-commercial
purpose whatsoever. For purposes of this limitation, any graphic depiction or display of 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 revenue 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 City's absolute, unrestricted rights incidental to City's
full ownership ofthe Work to alter, change, modify, destroy, remove, move, replace, operate, maintain,
transport, sell, or transfer, in whole or in part, 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 operations, or for any other reason.
c. All reproductions by City shall contain a credit to Artist and Artist and a copyright notice in
substantially the following form: "�O date, Artist's name."
d. Unless notified otherwise by City, Artist shall use their best efforts in any public showing or resume
use of reproductions to give acknowledgment to City in substantially the following form: "an original
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 copyrights or for registering or
protecting the intellectual property rights of Artist or anyone else.
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ARTICLE 8
ARTIST'S RIGHTS
81. Identi�cation.
Contract Manager shall include credit to Artist and Artist on the Fort Worth Public Art website
(www.fwpublicart.org) and facilitate the design, purchase, and installation of a permanent plaque at the site.
8.2. Maintenance.
City recognizes that maintenance of the Work on a regular basis is essential to the integrity of the Work.
City shall reasonably assure that the Work is properly maintained and protected, taking into account the
maintenance instructions provided by Artist in accordance with Section 2.5 and Exhibit "C."
83. Repairs and Restoration.
a. City shall have the right to determine when and if repairs and restorations to the Work will be made.
b. All repairs and restorations shall be made in accordance with recognized conservation standards (in
accordance with the American Institute of Conservation Code of Ethics and Guidelines for Practice)
and/or construction standards, including, but not limited to, any standards set forth by City.
c. When emergency repairs are necessary to prevent the loss of or further damage to the Work or to
prevent risks to the public, such repairs shall be undertaken or arranged by City as appropriate and
such repairs shall not be deemed to constitute artistic alteration.
8.4. Alteration of the Work or of the Site.
a. City agrees that it will not willfully destroy, damage, or modify the Work, except as provided in
Sections 8.4(b) and 8.4(c) below.
b. In the event that the City determines the Site will be altered, sold, or no longer used by City and the
Work is integrated into a building, structure, or realty, City shall have the right to remove the Work
by any means, including destruction. City may give Artist written notice of its intent to take such
action under this Section 8.4.
c. In the event that the City determines the Site will be altered, sold, or no longer used by City and the
Work is freestanding or incorporated into a building, structure, or realty such that it may be removed
without damaging or destroying the Work or the building or structure, City at its sole discretion may
relocate, sell, or store the Work. If City chooses not to relocate, sell, or store the Work, Artist may be
given written notice and ninety (90) days to remove the Work at his or her sole expense. Upon Artist's
failure to remove the Work, City shall have the right to remove and dispose of the Work by any means,
including its destruction.
d. In the event the Work is substantially damaged or altered, City shall no longer represent the Work as
that of Artist if Artist gives written notice to City that it is the position of Artist to deny authorship on
the grounds stated in this Section 8.4.
Agreement with Sarah Ayala
for Commission of Public Art for Fire Station 16
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e. City shall, at all times, have the right to move the Work, or remove it from public display. City shall
also have the right to sell or trade the Work.
8.5. Permanent Record.
City shall maintain on permanent file a record of this Agreement and of the location and disposition of the
Work.
8.6. Artist's Address.
Artist shall notify City of changes in their address as set forth in Article 15. The failure to do so, if such failure
prevents City from locating Artist, shall be deemed a waiver by the respective party of the right subsequently
to enforce any provisions of this Article 8 that require the express approval of Artist. Notwithstanding this
provision, City shall make every reasonable effort to locate Artist when matters arise relating to Artist's rights.
8.7. Additional Ri�hts and Remedies.
Nothing contained in this Article 8 shall be construed as a limitation on such other rights and remedies available
to Artist under the law, which may now or in the future be applicable.
ARTICLE 9
ARTIST AS AN 1NDEPENDENT CONTRACTOR
All work and services performed hereunder by Artist shall be as an independent contractor and not as an ofiicer,
agent, servant, or employee of City. Artist shall have exclusive control of, and the exclusive right to control
the details of, its work performed hereunder, and all persons performing same, and shall be solely responsible
for the acts and omissions of his/her offcers, agents, employees, and subcontractors. Nothing herein shall be
construed as creating a partnership or joint venture between City and Artist, his/her offcers, agents, employees,
and subcontractors, and the doctrine of respondeat superior has no application as between City and Artist.
