HomeMy WebLinkAbout04590 - RICHARD WYATT DESERT HIGHLAND MURAL Richard Wyatt
Desert Highland Mural
AGREEMENT #4590
Director signed 11-4-02
CONTRACT --- — _ — - —for Repair of Desert Hlghland Mural Protect at
the James O. Jesse Desert Highland Unity Center
THIS CONTRACT SERVICES AGREEMENT (herein "Agreement'), is made and entered into this
15th day of October, 2002, by and between the City OF PALM SPRINGS, (herein "City"), a
municipal corporation and Richard Wyatt. The parties hereto agree as follows:
1.0 SERVICES OF CONTRACTOR
1.1 Scope of Services. In compliance with all terms and conditions of this Agreement,
the Contractor shall provide those services specified in the "Scope of Services" attached hereto as
Exhibit "A" and incorporated herein by this reference, which services may be referred to herein as
the "services" or "work' hereunder. Contractor warrants that all services will be performed in a
competent, professional and satisfactory manner in accordance with the standards prevalent in the
industry, and all materials will be of good quality, fit for the purpose intended. The services of the
Contractor are limited to the work described in Exhibit"A" by Section 9.6.
1.2 Contractor's Proposal. The Scope of Services shall include the Contractor's
proposal which shall be incorporated herein by this reference as though fully set forth herein. In the
event of any inconsistency between the terms of such proposal and this Agreement, the terns of
this Agreement shall govern.
1.3 Compliance with Law. All services rendered hereunder shall be provided in
accordance with all ordinances, resolutions, statutes, rules, and regulations of the City and any
Federal, State or local governmental agency having jurisdiction in effect at the time service is
rendered.
1.4 Licenses, Permits. Fees and Assessments. Contractor shall obtain at its sole cost
and expense such licenses, permits and approvals as may be required by law for the performance
of the services required by this Agreement. Contractor shall have the sole obligation to pay for any
fees, assessments and taxes, plus applicable penalties and interest,which may be imposed by law
and arise from or are necessary for the Contractor's performance of the services required by this
Agreement, and shall indemnify, defend and hold harmless City against any such fees,
assessments, taxes penalties or interest levied, assessed or imposed against City hereunder.
1.5 Familiarity with Work. By executing this Contract, Contractor warrants that
Contractor (a) has thoroughly investigated and considered the scope of services to be performed,
(b) has carefully considered how the services should be performed, and (c) fully understands the
facilities, difficulties and restrictions attending performance of the services under this Agreement.
If the services involve work upon any site, Contractor warrants that Contractor has or will investigate
the site and is or will be fully acquainted with the conditions there existing, prior to commencement
of services hereunder. Should the Contractor discover any latent or unknown conditions,which will
materially affect the performance of the services hereunder, Contractor shall immediately inform
the City of such fact and shall not proceed except at Contractor's risk until written instructions are
received from the Contract Officer.
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1.6 Care of Work. The Contractor shall adopt reasonable methods during the life of the
Agreement to furnish continuous protection to the work, and the equipment, materials, papers,
documents, plans, studies and/or other components thereof to prevent losses or damages, and
shall be responsible for all such damages, to persons or property, until acceptance of the work by
City, except such losses or damages as may be caused by City's own negligence.
1.7 Further Responsibilities of 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 service of the other.
1.8 Additional Services. City shall have the right at any time during the performance of
the services, without invalidating this Agreement, to order extra work beyond that specified in the
Scope of Services or make changes by altering, adding to or deducting from said work. No such
extra work may be undertaken unless a written order is first given by the Contract Officer to the
Contractor, incorporating therein any adjustment in (i) the Contract Sum, and/or (ii) the time to
perform this Agreement, which said adjustments are subject to the written approval of the
Contractor. Any increase in compensation of five percent (5%) or less of the Contract Sum, or in
the time to perform of one hundred eighty (180) days or less may be approved by the Contract
Officer. Any greater increases, taken either separately or cumulatively must be approved by the
City Council. It is expressly understood by Contractor that the provisions of this Section shall not
apply to services specifically set forth in the Scope of Services or reasonably contemplated therein.
Contractor hereby acknowledges that it accepts the risk that the services to be provided pursuant
to the Scope of Services may be more costly or time consuming than Contractor anticipates and
that Contractor shall not be entitled to additional compensation therefore.
