HomeMy WebLinkAboutA8952 - RICHARD BECKER STUDIO LLCAGREEMENT FOR PURCHASE AND SALE OF PUBLIC ARTWORK
THIS AGREEMENT FOR PURCHASE AND SALE OF PUBLIC ARTWORK
("Agreement") is entered into and effective this ILI +>1 day of o ear 2021, by
and between the CITY OF PALM SPRINGS, a California charter city and municipal
corporation ("City"), and Richard Becker ("Artist").
RECITALS
A. Pursuant to Municipal Ordinance No. 1479, City established the Public Arts
Commission ("Commission") and an Art in Public Places Program ("Program").
B. Artist submitted a proposal ("Proposal") to the Commission for the sale of
an art piece referred to herein as "THE TOT' ("Artwork").
C. City and Artist desire for the Artwork to be installed in a public/private space,
visible to the public, located in Palm Springs more particularly depicted on Exhibit "B"
attached hereto (the "Site").
D. Consistent with the objectives of the Commission, and in furtherance of the
Program, City desires to purchase from Artist, and Artist desires to sell to City, artwork
described in the Proposal.
NOW, THEREFORE, City and Artist, for the consideration and under the
conditions hereinafter set forth, and pursuant to the authority, terms and conditions set
forth in Municipal Ordinance No. 1479, agree as follows:
1. Scope of Services.
1.1. Fabrication and Completion of the Artwork. Artist shall fabricate or
caused to be fabricated, the Artwork under the personal supervision of the Artist
and in conformity with the Proposal, attached hereto as Exhibit "A" and
incorporated herein by reference, and the procedures and timeline set forth in the
Schedule of Performance (the "Schedule"), attached hereto as Exhibit "C" and
incorporated herein by reference. The Artwork shall not deviate in specifications,
including, but not limited to, size, design or material from the Proposal, unless the
change is approved in writing by the City. In addition to the requirements described
in Exhibit "A", Artist shall create, transport, and deliver the Artwork to a location
within the City as identified by the Contract Officer at Artist's sole cost and
expense. Artist shall also be responsible for installation of the Artwork. Artist shall
bear the risk of loss on the Artwork until it is delivered to the City.
1.2. Artist's Installation Costs. Artist shall bear any installation costs as it
pertains to the Site as described in Exhibit "B", attached hereto and incorporated
herein by reference, including any landscaping alterations, lighting enhancements,
and concrete materials.
1.3. Modifications Prior to Installation. The City shall have the right,
before acceptance of the Artwork, to request modifications to the Artwork. Should
such modifications result in an increase in cost to Artist, full documentation of such
costs shall be submitted to the City in writing and subject to approval by the City.
Upon approval, such increased costs shall be paid to Artist prior to the date of
installation, in addition to the fee to be paid to Artist pursuant to Section 4 below.
In the event the modifications result in a reduction of costs to Artist, the fees owed
to Artist pursuant to Section 2 below outlined in Exhibit "C" shall be reduced by a
like amount. Except as expressly provided in this Agreement, City shall not
intentionally damage, alter, modify or change the Sculpture, without the prior
written consent of Artist, except in such cases where damage results from an
emergency or as set forth in Section 6.2 below.
1.4. City's Removal or Transfer of Artwork. City may, in its sole and
absolute discretion, remove or transfer the Artwork to another location, provided,
however, that the Artwork is not destroyed, mutilated, or modified, as those terms
are used in 17 U.S.C. §106A, and so long as the Artwork can be described as
created by the Artist.
2. Completion and Delivery of Artwork. The Artwork shall be completed and
delivered in accordance with the Schedule of Performance, a copy of which is
attached hereto as Exhibit "C".
3. Ownership of Documents, Models. All studies, drawings, designs, and models
prepared and submitted by Artist to City relative to this Agreement shall become
the property of City. City agrees not to reuse such studies, drawings, and models
for the purpose of constructing a full-sized duplicate of the Artwork.