ARTICLE 10
SUBCONTRACTING
Artist may subcontract portions of the services to be provided hereunder at Artist's expense, provided that said
subcontracting shall not adversely affect the design, appearance, or visual quality of the Work and shall be
carried out under the personal supervision of Artist. Any subcontract entered into under this Agreement shall
be expressly subject to the applicable terms ofthis Agreement, including, but not limited to, all indemniiication
and release provisions. Artist shall provide to the Contract Manager information regarding all subcontractors,
along with a copy of the subcontract between Artist and each subcontractor.
ARTICLE 11
TERMINATION
11.1. Gratuities.
City may cancel this Agreement if it is found that gratuities in the form of entertainment, gifts, or otherwise
were offered or given by 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
Agreement with Sarah Ayala
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of any determinations with respect to the performance of this Agreement. In the event this Agreement is
canceled by the City pursuant to this Section ll.l, City shall be entitled, in addition to any other rights and
remedies, to recover from Artist a sum equal in amount to the cost incurred by them in providing such
gratuities.
11.2. Death or Incapacitv of Artist.
a. In the event of Artist's death, or of Artist becoming physically or legally incapacitated during the term
of this Agreement, City shall have the right to terminate this Agreement upon payment for all work
and services performed prior to Artist's death or incapacity. All work product produced by Artist,
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 City.
b. In the event of termination under this Section 11.2, City shall have the right to complete the Work, if
feasible. Due regard shall be made for Artist's intended results, and proper credit and
acknowledgement shall be given to Artist. This provision shall survive the termination or expiration
of this Agreement.
113. Termination for Convenience.
a. The services to be performed under this Agreement may be terminated by either Artist or City,
subject to written notice submitted to the other party at least thirty (30) calendar days before
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 the payment schedule in Section 3.2 of this
Agreement as determined in City's sole discretion, 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 payment in full of all monies due for services provided up to the effective date of
termination, City shall have the right, in its sole discretion, to possession and transfer of all work
product produced by Artist under this Agreement, including, but not limited to, finished and unfinished
drawings, sketches, photographs, models, designs, and the Work up to the effective date of termination.
c. If termination is for the convenience of Artist, City shall have the right, in its sole discretion, to pay
Artist for services actually rendered up to the effective date of termination in accordance with Section
3.2 of this Agreement or to 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 the effective date of termination, as determined in
City's sole discretion. If City chooses to pay Artist, then all work product produced by Artist under
this Agreement, including, but not limited to, finished and unfinished drawings, sketches, photographs,
models, designs, and the Work up to the effective date of termination shall become property of City.
Agreement with Sarah Ayala
for Commission of Public Art for Fire Station 16
I S of 34
d. If termination is by mutual agreement of the Parties, then City shall pay Artist per the payment
schedule in Section 3.2 as determined in City's sole discretion 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, sketches, photographs,
models, and designs up to the effective date of termination.
11.4. Termination for Cause.
a. If any 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 in accordance with the dispute
resolution process set forth in Article 12 of this Agreement. If the Parties cannot resolve the dispute(s),
then the disputing party shall thereupon have the right to terminate this Agreement upon the delivery
of a written "Notice of Termination" specifying the grounds for termination. Termination of this
Agreement under this Section 11.4 shall not relieve the party in default of any liability for damages
resulting from a breach or a violation of the terms of this Agreement.
b. If City terminates this Agreement pursuant to this Section 11.4, then City shall have the right to
complete the Work in accordance with the Artwork Design, which shall be in addition to any and all
other rights and remedies available to City at law or in equity. If City eXercises its right to complete
the Work, then, notwithstanding anything to the contrary:
(1) title to the Artwork Design, Work, and all other work product under this Agreement and
any prior agreement for the Work, including, but not limited to, all documents, models, and
drawings that constitute or are components of the Artwork Design or Work, shall pass to City
and become the property of City, without restriction on future use, immediately upon the
City's exercise of its right to complete the Work;
(2) Artist shall forfeit any and all rights to the Artwork Design, Work, and all other work
product under this Agreement and/or any prior agreement for the Work, including, but not
limited to, those stated under Articles 7(Ownership and Intellectual Property Rights) and 8
(Artist's Rights) of this Agreement;
(3) Artist automatically sells, assigns, and transfers to City the entire right, title, and interest
in and to the Artwork Design, Work, and all other work product under this Agreement or any
prior agreement for the Work that the Artist has under the Copyright Act of 1976, 17 U.S.C.