1.9 Special Requirements. Additional terms and conditions of this Agreement, if any,
which are made a part hereof are set forth in the"Special Requirements"attached hereto as Exhibit
"B" and incorporated herein by this reference. In the event of a conflict between the provisions of
Exhibit B and any other provisions of this Agreement,the provisions of Exhibit"B" shall govern.
2.0 COMPENSATION
2.1 Contract Sum. For the services rendered pursuant to this Agreement, Contractor
shall be compensated in accordance with the "Schedule of Compensation" attached hereto as
Exhibit"C"and incorporated herein by reference, but not exceeding the maximum contract amount
of FOUR THOUSAND NINE HUNDRED SEVENTY SIX AND 81/100 DOLLARS ($4,976.81).
2.2 Method of Payment. Provided that Contractor is not in default under the terms of this
Agreement, Contractor shall be paid as outlined in Exhibit"C" Schedule of Compensation.
3.0 PERFORMANCE SCHEDULE
3.1 Time of Essence. Time is of the essence in the performance of this Agreement.
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3.2 Schedule of Performance. Contractor shall commence the services pursuant to this
Agreement upon receipt of a written notice to proceed and shall perform all services within the time
period established in Section 3.4 of this Agreement.
3.3 Force Maieure. The time period(s) specified in the Schedule of Performance 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
the Contractor, including, but not restricted to, acts of God or of the public enemy, unusually severe
weather, fires, earthquakes, floods, epidemics, quarantine restrictions, riots, strikes, freight
embargoes, wars, litigation, and/or acts of any governmental agency, including the City, if the
Contractor shall within ten (10)days of the commencement of such delay notify the Contract Officer
in writing of the causes of the delay. The Contract Officer shall ascertain the facts and the extent
of delay, and extend the time for performing the services for the period of the enforced delay when
and if in the judgment of the Contract Officer such delay is justified. The Contract Officer's
determination shall be final and conclusive upon the parties to this Agreement. In no event shall
Contractor be entitled to recover damages against the City for any delay in the performance of this
Agreement, however caused, Contractor's sole remedy being extension of the Agreement pursuant
to this Section.
3.4 Term. Unless earlier terminated in accordance with Section 7.8 of this Agreement,
this Agreement shall continue in full force and effect until January 30, 2003, unless extended.
4.0 COORDINATION OF WORK
4.1 Contractor. The following individual is hereby designated as being the principal
authorized to act with respect to the work specified herein and make all decisions in connection
therewith:
Richard Wyatt
5649 W. Jefferson Blvd.
Los Angeles, CA 90016
Phone 323-934-7337
It is expressly understood that the experience, knowledge, capability and reputation of the foregoing
individual was a substantial inducement for City to enter into this Agreement. Therefore, the
foregoing individual shall be responsible during the term of this Agreement for directing all activities
and devoting sufficient time to personally supervise the services hereunder. For purposes of this
Agreement, the foregoing individual may not be replaced nor may his responsibilities be
substantially reduced without the express written approval of City.
4.2 Contract Officer. The Contract Officer shall be such person as may be designated
by the City Manager of City. It shall be the Contractor's responsibility to assure that the Contract
Officer is kept informed of the progress of the performance of the services and the Contractor shall
refer any decisions which must be made by City to the Contract Officer. Unless otherwise specified
herein, any approval of City required hereunder shall mean the approval of the Contract Officer.
The Contract Officer shall have authority to sign all documents on behalf of the City required
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hereunder to carry out the terms of this Agreement.
4.3 Prohibition Against Subcontracting or Assignment. The experience, knowledge,
capability and reputation of Contractor was a substantial inducement for the City to enter into this
Agreement. Therefore, Contractor shall not contract with any other entity to perform in whole or in
part the services required hereunder without the express written approval of the City. In addition,
neither this Agreement nor any interest herein may be transferred, assigned, conveyed,
hypothecated or encumbered voluntarily or by operation of law, whether for the benefit of creditors
or otherwise, without the prior written approval of City. Transfers restricted hereunder shall include
the transfer to any person or group of persons acting in concert of more than twenty five percent
(25%) of the present ownership and/or control of Contractor, taking all transfers into account on a
cumulative basis. In the event of any such unapproved transfer, including any bankruptcy
proceeding,this Agreement shall be void. No approved transfer shall release the Contractor or any
surety of Contractor of any liability hereunder without the express consent of City.
4.4 Independent Contractor. Neither the City nor any of its employees shall have any
control over the manner, mode or means by which Contractor, 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 Contractor's employees, servants, representatives
or agents, or in fixing their number, compensation or hours of service. Contractor 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.