4. Fee and Interim Payments. As consideration for the Artwork and all services
by Artist hereunder, City shall pay Artist the fees in an amount not to exceed
EIGHTEEN THOUSAND EIGHT HUNDRED DOLLARS ($ 18,800.00) plus
applicable sales tax, as set forth on the attached Exhibit "D", attached hereto and
incorporated herein by reference ("Fee Schedule").
THE MAXIMUM AMOUNT OF CITY'S OBLIGATION UNDER THIS AGREEMENT
IS THE AMOUNT SPECIFIED UNDER THIS SECTION 4 OF THIS AGREEMENT.
ARTIST WILL COMPLETE THE WORK AND SERVICES REQUIRED UNDER THIS
AGREEMENT FOR THE DESIGN, DEVELOPMENT, CONSTRUCTION, AND
DELIVERY OF THE ARTWORK WITHOUT LIABILITY ON THE CITY'S PART FOR ANY
PAYMENT BEYOND SUCH MAXIMUM AMOUNT.
5. Artist's Rights; City's Ownership Rights.
5.1 Alterations. The City, having expended considerable public funds to
commission the Artwork, and pursuant to its governmental and proprietary
responsibilities, intends to display the Artwork at the Site as originally created by
Artist and to maintain the Artwork in good condition. The City must preserve
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complete flexibility to operate and manage City property in the public's interest.
Therefore, City retains the absolute right to alter the Artwork in City's sole
judgment. For example, City may alter the Artwork to eliminate hazard, to comply
with the ADA, to otherwise aid City in the management of its property and affairs,
or through neglect or accident. If, during or after the term of this Agreement, City
finds the Site to be inappropriate, City has the right to cause the Artwork to be
installed at an alternate location that City chooses in its sole reasonable discretion.
5.2 Waiver. With respect to the Artwork produced under this Agreement,
Artist waives any and all claims, arising at any time and under any circumstances,
against City, its officers, agents, employees, successors and assigns, arising
under the federal Visual Artists Rights Act (17 U.S.C. §§106A and 113(d)), the
California Art Preservation Act (Cal. Civil Code §§987 et seq.), and any other local,
state, federal or international laws that convey rights of the same nature as those
conveyed under 17 U.S.C. §106A, Cal. Civil Code §§987 et seq., or any other type
of moral right protecting the integrity of works of art. If the Artwork is incorporated
into a building or the Site such that the Artwork cannot be removed from the
building or Site without alteration of the Artwork, Artist waives any and all such
claims against any future owners of the Site, and its agents, officers and
employees, for alteration of the Artwork.
5.3 Good Faith. Where time permits, prior to altering the Artwork, City
shall make reasonable good faith efforts to notify and consult with Artist, at the last
phone number or address provided by Artist to the City, and to come to a mutually
agreeable plan for disposition of the Artwork. Such consultation shall be without
charge by Artist unless otherwise specifically agreed in writing. If the Artwork is
altered and City intends to maintain the Artwork on display, City shall make a
reasonable good faith effort to engage Artist in the restoration of the Artwork and
to compensate Artist for Artist's time and efforts at fair market value, which may be
the subject of a future agreement between Artist and City. However, City has no
obligation under this Agreement to restore the Artwork to its original condition or
to compensate Artist for any restoration work. If Artist fails or refuses to negotiate
with City in good faith with respect to any restoration, City may contract with any
other qualified art conservator or artist for such restoration.
5.4 Disclaimer. If City alters the Artwork without Artist's consent in a
manner that is prejudicial to Artist's reputation, Artist retains the right to disclaim
authorship of the Artwork in accordance with California Civil Code §987(d) and 17
U.S.C. §106A(a)(2).