Section 101 et seq., as amended, and all the rights and privileges appertaining thereto,
including, without limitation, the exclusive right to reproduce, prepare derivative works based
upon, distribute copies to the public, and display said Artwork Design and Work, the same to
Agreement with Sarah Ayala
for Commission of Public Art for Fire Station 16
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be held and employed by City for City's own benefit and use and for the benefit and use of
City's successors, assigns, and legal representatives forever;
(4) Artist shall have no copyright or other property interest in the Artwork Design, Work, or
any other work product under this Agreement and any prior agreement for the Work; and
(5) Artist, pursuant to this Section 11.4, hereby acknowledges the rights of attribution 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 their own free act hereby waives
such rights with respect to any and all uses of the Artwork Design, Work, and all other work
product under this Agreement and/or any prior agreement as a public artwork. Nothing in this
Section 11.4 shall affect the survival of the Articles outlined in Section 14.15 of this
Agreement, which shall remain in full force and effect following termination of this
Agreement.
ARTICLE 12
DISPUTE RESOLUTION
a. If the Artist or City has a claim, dispute, or other matter in question for breach of duty, obligations, services
rendered, or any warranty that arises under this Agreement, the Parties shall first attempt to resolve these
issues through this dispute resolution process. The disputing party shall notify the other parties in writing
as soon as practicable after discovering the claim, dispute, or breach. The notice shall state the nature of
the dispute and list the party's specific reasons for such dispute. Within ten (10) business days of receipt
of the notice, all parties shall make a good faith effort 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) calendar days of the date of receipt of the notice
of the dispute, then the Parties shall submit the matter to mediation in accordance with Chapter 154 of the
Texas Civil Practice and Remedies Code and Chapter 2009 ofthe Texas Government Code, then in effect.
Request for mediation shall be in writing and shall request that the mediation commence not less than
fifteen (15) or more than forty-five (45) calendar days following the date of request, except upon
Agreement of the Parties. In the event the parties are unable to agree to a date for the mediation or to the
identity of a mutually agreed mediator within thirty (30) calendar days following the date of the request
for mediation, then all the conditions precedent in this article shall be deemed to ha�e occurred. The
Parties shall share the mediator's fee and any filing fees equally. Venue for any mediation or lawsuit
arising under this Agreement shall be in Tarrant County, Texas. No provision of this agreement shall
waive any immunity or defense. No provision of this Agreement constitutes consent to sue. If the Parties
Agreement with Sarah Ayala
for Commission of Public Art for Fire Station 16
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cannot resolve the dispute through mediation, then all parties shall have the right to exercise any and all
remedies available at law or in equity regarding the dispute.
ARTICLE 13
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, transgender,
gender identity, or gender expression. Artist shall take affirmative action to ensure that employees 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 expression.
Such action shall include, but not be limited to, the following: employment, promotion, demotion,
transfer, recruitment, 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 employees and
applicants 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 respective
party 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.
c. Artist shall furnish all information and reports requested by City, and shall permit access to the
respective party's books, records, and accounts for purposes of investigation to ascertain compliance
with such rules 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 debarred
from further agreements with the City.
ARTICLE 14
MISCELLANEOUS
14.1. Compliance.
All parties shall comply with all federal, state, and City statutes, ordinances, and regulations applicable to the
performance of services under this Agreement.
14.2. Entire Ag_,reement.
This writing embodies the entire agreement and understanding between the Parties hereto, and there are no
other agreements or understandings, oral or written, with reference to the subject matter hereof that are not
merged herein and superseded hereby.
Agreement with Sarah Ayala
for Commission of Public Art for Fire Station 16
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143. 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 all parties hereto and approved by appropriate action of City.
14.4. Waiver.
No waiver of performance by any party shall be construed as or operate as a waiver of any subsequent default
of any terms, covenants, or 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.
14.5. Governin� Law and Venue.
If any action, whether real or asserted, at law or in equity, arises on the basis of any provision of this Agreement,
venue for such action shall lie in state courts located in Tarrant County, Texas or the United States District
Court for the Northern District of Texas — Fort Worth Division. This Agreement shall be construed in
accordance with the laws of the State of Texas.
14.6. Successors and Assi�
No party hereto shall assign, sublet, or transfer its interest herein without prior written consent of the other
party, and any attempted assignment, sublease, or transfer of all or any part hereof without such prior written
consent shall be void. This Agreement shall be binding upon and shall inure to the benefit of City and Artist
and each party's respective successors and permitted assigns.
14.7. No Third-Partv Bene�ciaries.
The provisions and conditions of this Agreement are solely for the benefit of the named parties, and any
lawful successors or assigns, and are not intended to create any rights, contractual or otherwise, to any other
person or entity.
14.8. Severabilitv.
If any provision of this Agreement shall be held to be invalid, illegal, or unenforceable, the validity, legality,
and enforceability of the remaining provisions shall not in any way be affected or impaired.
14.9. Contract Construction.
The Parties acknowledge that each party and, if it so chooses, its counsel have had the opportunity to review
and revise this Agreement and that the normal rule of contract construction to the effect that any ambiguities
are resolved against the drafting party shall not be employed in the interpretation of this Agreement or any
amendments or exhibits hereto.