Contractor shall not at any time or in any manner represent that it or any of its agents or employees
are agents or employees of City. City shall not in any way or for any purpose become or be
deemed to be a partner of Contractor in its business or otherwise or a joint venturer or a member
of any joint enterprise with Contractor.
5.0 INSURANCE, INDEMNIFICATION AND BONDS
5.1 Insurance. Contractor shall procure and maintain, at its sole cost and expense,
in a form and content satisfactory to City, during the entire term of this Agreement including any
extension thereof,the following policies of insurance:
(a) Comprehensive General Liability Insurance. A policy of comprehensive general
liability insurance written on a per occurrence basis. If the Contract Sum is
$25,000.00 or less, the policy of insurance shall be written in an amount not less
than either (1) a combined single limit of $500,000.00 or (ii) bodily injury limits of
$250,000.00 per person, $500,000.00 per occurrence and $500,000.00 products
and completed operations and property damage limits of $100,000.00 per
occurrence and $100,000.00 in the aggregate. If the Contract Sum is greater than
$25,000.00 but less than or equal to $100,000.00, the policy of insurance shall be
in an amount not less than either (i) a combined single limit of $1,000,000.00 for
bodily injury,death and property damage or(ii)bodily injury limits of$500,000.00 per
person, $1,000,000.00 per occurrence and $1,000,000.00 products and completed
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operations and property damage limits of $500,000.00 per occurrence and
$500,000.00 in the aggregate. If the Contract Sum is greater than $100,000.00, the
policy of insurance shall be in an amount not less than $5,000,000.00 combined
single limit.
(b) Worker's Compensation Insurance. A policy of worker's compensation insurance
in such amount as will fully comply with the laws of the State of California and which
shall indemnify, insure and provide legal defense for both the Contractor and the
City against any loss, claim or damage arising from any injuries or occupational
diseases occurring to any worker employed by or any persons retained by the
Contractor in the course of carrying out the work or services contemplated in this
Agreement.
(c) Automotive Insurance. A policy of comprehensive automobile liability insurance
written on a per occurrence basis in an amount not less than either(i) bodily injury
liability limits of $250,000.00 per person and $500,000.00 per occurrence and
property damage liability limits of$100,000.00 per occurrence and $250,000.00 in
the aggregate or(11)combined single limit liability of$500,000.00. Said policy shall
include coverage for owned, non-owned, leased and hired cars.
(d) Additional Insurance. Policies of such other insurance,including professional liability
insurance, as may be required in the Special Requirements.
All of the above policies of insurance shall be primary insurance and shall name the City, its officers,
employees and agents as additional insureds. The insurer shall waive all rights of subrogation and
contribution it may have against the City, its officers, employees and agents and their respective
insurers. All of said policies of insurance shall provide that said insurance may not be amended
or canceled without providing thirty (30) days prior written notice by registered mail to the City. In
the event any of said policies of insurance are canceled, the Contractor shall, prior to the
cancellation date, submit new evidence of insurance in conformance with this Section 5.1 to the
Contract Officer. No work or services under this Agreement shall commence until the Contractor
has provided the City with Certificates of Insurance or appropriate insurance binders evidencing the
above insurance coverages and said Certificates of Insurance or binders are approved by the City.
The Contractor agrees that the provisions of this Section 5.1 shall not be construed as limiting in
any way the extent to which the Contractor may be held responsible for the payment of damages
to any persons or property resulting from the Contractor's activities or the activities of any person
or persons for which the Contractor is otherwise responsible.
In the event the Contractor subcontracts any portion of the work in compliance with Section 4.3 of
this Agreement, the contract between the Contractor and such subcontractor shall require the
subcontractor to maintain the same policies of insurance that the Contractor is required to maintain
pursuant to this Section 5.1.