6. Artists' WarrantiesNVaivers.
6.1. Defects in Materials or Workmanship. Artist warrants that the Artwork
and Artist services hereunder will be free of defects in workmanship or materials, and that
Artist will, at Artist's own expense, remedy any defects due to faulty workmanship or
materials appearing during the twenty-four (24) month period immediately following
completion of the installation of the Artwork. This warranty includes any workmanship or
materials which cause the Artwork to deteriorate over said twenty-four (24) month period
in a manner inconsistent with the design, the approved plans and specifications or as
would otherwise be expected from products made of similar materials, or from any quality
within the materials which comprise the Artwork which, either alone or in combination,
result in the tendency of the Artwork, or their installation, to deteriorate.
6.2. Public Safety. City and Artist shall cooperate to insure that the
Artwork, or the installation, incorporate no feature which is a danger to the public such as
sharp edges or points. The City shall review the Artwork and installation plans and shall
request any modification relative to public safety prior to installation. Any modifications
requested by the City shall be governed pursuant to Section 1.3 above. Should hazards
become apparent after installation, City shall have the right to make adjustments and
modifications thereto to eliminate such hazards. Artist agrees to cooperate in making
adjustments to the site or pedestal or display of the Artwork, if necessary, to eliminate
other hazards which become apparent within two (2) years of the date the Artwork is
finally accepted by City. City shall solely bear the cost of any such modifications.
6.3. Title. Artist warrants that the Artwork is the result of the artistic efforts
of Artist and that the Artwork will be delivered and transferred to City free and clear of any
liens, claims, or other encumbrances of any type, exclusive of intellectual property rights
of Artist.
7. Excuse or Suspension of Contractual Obligations, Force Maieure. The time
period(s) specified in the Proposal for performance of the services rendered pursuant to
this Agreement shall be extended because of any delays due to unforeseeable causes
beyond the control and without the fault or negligence of Artist, including, but not restricted
to, acts of God or of the public enemy, unusually severe weather, fires, riots, strikes,
freight embargoes, wars, litigation, and/or acts of any governmental agency, including the
City, if Artist, within fifteen (15) days of the commencement of such delay, notifies the City
in writing of the causes of the delay.
8. Maintenance of the Artwork. Upon completion of the installation of the Artwork, Artist
shall provide City with written instructions for appropriate maintenance and preservation
of the Artwork.
9. Default; Remedies.
9.1 Disputes. In the event of any dispute arising under this Agreement,
the injured party shall notify the defaulting party in writing of the breach or dispute
and the facts giving rise thereto. The injured party shall continue performing its
obligations hereunder so long as the defaulting party commences to cure such
default within fifteen (15) days of receipt of such notice and completes the cure of
such default within thirty (30) days after receipt of the notice, or such longer period
as may be permitted by the injured party; provided that if the default is or presents
an immediate danger to the health, safety and general welfare, City may take
immediate action. Compliance with the provisions of this Section shall be a
condition precedent to termination of this Agreement for cause and to seek
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arbitration, and such compliance shall not be a waiver of any parry's right to seek
arbitration in the event that the dispute is not cured.
9.2 Waiver. No delay or omission in the exercise of any right or remedy
by non -defaulting party on any default shall impair such right or remedy or be
construed as a waiver unless such waiver, delay or omission is memorialized in
writing. A party's consent to or approval of any act by the other party requiring the
first party's consent or approval shall not be deemed to waive or render
unnecessary the other party's consent to or approval of any subsequent act unless
such consent or approval is memorialized in writing. Any waiver by either party of
any default must be in writing and shall not be a waiver of any other default
concerning the same or any other provision of this Agreement.
9.3 Rights and Remedies. Except with respect to rights and remedies
expressly declared to be exclusive in this Agreement, the rights and remedies of
the parties hereunder are cumulative and the exercise by either party of one or
more of such rights or remedies shall not preclude the exercise by it, at the same
or different times, of any other rights or remedies for the same default or any other
default by the other party.
9_4Arbitration. In addition to any other rights or remedies, either party
may seek arbitration to cure, correct, or remedy any default or to recover damages
for any default. Arbitration shall occur in the State of California according to the
rules of the American Arbitration Association. The prevailing party shall be entitled
to recover reasonable attorney's fees, in addition to all other sums provided by law.