14.10. Fiscal Fundin_� 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 earlier of (i) thirty (30) days following delivery by City to Artist of written notice of City's
Agreement with Sarah Ayala
for Commission of Public Art for Fire Station 16
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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.
14.11. Captions.
Captions and headings used in this Agreement are for reference purposes only and shall not be deemed a part
of this Agreement.
14.12. Artist's Address.
Artist shall notify the Contract Manager of changes in address.
14.13. Survivin� Covenants.
The covenants and obligations set forth in this Agreement shall not survive the death or legal incapacity of
Artist, except as provided herein.
14.14. Ri�ht to Audit.
Artist agrees that City will have the right to audit the financial and business records of Artist that relate to the
Work (collectively "Records") at any time during the Term of this Agreement and for three (3) years thereafter
in order to determine compliance with this Agreement. Throughout the Term of this Agreement and for three
(3) years thereafter, Artist shall make all Records available to City at 100 Fort Worth Trail, Fort Worth, Texas
76102, or at another location in City acceptable to the respective parties following reasonable advance notice
by City, and shall otherwise cooperate fully with City during any audit. Artist shall require all of its
subcontractors to include in subcontracts a right to audit in favor of City in substantially the same form as
above.
1415. Survival Provision.
The provisions contained in Articles 5(Warranties), 6(Insurance and Indemnity), 7(Ownership and
Intellectual Property Rights), 9(Independent Contractor), 11.2 (Death or Incapacity of Artist), and 14.14 (Right
to Audit) shall survive the termination or expiration of this Agreement.
14.16. Counterparts and Electronic Si�natures.
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
shall be as legally binding for all purposes as an original signature.
14.17. Time Extensions.
The Parties may mutually agree, in writing, to extend or modify any of the time deadlines set forth in this
Agreement.
14.18. Energ,y Companies.
If Artist is a company with ten (10) or more full-time employees and this Agreement is for $100,000 or more,
Artist acknowledge that in accordance with Chapter 2276 of the Texas Government Code, the City is prohibited
from entering into a contract for goods or services that has a value of $100,000 or more that is to be paid wholly
Agreement with Sarah Ayala
for Commission of Public Art for Fire Station 16
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or partly from public funds of the City with a company with 10 or more full-time employees unless the contract
contains a written verification from 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 meanings ascribed to those terms by Chapter 2276 of the Texas Government Code. To
the eatent that Chapter 2276 of the Government Code is applicable to this Agreement, by signing this
Agreement Artist certifies that their signature provides written verification to the City that they: (1) do not
boycott energy companies; and (2) will not boycott energy companies during the term of this Agreement.
14.19. Firearms and Ammunitions Industries.
If Artist is a company with ten (10) or more full-time employees and this Agreement is for $100,000 or more,
Artist acknowledges that in accordance with Chapter 2274 of the Texas Government Code, the City is
prohibited from entering into a contract for goods or services that has a value of $100,000 or more that is to be
paid wholly or partly from public funds of the City with a company with 10 or more full-time employees unless
the contract contains a written verification from the company that it: (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 during the term of the contract against a�rearm entity or �rearm trade association. The terms
"discriminate," "firearm entity," and "�rearm trade association" have the meanings ascribed to those terms by
Chapter 2274 of the Texas Government Code. To the eatent that Chapter 2274 of the Government Code is
applicable to this Agreement, by signing this Agreement Artist certifies that their signature provides written
verification to the City that they: (1) do not have apractice, policy, guidance, or directive that discriminates
against a firearm entity or firearm trade association; and (2) will not discriminate against a firearm entity
or firearm trade association during the term of this Agreement.
ARTICLE 15
NOTICES
All notices, requests, demands, and other communications which are required or permitted to be given under
this Agreement shall be in writing and shall be deemed to have been duly given upon the delivery or receipt
thereof, as the case may be, if delivered personally or sent by registered or certified mail, return receipt
requested, postage prepaid, as follows:
CITY OF FORT WORTH: Dana Burghdoff, Assistant City Manager
City Manager's Office
City of Fort Worth
100 Fort Worth Trail
Fort Worth, Texas 76102
Agreement with Sarah Ayala
for Commission of Public Art for Fire Station 16
21 of 34
Copies to: Leann Guzman, City Attorney
Office of the City Attorney
City of Fort Worth
100 Fort Worth Trail
Fort Worth, Texas 76102
Anne Allen, Public Art Program Manager
Arts Fort Worth
512 W. 4re Street
Fort Worth, Texas 76102
ARTIST Sarah Ayala
3733 Byers Avenue
Fort Worth, TX, 76107
Agreement with Sarah Ayala
for Commission of Public Art for Fire Station 16
22 of 34
IN WITNESS WHEREOF, the Parties hereto have executed this Agreement to be effective as of the Effective Date.
