HomeMy WebLinkAbout24I411 - Galleria Marconi Palm SpringsCONTRACT ABSTRACT
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Contract Abstract Form Rev
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Purchase and Sale of Public Artwork Agreement
Galleria Marconi Palm Springs
Adam Cafege
hawaiirx@hotmail.com
Asphalt art on West Tramview Rd & North Granada Ave
$16,652
N/A
N/A
Marconi Calindas-Cafege, calindasmarconi@me.com
Housing & Community Development
Jay Virata / 8228
1/12/23, Item 1H and 9/12/24, Item 1R
24I411
Yes
Yes
Yes
Department
-
Yes
December 31, 2024 Christine Jary
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PURCHASE AND SALE OF PUBLIC ARTWORK AGREEMENT
BY AND BETWEEN THE CITY OF PALM SPRINGS
AND MARCONI CALINDAS-CAFEGE
ASPHALT ART
AGREEMENT 241411-0
THIS AGREEMENT FOR PURCHASE AND SALE OF PUBLIC ARTWORK
(“Agreement”) is made and entered into on ___________________, by and between the CITY
OF PALM SPRINGS, a California charter city and municipal corporation (“City”), and Marconi
Calindas-Cafege (“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 for the City of Palm Springs Asphalt Art Call for
Artists for the intersection at West Tramview Road and North Granada Avenue (Site).
C.Artist’s design was one of three designs selected by the City of Palm Springs
Public Arts Commission on August 8, 2024, to be referred to the Desert Highlands Gateway
Neighborhood Association.
D.On August 13, 2024, the Desert Highland Gateway Neighborhood Association
selected Artist’s People Crosswalk/Flower Crosswalk design to be installed as an asphalt art
project at the intersection at West Tramview Road and North Granada Avenue (Artwork).
E.On September 12, 2024, the City Council approved Artist’s People
Crosswalk/Flower Crosswalk design to be installed as an asphalt art project at the intersection of
West Tramview Road and North Granada Avenue.
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, and as outlined in Exhibit A Scope of Work and Pricing and Exhibit B
Insurance Requirements agree as follows:
AGREEMENT
1.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.
2.Payment. As consideration for the Artwork, City shall pay Artist a total of $16,652 from
Public Art Program funds.
3.Artist’s Rights; City’s Ownership Rights.
3.1 Alterations. The City, 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 will preserve complete flexibility to operate
and manage the Artwork 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
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hazard, to comply with the ADA, to otherwise aid City in the management of its property and
affairs, or through neglect or accident. If City finds the Site to be inappropriate, City has the right
to cause the Artwork to be removed.
3.2 Waiver. With respect to the Artwork produced under this Agreement, Artist
waives any and all rights and claims, arising at any time and under any circumstances, against
City, its officers, agents, employees, successors and assigns, arising under the federal Visual
Artist 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 the Site such that the Artwork cannot be removed from the Site without alteration of the
Artwork, Artist waives any and all such claims against the City, and its agents, officers and
employees, for alteration of the Artwork.
3.3 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).
4. Artist’s Warranties.
4.1 Defects in Materials or Workmanship. Artist warrants that the Artwork 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 twelve (12) month
period immediately following execution of both parties of this Agreement. This warranty
includes any workmanship or materials which cause the Artwork to deteriorate over said twelve
(12) 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.
4.2 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.
5. Maintenance of the Artwork. Artist shall provide City with written instructions for
appropriate maintenance and preservation of the Artwork.
6. Default; Remedies.
6.1 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) calendar days of receipt of
such notice and completes the cure of such default within thirty (30) calendar 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
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precedent to termination of this Agreement for cause and to seek arbitration, and such
compliance shall not be a waiver of any party’s right to seek arbitration in the event that the
dispute is not cured.
6.2 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.
6.3 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.
6.4 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 entitled to reasonable attorneys’ fees. Attorneys’
fees shall include attorneys’ fees on appeal, and in addition, a party entitled to attorneys’ 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.
7. 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 holds harmless clause excludes Claims
arising from the sole negligence or willful misconduct of the City, its elected officials, officers,
employees, agents, and volunteers.