The internal laws of the State of California shall govern this Agreement (exclusive
of the conflicts of laws provision).
9.5 Termination for Default of Artist. City shall have the right to terminate
this Agreement for cause upon any material breach by Artist of the obligations
imposed upon Artist under this Agreement, subject to the requirements of Section
9.1 above. In such event, City may after compliance with the provisions of Section
9.1 above, take over the Artwork and complete the installation of the Artwork as
such installation is contemplated hereunder, and Artist shall be liable for the
reasonable costs City incurs in completing the same. City may withhold payments
to Artist for the purpose of off set or partial payment of the amounts owed City as
previously stated.
9.6 Termination for Default of City. Artist shall have the right to terminate
this Agreement for cause upon any material breach by City of the obligations
imposed upon City under this Agreement, subject to the requirements of Section
9.1 above.
9.7 Attorneys' Fees. if either party to this Agreement is required to initiate
or defend or is made a party to any action or proceeding in any way connected
with this Agreement, the prevailing party in such action or proceeding, in addition
to any other relief which may be granted, whether legal or equitable, shall be
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entitled to reasonable attorneys' fees. Attorneys' fees shall include attorneys' fees
on appeal, and in addition, a party entitled to attomeys' fees shall be entitled to all
other reasonable costs for investigating such action, taking depositions and
discovery and all other necessary costs which are incurred in such arbitration and
on appeal.
10. Hold Harmless. Artist shall hold the City, its elected officials, officers,
employees and agents, harmless from and against any and all liabilities, actions, claims,
demands, losses, costs, damages, penalties, and expenses (collectively "Claims"),
including but not limited to Claims arising from injuries to or death of persons and for
damage to property, that arise out of or relate to Artist's performance under this
Agreement. This hold harmless clause excludes Claims arising from the sole negligence
or willful misconduct of the City, its elected officials, officers, employees, agents, and
volunteers.
11. Intellectual Property and Publicity Rights
11.1. Bill of Sale. Upon the acceptance of the Work and payment therefore
by the City, the Artist shall convey and assign title to the Work and all rights thereto
to the City by executing and delivering the Bill of Sale in the form attached hereto
as Exhibit "E" ("Bill of Sale"). The Artist bears the risk of damage to or loss of the
Work until the title passes to the City. Artist shall register a copyright with the
United States Copyright Office, and the Artist shall provide the City with a copy of
the application for registration. The City's share in the copyright of the Work shall
be transferred to the City by the Bill of Sale.
11.2. Copyright. Except as noted in this Agreement, the Artist shall retain
all copyrights in all original works of authorship produced under this Agreement.
Artist's copyright shall not extend to predominantly utilitarian aspects of the work,
such as landscaping elements, furnishings, or other similar objects.
Notwithstanding any other provision to the contrary, Artist shall not grant, sell, give,
or in any way convey to any person or entity of any kind a copy of the Artwork or
any component thereof or any likeness or reproduction of the Artwork or any
component thereof without the express written approval of the City. Nothing herein
shall prohibit the Artist from providing two dimensional images of the Artwork or
portions thereof to be included in any portfolio or other resume of the Artist
demonstrating or depicting representative samples of the Artist's work.
11.3. City's Intellectual Property License. Artist grants to City, and to City's
agents, authorized contractors and assigns, an unlimited, exclusive, and
irrevocable license to all rights worldwide with respect to the Artwork and any and
all intellectual property or other property of any nature produced, created, or
suggested by the Artist during the term of this Agreement or resulting from the
Artist's services shall be deemed a work made for hire and shall be the sole and
exclusive property of the City. Such license rights include, but are not limited to
the following with respect to the Artwork and any original works of authorship
created under this Agreement, whether in whole or in part, in all media (including
electronic and digital) throughout the universe:
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11. 3.1 Implementation, Use, and Display. City may use and
display any and all graphic representations or models of the Artwork, as well
as the Artwork. To the extent the Artwork involves design elements that are
incorporated by City into the design of the Site, City may implement such
elements at the Site.