CITY OF FORT WORTH SARAH AYALA
by��@,�jD�2bq,?iff by: --t---t-----+----;'---++-"--'s::-:,'------
Assistaut City Manager
Date: 10/17/2025 V •
RECOMMENDED FOR APPROVAL
BY: ,ll_ Mi<Mlti&li(l�rk {Oct 16, 2025 12:24:58 CDT) Director, Fort Worth Public Library
CONTRACT COMPLLANCE MANAGER
By signing, l acknowledge that [ am the person responsible
Saral
for the monitoring and administration of this contract, including
ensuring all performance and reporting requirements.
Nk�
Title: Public Art Program Manager APPROVED AS TO FORM AND LEGALITY:
Tr Qualls Assistant City Attorney
ATTESTED BY:
City Secretary
Agreement with Sarah Ayala
for Commission of Public Art for Fire Station 16
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Contract Authorization:
Forms 1295: Certificate Number; 2025-1352897, 8/20/25
M&C: 25-0950
DATE: September 30, 2025
Agreement with Sarah Ayala
for Commission of Public Art for Fire Station 16
24 of 34
Exhibit A: Approved Final Design
Fort Worth artist Sarah Ayala's free-standing artwork will anchor the most visible corner of the project site,
the grassy area near the building facing the intersection of Lovell Avenue and Horne Street. She conceptualizes
the artwork as representing the contemporary life of three communities: Como and Ridglea and their distinct
histories, cultures and values, and the community of fire fighters at Fire Station #16.
The artist's design is an abstracted panther, in cast bronze as a low-polygon form and poised atop a
dodecahedron, a twelve-sided polyhedron fabricated in aluminum, coated to match the bronze color. The
dodecahedron will include phrases collected from the community and the fre fighters cut into the aluminum.
Lit from within, light will shine through these openings to broadcast the phrases outward like a beacon. The
artist's concept is based on:
1. The feedback shared by the Project Core Team included an interest in expressing the rich and
overlapping histories and cultures of these two adjacent communities and how it's manifested today using
words and phrases that characterize their values
2. Input from the firefighters of Station # 16, who expressed an interest in having their mascot — the
panther — included in the artwork; and,
3. The artist's interdisciplinary practice and use of complex geometries, patterns and text to give form to
these values and concepts
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Agreement with Sarah Ayala
for Commission of Public Art for Fire Station 16
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Exhibit B: Site
Fire Station #16, 5701 Lovell Avenue, Fort Worth, Texas, 76107
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Agreement with Sarah Ayala
for Commission of Public Art for Fire Station 16
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Exhibit C: Technical and Maintenance Record
GENERAL INFORMATION
Artist:
Address:
Telephone:
Cell:
E-mail:
Gallery Affiliation:
Other Representation:
:: � 1:►
Title of Artwork:
Project Name and Location Address:
FWPA Project Manager:
Description of Artwork: (attach separately if necessary):
Artwork Dimensions:
Height: Width: Depth:
Pedestal or Pad Material:
Pedestal or Pad Dimensions:
Height: Width: Depth:
Location & Description of Signature Markings (or copyright):
Agreement with Sarah Ayala
for Commission of Public Art for Fire Station 16
27 of 34
Edition Information if applicable:
Date of Execution:
Place of Execution:
Collaborating Artist:
Fabricator (if other than Artist)
Fabricator Address:
Methods/Materials Used in Execution of Artwork
Materials (list type, brand name and manufacturer of all materials; attach Material Safety &
Technical Data. Include contact names for all suppliers and attach warranty information):
Construction Description: (list all fabricators and any architects, engineers or other technicians
involved in the creation and installation of this artwork. Attach all warranties & agreements)
Material(s) Specifications:
Joining Methods:
Welding Rod Alloy or Joint Material & Application Method:
Agreement with Sarah Ayala
for Commission of Public Art for Fire Station 16
28 of 34
Casting Alloy, Wax Body, Glass or Fiber Type:
Finishes & Coatings (paint color and type, glaze, patina, any and all coatings including fixative,
UV, graffiti, etc. Please list vendors and contact information and provide all product information):
Pedestals, Foundations & Footings, Mounting and Attachment Applications
(List all materials used to install artwork on site. Include vendor information, parts numbers,
warranties and agreements.)
Integrated Components
(List all components included in design and fabrication contracts that function as a part of the final
installation including but not limited to: lighting, media, landscaping, etc. Include all vendor
information, parts numbers, warranties and agreements and any/all design schematics):
Installation
Installation Date:
Installation Method: (describe installation method, provide photo documentation if available. List
name and contact information of installation crew. Attach any diagrams or disassembly
instructions.)