8. Intellectual Property and Publicity Rights
8.1 Bill of Sale. Upon the acceptance of the Artwork and payment therefore by the
City, the Artist shall convey and assign title to the Artwork and all rights thereto to the City by
executing and delivering the Bill of Sale in the form attached hereto as Exhibit “C” (“Bill of
Sale”). The Artist bears the risk of damage to or loss of the Artwork 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 Artwork shall be transferred to the City by the Bill of Sale.
8.2 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,
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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.
8.3 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:
(a) 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.
(b) 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 (commercial and
noncommercial), 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. This provision is intended to
constitute a transfer of the right to reproduction, and this Agreement is intended to be and shall
be deemed to constitute the document in writing required by Civil Code Section 982(c).
(c) 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.
8.4 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.
8.5 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 regarding the City. Artist shall be
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reasonably available to attend any inauguration or presentation ceremonies relating to the public
dedication of the Artwork.
8.6 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.
8.7 Unique. Artist warrants that the design of the Artwork is an edition of one, and
that neither Artist nor 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.
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 person comprising the 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.
8.8 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.
9. Documentation. To the extent possible, Artist shall provide information on the Artwork
requested by the City for its registration files.
10. 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.
11. Reputation.
11.1 City’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.
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11.2 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 that reflects discredit on City or the
Artwork.
11.3 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.
12. 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.
13. Governing Law. This Agreement and all matters pertaining thereto shall be construed
according to the laws of the State of California. Venue shall be in Riverside County.
14. 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 carry out the purposes of this Agreement. Unless hereafter specified,
neither party shall be responsible for the services of the other.
15. Notices. Any notice which either party 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: Marconi Calindas-Cafege
Galleria Marconi Palm Springs
2668 Cherokee Way
Palm Springs, CA 92264
415-418-9546
To City: City of Palm Springs
Attention: City Manager / City Clerk
3200 E. Tahquitz Canyon Way
Palm Springs, CA 92262
Copy to: City of Palm Springs
Attention: City Attorney
P.O. Box 2743
Palm Springs, CA 92263
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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.
16. Execution in Counterparts. This Agreement may be executed in several counterparts, and
all so executed shall constitute one agreement binding on both parties hereto, notwithstanding
that all parties are not signatories to the original on the same counterpart.
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SIGNATURE PAGE TO AGREEMENT BY AND BETWEEN THE CITY OF PALM
SPRINGS AND MARCONI CALINDAS-CAFEGE
IN WITNESS WHEREOF, the Parties have executed this Agreement as of the dates stated
below.
ARTIST:
By: _____________________________ By: ______________________________
Signature Signature
(2nd signature required for Corporations)
Date: Date:
CITY OF PALM SPRINGS:
APPROVED BY CITY COUNCIL:
Date: September 12, 2024 Item No. 1R
January 12, 2023 Item No. 1H
APPROVED AS TO FORM: ATTEST:
By: ___________________________ By: ____________________________
City Attorney City Clerk
APPROVED:
By: _______________________________ Date:
City Manager – over $50,000
Deputy/Assistant City Manager – up to $50,000
Director – up to $25,000
Manager – up to $5,000
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1/6/2025
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EXHIBIT A
SCOPE OF WORK AND PRICING
1. Project Overview:
The Artist shall install the asphalt art project described below.
2. Description of Work:
The proposed artwork for the asphalt crosswalks on West Tramview Road and North Granada
Avenue will serve as a vibrant celebration of the James O. Jessie Desert Highland Unity Center,
which stands as the heart of the Desert Highland Gateway Community. This center, a beacon of
social, cultural, and recreational life in the area, was deeply shaped by the contributions of James
O. Jessie, the former Director of Parks and Recreation of Palm Springs. Jessie’s legacy is rich
with dedication to uplifting at-risk youth, providing them with programs, activities, and
opportunities to grow and thrive. His life was tragically cut short when he heroically saved a
young boy who had fallen into a raging river during a group fishing trip.