11. 3.2 Reproduction and Distribution. City may make and
distribute, and authorize the making, display, and distribution of,
photographs and any other two or three-dimensional reproductions. City
may use such reproductions for any purpose, including advertising,
educational, and promotional materials, brochures, books, flyers,
postcards, print, broadcast, film, electronic and multimedia publicity, gifts for
City benefactors, documentation of City's Civic Art Collection, and
catalogues or similar publications. City shall ensure that such reproductions
are made in a professional and tasteful manner, in the sole and reasonable
judgment of the City. The proceeds from the sale of any such reproductions
shall be used to maintain and support the Artwork or for any other
governmental or charitable purpose as determined at the sole discretion of
City.
11.3.3 Public Records Requests. Any documents provided by
Artist to City are public records and City may authorize third parties to review
and reproduce such documents pursuant to public records laws.
11.3.4 Title to Work Product. Without limiting the generality of
the foregoing, title to all drawings, plans, ideas, concepts, specifications,
models, or other tangible work product produced by the Artist pursuant to
this Agreement shall become the property of the City when produced. The
City shall own the worldwide right, title and interest in such work product.
Artist shall deliver all such original work product to the City upon the
completion or sooner termination of the Artist services under this Agreement
but may retain copies thereof for its permanent records so long as the same
are not used without the City's prior express written consent.
11.4 Third Party Infringement. The City is not responsible for any third
party infringement of Artist's copyright and not responsible for protecting the
intellectual property rights of Artist.
11.5 Credit. Artist hereby agrees that all formal references to the Artwork
and any reproductions of the Artwork in any form shall include the following credit:
"Collection of the City of Palm Springs Public Art Collection." City shall credit Artist
for the Artwork upon publication of any two or three dimensional reproductions of
the Artwork.
11.6 Publicity. City shall have the right to use Artist's name, likeness, and
biographical information, in connection with the display or reproduction and
distribution of the Artwork including all advertising and promotional materials
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regarding the City. Artist shall be reasonably available to attend any inauguration
or presentation ceremonies relating to the public dedication of the Artwork.
11.7 Trademark. In the event that City's use of the Artwork creates
trademark, service mark, or trade dress rights in connection with the Artwork, City
shall have an exclusive and irrevocable right in such trademark, service mark, or
trade dress. Artist may not use the Artwork in any manner that would cause a
likelihood of confusion as to source or sponsorship by City, its agents or assigns,
or to dilute the distinctive quality of such mark.
11.8 Unioue. Artist warrants that the design of the Artwork as expressed
in the Proposal is an edition of one, .and that neither Artist not Artists' agents will
execute or authorize another to execute another work of the same or substantially
similar image, design, dimensions, and materials as the Artwork, except as City
may request pursuant to Section 1.6 above. Artist may create works that utilize or
incorporate various individual art elements that comprise the Artwork, so long as
the work utilizing or incorporating such individual elements (1) does not consist
predominantly of such elements (2) is not the same or substantially similar in
image, design, dimensions and materials as the Artwork, and (3) is not displayed
in an environment that is the same or substantially similar to the environment in
which the Artwork is to be displayed at the Site. This warranty shall continue in
effect for a period consisting of the life of Artist plus 70 years or for the duration of
the Artwork's copyright protected status, whichever is longer, and shall be binding
on Artist and Artist's heirs and assigns. In the case where Artist is comprised of
two or more individual persons or a group of people, the measuring life shall be
the life of the last surviving individual person comprising Artist. Recognizing that
City has no adequate remedy at law for Artist's violation of this warranty, Artist
agrees that, in the event Artist breaches this warranty, City shall be entitled to
enjoin Artist's breach.
11.9 Resale Royalty. If City sells the Artwork as a fixture to real property,
and if the resale value of the Artwork is not itemized separately from the value of
the real property, the Parties agree that the resale price of the Artwork shall be
presumed to be less than the purchase price paid by City under this Agreement.