Agreement with Sarah Ayala
for Commission of Public Art for Fire Station 16
29 of 34
Recommended Routine Maintenance
Artist recommendation based on experience and consultation with conservation expert
Artist's Conservation Consultant
Name:
Address:
Phone:
(Please attach Conservator's Long Term Maintenance Recommendations)
Unusual or Special Circumstances of Note
Artist's Intention
(Please describe your view of how the artwork will change over time and in response to
environmental conditions. Artist's vision of how the artwork will look in the future assists FWPA
in realizing an appropriate conservation action plan. In addition to environmental conditions public
artworks are often affected by public handling, landscaping and site changes. Please clearly detail
your eXpectations for this artwork. Please address issues related to the life eXpectancy of this
artwork.)
Agreement with Sarah Ayala
for Commission of Public Art for Fire Station 16
30 of 34
Exhibit D: Affidavit
AFFIDAVIT OF BILLS PAID
Date:
Affiant:
Proj ect:
Affiant on oath swears that the following statement is true:
Affiant has paid each of Affiant's contractors, laborers, and materialmen in full for all labor and
materials provided to Affiant for the construction of any and all improvements on the project. Affiant
is not indebted to any person, firm, or corporation by reason of any such construction. There are no
claims pending for personal injury and/or property damages.
Affiant:
SUBSCRIBED AND SWORN TO before me, the undersigned authority, on this the
Day of
20
Notary Public, State of Texas
Agreement with Sarah Ayala
for Commission of Public Art for Fire Station 16
Print Name
Commission Expires
31 of 34
Exhibit E: Sales Tax Exemption
��k��� .� `s ,���_.�
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Texas Sales and Use Tax Exemption Certification
Thrs ceRrfrcate does not require a number to be valid.
Name of purchaser. fnm or agency
City of Fort Worth, Texas
Pddrass (SiraeP 6 num0er P O. Boxo•Ro�fe num7e�� Pnone (Area cooe a^a n�mDe��
100 Fort Worth Trail 817-392�500
Ci'y. Sta�e L+� _a7e
Fort Worth, Texas 76102
I. the purchaser named above. claim an exemption from payment of sales and use taxes (for the purchase of taxable
items descnbed below or on the attached order or invoice) from:
Seller: All Vendors
Street address: Clty. State. ZIP code:
Descnption of dems to be purchased ar on the attached order or invo�ce:
Purchaser Gaims Ihis exemptlon fa the following reason:
I understand that I+n�ll be liable for payment of all state and local sales or use taxes which may become due for (ailure to comply with
Ihe provls�ons of the Tax Code andlor all applicable law.
f understand ihat it is a crrmina! olfense to 9�ve an exemption cert�ficate to the seller /or taxab/e �tems that ! krtow. at the time o/purchase,
wi11 be used �n a manner other than that expressed in this ceRificate, and depending on the amount ol tax evaded. the oflense may range
from a Class C mrsdemeanor to a felony o/ the second degree.
P�urc ��aser Title Date
Sign �_ Chief Financial Officer 03/13/2024
here �
NOTE: This certificate cannot be issued (or the purchase. lease, or rental of a motor vehicle.
THlS CERTlFICATE DOES NOT REQUIRE A NUMBER TO BE VAUD.
Sales and Use Tax "Exemption Numbers" or "Tax Exempt" Numbers do not exisl
This certiflcale should be fum�shed to the supplier. Do not send the completed certificate to Ihe Comptroller oi Public A000unls.
Agreement with Sarah Ayala
for Commission of Public Art for Fire Station 16
32 of 34
Exhibit F: Insurance Requirements
PUBLIC ART PROJECTS -1NSURANCE REQUIREMENTS
Artist shall meet all the following insurance requirements for this Project. If Artist subcontracts fabrication,
transportation, and/or installation of the Work, then Artist shall also require his/her subcontractor(s) to abide
by all of the following insurance requirements.
Commercial General Liability (CGL)
$1,000,000 Each occurrence
$2,000,000 Aggregate limit
Coverage shall include, but not be limited to, the following: premises, operations, independent contractors,
products/completed operations, personal injury, and contractual liability. Insurance shall be provided on an
occurrence basis, and be as comprehensive as the current Insurance Services Office (ISO) policy. The policy
shall name City as an additional insured.
Bailee's/Property (if applicable)
The inland marine policy shall provide per occurrence coverage at replacement cost value based on the latest
appraised value of the Artwork, which is entrusted to the Artist and is considered to be in the Artist's care,
custody, and control and shall include property "in transit."