In homage to Jessie and his profound impact on the community, the crosswalk artwork will
feature two key designs. The first artistic rendition will portray the beautiful diversity of the
community and its children, living together in harmony and mutual respect. This image will
capture the essence of unity and inclusiveness that Jessie championed, highlighting the vibrant,
multicultural fabric of the Desert Highland Gateway Community.
The second image will be a stunning depiction of flowers, symbolizing the members of the
community and the natural beauty and tranquility of the town. This floral homage will not only
celebrate the individuals who make up this vibrant community but also the serene and
picturesque environment that surrounds them.
The artwork is depicted below.
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3. Materials and Equipment:
The Artist shall supply all necessary materials, tools, and equipment to carry out the work,
including paints, brushes, and protective sealant (for an additional fee).
4. Timeline:
The Artist shall complete the Project within thirty days from the date the agreement is signed.
5. Total Compensation:
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• The City shall pay the Artist a total compensation of $16,652 for the completion and
installation of the Artwork.
• A payment in the amount of $16,652 shall be made within 30 days after the Artwork is
completed and approved by the City.
6. Approval and Acceptance:
• Upon the completion of the Artwork, the City shall inspect the mural to ensure the work
meets the agreed-upon standards.
• Any identified deficiencies shall be corrected by the Artist at no additional cost to the
City.
1. Invoicing
A. The Artist shall submit the invoice to the Contract Administrator. Invoice must contain
following:
i. Purchase order number; and
ii. Work order number / job ticket.
B. Approval for payment shall be authorized by the Contract Administrator.
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EXHIBIT B
INSURANCE
1. Procurement and Maintenance of Insurance. Artist shall procure and maintain
public liability and property damage insurance against all claims for injuries against persons or
damages to property resulting from Artist’s performance under this Agreement. Artist shall
procure and maintain all insurance at its sole cost and expense, in a form and content satisfactory
to the City, and submit concurrently with its execution of this Agreement. Artist shall also carry
workers’ compensation insurance in accordance with California workers’ compensation laws.
Such insurance shall be kept in full force and effect during the term of this Agreement, including
any extensions. Such insurance shall not be cancelable without thirty (30) days advance written
notice to City of any proposed cancellation. Certificates of insurance evidencing the foregoing
and designating the City, its elected officials, officers, employees, agents, and volunteers as
additional named insureds by original endorsement shall be delivered to and approved by City
prior to commencement of services. The procuring of such insurance and the delivery of policies,
certificates, and endorsements evidencing the same shall not be construed as a limitation of
Artist’s obligation to indemnify City, its elected officials, officers, agents, employees, and
volunteers.
2. Minimum Scope of Insurance. The minimum amount of insurance required under this
Agreement shall be as follows:
1. Comprehensive general liability and personal injury with limits of at least one million
dollars ($1,000,000.00) combined single limit coverage per occurrence and two million dollars
($2,000,000) general aggregate;
2. Automobile liability insurance with limits of at least one million dollars ($1,000,000.00)
per occurrence;
3. Professional liability (errors and omissions) insurance with limits of at least one million
dollars ($1,000,000.00) per occurrence and two million dollars ($2,000,000) annual aggregate is:
_________ required
___x_____ is not required;
4. Workers’ Compensation insurance in the statutory amount as required by the State of
California and Employer’s Liability Insurance with limits of at least one million dollars $1
million per occurrence. If Artist has no employees, Artist shall complete the City’s Request for
Waiver of Workers’ Compensation Insurance Requirement form.
3. Primary Insurance. For any claims related to this Agreement, Artist’s insurance
coverage shall be primary with respect to the City and its respective elected officials, officers,
employees, agents, and volunteers. Any insurance or self-insurance maintained by City and its
respective elected officials, officers, employees, agents, and volunteers shall be in excess of
Artist’s insurance and shall not contribute with it. For Workers’ Compensation and Employer’s
Liability Insurance only, the insurer shall waive all rights of subrogation and contribution it may
have against City, its elected officials, officers, employees, agents, and volunteers.