Thus, City has no obligation to pay resale royalties pursuant to California Civil
Code §986 or any other law requiring the payment of resale royalties. If City sells
the Artwork as an individual piece, separate from or itemized as part of a real
property transaction, City shall pay to Artist a resale royalty to the extent required
by law, based upon the sale price of the Artwork.
12. Documentation. To the extent possible, Artist shall provide information on the
Artwork requested by the City for its registration files.
13. Repair and Restoration. It is the current policy of the City to consult
with Artist regarding repairs and restoration which are undertaken during Artist's lifetime
when that is practical. To facilitate consultation, Artist will, to the extent feasible, notify the
City of any change in his professional address.
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14. Reputation.
14.1 Ci 's Commitment. The City agrees that it will not use the Artwork
or Artist's name in a way which reflects discredit on the Artwork or on the name of
Artist or on the reputation of Artist.
14.2 Artist's Commitment. Artist agrees that it will not make reference to
the Artwork or reproduce the Artwork or any portion thereof in a way which reflects
discredit on City or the Artwork.
14.3 No Assignment or Transfer. The personal skill, judgment and
creativity of Artist are essential elements of this Agreement. Therefore, Artist shall
not voluntarily or involuntarily assign, convey, subcontract, hypothecate, encumber
or otherwise transfer any portion of this Agreement or any of the services to be
performed hereunder without the express written consent of City, which consent
may be withheld in City's sole and absolute discretion. In the event of such
unapproved transfer, including any bankruptcy proceeding, this Agreement shall
be void.
15. Artist as Independent Contractor.
15.1 Neither City nor any of its employees shall have any control over
the manner, mode or means by which Artist, its agents or employees, perform the
services required herein, except as otherwise set forth herein. City shall have no
voice in the selection, discharge, supervision or control of Artist employees,
servants, representatives or agents, or in fixing their number, compensation or
hours of service. Artist shall perform all services required herein as an
independent contractor of City and shall remain at all times as to City a wholly
independent contractor with only such obligations as are consistent with that role.
Artist shall not at any time or in any manner represent that it or any of its agents or
employees are agents or employees of the City. City shall not in any way or for
any purpose become or be deemed to be a partner of Artist in its business or
otherwise or a joint venture or a member of any joint enterprise with Artist.
15.2 The City may require Artist to make such revisions to the Proposal
as are necessary for the installation of the Artwork to comply with applicable
statutes, ordinances or regulations governing the services of Artist hereunder.
Artist acknowledges (i) that Labor Code Section 1771 may require the payment of
prevailing wages and (ii) the Public Contracts Code may require that certain
aspects of the installation of the Artwork be publicly bid. Upon request of City, Artist
shall make such revisions to the installation of the Artwork and/or supply data to
City as is necessary for the installation of the Artwork to comply with the Labor
Code or Public Contracts Code; provided, however, that any such changes that
increase Artist costs to complete the installation shall be paid to Artist in advance
of the installation of the Artwork.
16. Conflict of Interest. No officer, representative or employee of City shall have
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any financial interest, direct or indirect, in this Agreement nor shall any such officer,
representative or employee participate in any decision relating to the Agreement which
effects his or her financial interest or the financial interest of any corporation, limited
liability company, partnership or association in which he or she is, directly or indirectly,
interested, in violation of any Federal or California statute or regulation. Artist warrants
that it has not paid or given and will not pay or give any third party any money or other
consideration for obtaining this Agreement.
17. Covenant Against Discrimination. Artist covenants that, by and for itself, its
heirs, executors, assigns, and all persons claiming under or through them, that there shall
be no discrimination against or segregation of, any person or group of persons on account
of actual or perceived race, color, creed, religion, sex, marital status, national origin,
disability, medical condition, marital status, domestic partner status, gender, gender
identity, gender expression, sexual orientation as those terms are defined by California
law, or ancestry, or association with members of classes protected in this section or in
retaliation or opposition to any practices forbidden under this section, in the performance
of this Agreement. Artist shall include a similar provision in all subcontracts associated
with this Agreement. Artist shall provide the certification required by Palm Springs
Municipal Code section 7.09.040(4).