Automobile Liability
$1,000,000 Each accident
or
$250,000 Bodily Injury per person
$500,000 Bodily Injury per occurrence
$100,000 Property Damage
A commercial business policy shall provide coverage on "Any Auto," defined to include autos owned, hired,
and non-owned.
For Artist and/or Artist's subcontractors who have employees: Workers' Compensation
Statutory limits
Employers' liability
$100,000 Each accident/occurrence
$100,000 Disease - per each employee
$500,000 Bodily Injury/Disease - policy limit
Workers' Compensation coverage shall provide limits consistent with statutory benefits outlined in the Texas
Workers' Compensation Act (Art. 8308 — 1.01 et seq. Tex. Rev. Civ. Stat.).
Agreement with Sarah Ayala
for Commission of Public Art for Fire Station 16
33 of 34
GENERAL POLICY REQUIREMENTS
The certificate of insurance shall include an endorsement naming the City of Fort Worth, its ofiicers,
employees, and volunteers as an "Additional Insured" on all liability policies. The "additional insured"
requirement does not apply to Workers' Compensation or Automobile policies.
Artist is responsible for providing the City at least thirty (30) days' 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. All insurers must
have a minimum rating of A- VII in the current A. M. Best Key Rating Guide or have reasonably equivalent
financial strength and solvency to the satisfaction of Risk Management. If the rating is below that required,
written approval of Risk Management is required.
If insurance policies are not written for specified coverage limits, an Umbrella or Excess Liability insurance
for any differences is required. Excess Liability shall follow form of the primary coverage.
Unless otherwise stated, all required insurance shall be written on an "occurrence basis."
The deductible or self-insured retention (SIR) affecting required insurance coverage shall be acceptable to and
approved in writing by the Risk Manager of City of Fort Worth in regards to asset value and stockholders'
equity. In lieu of traditional insurance, alternative coverage maintained through insurance pools or risk
retention groups, must also approved by City's Risk Manager.
City, at its sole discretion, reserves the right to review the insurance requirements and to make reasonable
adjustments to insurance coverages and their limits when deemed necessary and prudent by City based upon
changes in statutory law, court decision, or the claims history of the industry or of the contracting party. City
shall be required to provide prior notice of ninety days.
City shall be entitled, upon request and without expense, to receive copies of policies and endorsements thereto
and may make any reasonable requests for deletion or revision or modifications of particular policy terms,
conditions, limitations, or exclusions except where policy provisions are established by law or regulation
binding upon either party or the underwriter on any such policies.
Agreement with Sarah Ayala
for Commission of Public Art for Fire Station 16
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City of Fort Worth,
Mayor and
Texas
Council Communication
DATE: 09/30/25 M&C FILE NUMBER: M&C 25-0950
LOG NAME: 84 PUBLIC ART PROJECT FIRE STATION 16
SUBJECT
(CD 3 and CD 6) Authorize Execution of Artwork Commission Contract with Artist Sarah Ayala in an Amount Up to $138,477.00 for Fabrication,
Delivery, Installation, and Contingencies for Artwork to be Located at the New Fire Station No. 16, 5701 Lovell Avenue, Fort Worth, Texas,
76107(2022 Bond Program)
RECOMMENDATION:
It is recommended that the City Council authorize execution of an artwork commission contract with artist Sarah Ayala in an amount up to
$138,477.00 for fabrication, delivery, installation, and contingencies for artwork to be located at the new Fire Station #16, 5701 Lovell Avenue, Fort
Worth, Texas, 76107.
DISCUSSION:
Fort Worth artist Sarah Ayala's free-standing artwork will anchor the most visible corner of the project site, the grassy area near the fire station
facing the intersection of Lovell Avenue and Horne Street. Ayala conceptualizes the artwork as representing the contemporary life of three
communities: Como and Ridglea and their distinct histories, cultures and values, and the community of firefighters at Fire Station #16.
The artisYs design is an abstracted panther, fabricated as a low-polygon form and poised atop a dodecahedron, a finrelve-sided polyhedron. The
dodecahedron will include water jet cut phrases collected from the community and fire fighters. Light will shine through these phrases at night to
broadcast the words outward like a beacon.
The artisYs concept is based on the Project Core Team's desire to represent the rich and overlapping histories and cultures of these finro adjacent
communities and how iYs manifested today using phrases that characterize their values, along with input from the Fire Station #16 firefighters who
expressed an interest in having their panther mascot included and the artisYs own interdisciplinary practice and use of complex geometries,
patterns and te�.
Fort Worth Art Commission (FWAC) Action:
On August 19, 2024, the FWAC approved the artist's Preliminary Design. On October 28, 2024, the artist was placed under a Final Design
Agreement, City Secretary Contract No. (CSC) # 62213. On July 21, 2025, the Fort Worth Art Commission approved the Final Design and
recommended Sarah Ayala be placed under an Artwork Commission Contract.