4. Errors and Omissions Coverage. If Errors & Omissions Insurance is required, and if
Artist provides claims made professional liability insurance, Artist shall also agree in writing
either (1) to purchase tail insurance in the amount required by this Agreement to cover claims
made within three years of the completion of Artist’s services under this Agreement, or (2) to
maintain professional liability insurance coverage with the same carrier in the amount required by
this Agreement for at least three years after completion of Artist’s services under this Agreement.
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Artist shall also be required to provide evidence to City of the purchase of the required tail
insurance or continuation of the professional liability policy.
5. Sufficiency of Insurers. Insurance required in this Agreement shall be provided by
authorized insurers in good standing with the State of California. Coverage shall be provided by
insurers admitted in the State of California with an A.M. Best’s Key Rating of B++, Class VII, or
better, unless otherwise acceptable to the City.
6. Verification of Coverage. Artist shall furnish City with both certificates of insurance
and endorsements, including additional insured endorsements, effecting all of the coverages
required by this Agreement. The certificates and endorsements are to be signed by a person
authorized by that insurer to bind coverage on its behalf. All proof of insurance is to be received
and approved by the City before work commences. City reserves the right to require Artist’s
insurers to provide complete, certified copies of all required insurance policies at any time.
Additional insured endorsements are not required for Errors and Omissions and Workers’
Compensation policies.
Verification of Insurance coverage may be provided by: (1) an approved General and/or Auto
Liability Endorsement Form for the City of Palm Springs or (2) an acceptable Certificate of
Liability Insurance Coverage with an approved Additional Insured Endorsement with the
following endorsements stated on the certificate:
A. "The City of Palm Springs, its officials, employees, and agents are named as an
additional insured…” ("as respects City of Palm Springs Contract No.___" or "for any and all
work performed with the City" may be included in this statement).
B. "This insurance is primary and non-contributory over any insurance or self-insurance the
City may have..." ("as respects City of Palm Springs Contract No.___" or "for any and all work
performed with the City" may be included in this statement).
C. "Should any of the above described policies be canceled before the expiration date
thereof, the issuing company will mail 30 days written notice to the Certificate Holder named."
Language such as, “endeavor to” mail and "but failure to mail such notice shall impose no
obligation or liability of any kind upon the company, its agents or representative" is not
acceptable and must be crossed out.
D. Both the Workers’ Compensation and Employers' Liability policies shall contain the
insurer's waiver of subrogation in favor of City, its elected officials, officers, employees, agents,
and volunteers.
In addition to the endorsements listed above, the City of Palm Springs shall be named the
certificate holder on the policies.
All certificates of insurance and endorsements are to be received and approved by the City
before work commences. All certificates of insurance must be authorized by a person with
authority to bind coverage, whether that is the authorized agent/broker or insurance underwriter.
Failure to obtain the required documents prior to the commencement of work shall not waive the
Artist’s obligation to provide them.
1. Deductibles and Self-Insured Retentions. Any deductibles or self-insured retentions must be
declared to and approved by the City prior to commencing any work or services under this
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Agreement. At the option of the City, either (1) the insurer shall reduce or eliminate such
deductibles or self-insured retentions with respect to the City, its elected officials, officers,
employees, agents, and volunteers; or (2) Artist shall procure a bond guaranteeing payment of
losses and related investigations, claim administration, and defense expenses. Certificates of
Insurance must include evidence of the amount of any deductible or self -insured retention under
the policy. Artist guarantees payment of all deductibles and self-insured retentions.
8. Severability of Interests (Separation of Insureds). This insurance applies
separately to each insured against whom claim is made or suit is brought except with respect to
the limits of the insurer’s liability.
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EXHIBIT C
BILL OF SALE
BILL OF SALE AND ASSIGNMENT
THIS BILL OF SALE AND ASSIGNMENT is made as of ________________, from
Marconi Calindas-Cafege (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 Agreement for Purchase and Sale of Public Art Work dated _______________________
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 People Crosswalk/Flower Crosswalk (the “Property”), including all rights, 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.
Artist
By:________________________
Signature
CITY OF PALM SPRINGS
a municipal corporation
By:________________________
City Manager
ATTEST:
By:_____________________________
City Clerk
APPROVED AS TO FORM:
CITY ATTORNEY:________________________________
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