18. Integration: Amendments. This Agreement contains all of the agreements
of the parties and cannot be modified, terminated or rescinded, in whole or in part, unless
written and signed by authorized representatives of the parties hereto. No prior oral or
written understanding shall be of any force with respect to those matters covered in this
Agreement.
19. Governing Law. This Agreement and all matters pertaining thereto shall be
construed according to the laws of the State of California.
20. Licenses. Permits and Fees. Any licenses, permits, and approvals required
by law for installation of the Artwork on City property shall be obtained by the City at City's
sole cost and expense.
21. Further Responsibilities of the Parties. Both parties agree to use
reasonable care and diligence to perform their respective obligations under this
Agreement. Both parties agree to act in good faith to execute all instruments, prepare all
documents and take all actions as may be reasonably necessary to cant' out the purposes
of this Agreement. Unless hereafter specified, neither party shall be responsible for the
services of the other.
22. City Manager. The City Manager, or his designee, a Contract Officer of the
City shall be the City's designated representative with respect to this Agreement. It shall
be Artist responsibility to assure that the City is kept informed of the progress of Artist
services hereunder and Artist shall refer any decision which must be made by City to the
City Manager or his designee. Unless otherwise specified herein, any approval of City
required hereunder shall mean the approval of the City Manager. Except as otherwise
directed by the City Council, the City Manager shall have the authority to give any
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approvals or consents required hereunder and to otherwise act on behalf of City in order
to carry out the terms of this Agreement.
23. Notices. Any notice which either parry may desire to give to the other party
under this Agreement must be in writing and may be given by personal delivery or by
mailing the same by registered or certified mail, return receipt requested, to the party to
whom the notice is directed at the address of such party hereinafter set forth, or such
other address and to such other persons as the parties may hereafter designate, or by
facsimile when followed by a facsimile confirming receipt:
To Artist: Richard Becker, NSS
Richard Becker Studio LLC
15836 Bent Tree Road
Poway, CA 92064
To City: City Manager
City of Palm Springs
P.O. Box 2743
Palm Springs, CA 92263
Copy to: City Attorney
City of Palm Springs
P.O. Box 2743
Palm Springs, CA 92263
A change in the designation of the person or address to which submittals, requests,
notices or reports shall be delivered is effective when the other party has received notice
of the change by certified mail or by facsimile when followed by a return facsimile
confirming receipt.
24. Execution in _ Counterpart. This Agreement may be
counterparts, and all so executed shall constitute one agreement
hereto, notwithstanding that all parties are not signatories to the
counterpart.
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executed in several
binding on all parties
original on the same
IN WITNESS WHEREOF, the parties have entered into this Agreement as
of the date first above written.
ATTEST:
(--� ad w
Jeffrey S. daifin6k,City Attorney
81rcRY0wal
"ARTIST"
Its: n c� t
9dCITY„
CITY OF PALM SPRINGS,
a municipal corporation
By:
rk Justin&flifton
City Manager
EXHIBIT "A"
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(PROPOSAL)
(THE TOT)
320 H marine grade
stainless steel with
autoftl rnive paints_
14 x 14 x 8" H grarate
base.
"nee;- Marine grade stainless steel with transparent automotive pauft. 32' tag sculpture- ready to mount, detailed pedestal design.
nstallafion consutwV. documentation.