The project is included in the Fort Worth Public Art Fiscal Year 2025 Annual Work Plan, adopted by the Fort Worth City Council on November 12,
2024, as Mayor & Council Communication (M&C) 24-1001.
The artist shall require their subcontractors to pull all permits required for this project, however, the City shall waive any fees for these permits as
this project is funded by City Bond funds.
Estimated annual maintenance for the artwork associated with this project is anticipated to be $1,000.00.
This project is included in the 2022 Bond Program. The City's Extendable Commercial Paper (ECP) (M&C 22-0607; Ordinance 25675-08-2022)
provides liquidity to support the appropriation. Available resources will be used to actually make any interim progress payments until debt is
issued. Once debt associated with a project is sold, debt proceeds will reimburse the interim financing source in accordance with the statement
expressing official Intent to Reimburse that was adopted as part of the ordinance canvassing the bond election (Ordinance 25515-05-2022).
PROJECT BUDGET AMOUNT CONTRACT
Preliminary Design $8,324.00 CSC # 61017
Final Design $22,774.00 CSC # 62213-A1
Commission and $138,477.00 This M&C
Contingencies
TOTAL $169,575.00
FUNDING SOURCES AMOUNT
2022 Bond Funds $169,575.00
TOTAL $169,575.00
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Council Member Crain concurs with the FWAC's recommendation for Sarah Ayala to create, fabricate, deliver, and install artwork at Fire Station
#16.
Funding is budgeted in the 2022 Bond Program Fund for the Library Department for the purpose of funding the FWPA Fire Station 16 project, as
appropriated.
This project is in COUNCIL DISTRICT 3 and serves neighborhoods in Council Districts 3 and 6.
FISCAL INFORMATION / CERTIFICATION:
The Director of Finance certifies that funds are available in the current capital budget, as previously appropriated, in the 2022 Bond Program Fund
for the FWPA Fire Station 16 project to support the approval of the above recommendation and execution of the commission. Prior to any
expenditure being incurred, the Library Department has the responsibility to validate the availability of funds.
Submitted for City Manager's Office bk Dana Burghdoff 8018
Originating Business Unit Head: Midori Clark 7707
Additional Information Contact: Wesley Gentle 817-298-3029
M&C ATTACHMENT SARAH AYALA FOR COMMISSION OF PUBLIC ART FOR FIRE
STATION 16
Exhibit A: Approved Final Design
Fort Worth Artist Sarah Ayala's free-standing artwork will anchor the most visible corner of the project site,
the grassy area near the building facing the intersection of Lovell Avenue and Horne Street. She conceptualizes
the artwork as representing the contemporary life of three communities: Como and Ridglea and their distinct
histories, cultures and values, and the community of fire fighters at Fire Station #16.
The artist's design is an abstracted panther, fabricated as a low-polygon form and poised atop a dodecahedron,
a twelve-sided polyhedron. The dodecahedron will include water jet cut phrases collected from the community
and the fire fighters. Lit from within, light will shine through these openings to broadcast the phrases outward
like a beacon. The artist's concept is based on:
1. The feedback shared by the Project Core Team included an interest in expressing the rich and
overlapping histories and cultures of these two adjacent communities, and how it's manifested today using
words and phrases that characterize their values
2. Input from the firefighters of Station #16, who expressed an interest in having their mascot — the
panther — included in the artwork; and,
3. The artist's interdisciplina�y practice and use of compleX geometries, patterns and text to give form to
these values and concepts
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ProJecl DestripHon
25" aluminum tlotlecahedron weldetl togethe� ihen [�u�� i•� �': .. .�-� b
Intemolly lit. &onze cast panfhe�. Penfagonoi base
Fohrlcallon Notes
❑� 25" aluminum pentogons weldetl to9ether fo create a dodecahedror.
Will hove text cut out. antl tabs to kcep counlers. Pointed�
Oz Will provitle loundry with o 3D pnntetl poly ponther. ihey will protluce a
bronze cost.
0 LED's In interior of dotle<ahedron. Securetl b top ond illuminote downvtls.
more defails on nezf page.
❑. Penlogonal Concrete Base with brick patternetl lomirwle.
� 2"K2" tubing to supporf litl intenorly.
�, iop panel, with ponlher oltached, is remov�ble �cr more occess on
interior, lor service antl cleaning.
❑ Ora'in ho�es will be atltletl to ihe boltom corr�r���.
1 of 2
Exhibit B: Site
Fire Station #16, 5701 Lovell Avenue, Fort Worth, Texas, 76107
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