CA licensed pmfessionat structural engineer with puW sculpture experience. I ndudes seismic anaysis for sculpture and base. internal tube
structure analysis. CAD drawings of the connections, stnrctural material speafrcations. calc ulaoons for submittal (permit services not included}
'•'Granite base 14 x 14 x 8' base or mount on raised footing
ABOUT THE ARTIST
ARTIST STATEMENT
'WhBe kvirp in Barcelona, on a whan 1 bought a bag of clay that was a shopkeepers doorstop. This s6nple act world launch my
lire's passion for art Its been an exfdlara ft journey ever since torsi sinking my hands into drat day
Whether creating a small scut ftm, a paofinp, or a monument I strive to make works drat inspire. As Vfilam Blake wrote 'me
became what we behoW and I hope my creations bring inspiration into the lives of tflose who behold the work.
My latest creative endeavors celebrate the wonders of ft reflectorg upon my recent m-entry into the world of hearing after
decades of deafness.'
-- Richard Becker
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Richard Becker was born and raised in Los Angeles where he explored his creativity through photography, literature, and
motocross facing. Becker began his career in the sciences, graduating with a Master. in Engineering from Stanford University
and obtained several patents. Becket credits his artistic awakening to a three-year assignment in Europe. While " in
BarceloM Spain and traveling abroad Ire began to pursue his passion for the arts by blemfing the arts and sciences
Becker has exhibited in group and solo eidtibttiorns and has been a technical uAlatnrator with several insMitions, most notably
The Getty and The Tate_ He has been commissioned to create monumental works of public and corporate an as diverse as the
POW Monument at the US National Cariciary. portrait busts for The Emnlys Hall of Fame, a heroic stainless steel Mercury for the
Los Angeles Athletic Club and a bronze sculpture of Homer Simpson for Fox Studios_ An elected member of the National
Sculpture Society, Becker was awarded their Edward Femur -Hoffman Prize for Uplifting art.
Becker's current works explore commissioned an, hts iconic Tot series sctdptures. Pop balloons and cloud paintings.
His home and studio are in San Diego, California.
14
EXHIBIT "B"
(SITE)
15
►5��r
m
t-
EXHIBIT "C"
(SCHEDULE OF PERFORMANCE)
Artist shall begin fabrication of the Artwork after the full execution of this Agreement and
deliver the artwork to the City.
17
EXHIBIT "D"
(FEE SCHEDULE)
City shall compensate Artist in an amount not to exceed EIGHTEEN THOUSAND EIGHT
HUNDRED DOLLARS ($18,800) ("Fees") for purchase of the Artwork. City shall pay
Artist within thirty (30) days of an invoice and in accordance with the following schedule:
Within 30 days of the date of this Agreement, and receipt of an invoice, Artist shall be
paid twenty-five percent of the total Fees.
Final payment shall be made within 30 days of delivery of the Artwork, following the
receipt of an invoice, Artist shall be paid the remaining balance of the Fees.
18
EXHIBIT "E"
(BILL OF SALE)
BILL OF SALE AND ASSIGNMENT
THIS BILL OF SALE AND ASSIGNMENT is made as of 10jfq , 2021, from
,o.r�(c,r (Seller) to the CITY OF PALM SPRINGS, a municipal corporation
("Buyer").
That for good and valuable consideration to be paid pursuant to the provisions of
that certain Areement for Purchase and Sale of Public Art Work dated
rod T 11 , 2021 between Buyer and Seller (the "Purchase Agreement') Seller
does hereby sell, assign, transfer and deliver unto Buyer, and its successors and assigns,
that certain work created by Seller entitled "THE TOT' (the "Property"), including all right,
title and interest therein, and shared copyrights thereto.
Seller does hereby represent and warrant to Buyer that Seller is the lawful owner
of such personal property, and that Seller had good right to sell the same as aforesaid
and will warrant and defend the title thereto unto buyer, its successors, subsidiaries,
parent corporations, affiliates and loan participant.
IN WITNESS WHEREOF, Seller has executed this Bill of Sale as of the date first
above written.
ATJ�'j
By:
erk Y--r
APPROVED AS TO F M:
CITY ATTORNEY:
APPROVED BY CRY COUNG'L
� 646ftb Artist
By: 111, ::3.4d
Signature
CITY OF PALM SPRINGS
a municipal corporation
By:
Uy Mana