5.2 Indemnification. Contractor agrees to indemnify the City, its officers, agents and
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employees against, and will hold and save them and each of them harmless from, any and all
actions, suits, claims, damages to persons or property, losses, costs, penalties, obligations, errors,
omissions or liabilities, (herein"claims or liabilities")that may be asserted or claimed by any person,
firm or entity arising out of or in connection with the negligent performance of the work, operations
or activities of Contractor, its agents, employees, subcontractors, or invitees, provided for herein,
or arising from the negligent acts or omissions of Contractor hereunder, or arising from Contractors
negligent performance of or failure to perform any term, provision covenant or condition of this
Agreement, whether or not there is concurrent passive or active negligence on the part of the City,
its officers, agents or employees but excluding such claims or liabilities arising from the sole
negligence or willful misconduct of the City, its officers, agents or employees, who are directly
responsible to the City, and in connection therewith:
(a) Contractor will defend any action or actions filed in connection with any of said
claims or liabilities and will pay all costs and expenses, including legal costs and
attomeys'fees incurred in connection therewith;
(b) Contractor will promptly pay any judgment rendered against the City, its officers,
agents or employees for any such claims or liabilities arising out of or in connection
with the negligent performance of or failure to perform such work, operations or
activities of Contractor hereunder; and Contractor agrees to save and hold the City,
its officers, agents, and employees harmless therefrom;
(c) In the event the City, its officers, agents or employees is made a party to any action
or proceeding filed or prosecuted against Contractor for such damages or other
claims arising out of or in connection with the negligent performance of or failure to
perform the work, operation or activities of Contractor hereunder, Contractor agrees
to pay to the City, its officers, agents or employees, any and all costs and expenses
incurred by the City, its officers, agents or employees in such action or proceeding,
including but not limited to, legal costs and attomeys'fees.
5.3 Performance Bond. Concurrently with execution of this Agreement, Contractor shall
deliver to City a performance bond in the sum of the amount of this Agreement, in the form provided
by the City Clerk, which secures the faithful performance of this Agreement, unless such
requirement is waived by the Contract Officer. The bond shall contain the original notarized
signature of an authorized officer of the surety and affixed thereto shall be a certified and current
copy of his power of attorney. The bond shall be unconditional and remain in force during the entire
term of the Agreement and shall be null and void only if the Contractor promptly and faithfully
performs all terms and conditions of this Agreement.
5.4 Sufficiency of Insurer orSurety. Insurance or bonds required by this Agreement shall
be satisfactory only if issued by companies qualified to do business in California, rated "A"or better
in the most recent edition of Best Rating Guide, The Key Rating Guide or in the Federal Register,
and only if they are of a financial category Class VII or better, unless such requirements are waived
by the Risk Manager of the City due to unique circumstances. In the event the Risk Manager of
City ("Risk Manager") determines that the work or services to be performed under this Agreement
creates an increased or decreased risk of loss to the City, the Contractor agrees that the minimum
limits of the insurance policies and the performance bond required by this Section 5 may be
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changed accordingly upon receipt of written notice from the Risk Manager; provided that the
Contractor shall have the right to appeal a determination of increased coverage by the Risk
Manager to the City Council of City within 10 days of receipt of notice from the Risk Manager.
6.0 RECORDS AND REPORTS
6.1 Reports. Contractor shall periodically prepare and submit to the Contract Officer
such reports concerning the performance of the services required by this Agreement as the
Contract Officer shall require.
6.2 Records. Contractor shall keep, and require subcontractors to keep, such books
and records as shall be necessary to perform the services required by this Agreement and enable
the Contract Officer to evaluate the performance of such services. The Contract Officer shall have
full and free access to such books and records at all times during normal business hours of City,
including the right to inspect, copy, audit and make records and transcripts from such records.
Such records shall be maintained for a period of three(3)years following completion of the services
hereunder, and the City shall have access to such records in the event any audit is required.
6.3 Ownership of Documents. All drawings,specifications, reports, records, documents
and other materials prepared by Contractor, its employees, subcontractors and agents in the
performance of this Agreement shall be the property of City and shall be delivered to City upon
request of the Contract Officer or upon the termination of this Agreement, and Contractor shall have
no claim for further employment or additional compensation as a result of the exercise by City of
its full rights of ownership of the documents and materials hereunder. Any use of such completed
documents for other projects and/or use of uncompleted documents without specific written
authorization by the Contractor will be at the City's sole risk and without liability to Contractor, and
the City shall indemnify the Contractor for all damages resulting therefrom. Contractor may retain
copies of such documents for its own use. Contractor shall have an unrestricted right to use the
concepts embodied therein. All subcontractors shall provide for assignment to City of any
documents or materials prepared by them, and in the event Contractor fails to secure such
assignment, Contractor shall indemnify City for all damages resulting therefrom.
6.4 Release of Documents. The drawings, specifications, reports, records, documents
and other materials prepared by Contractor in the performance of services under this Agreement
shall not be released publicly without the prior written approval of the Contract Officer.
7.0 ENFORCEMENT OF AGREEMENT
7.1 California Law. This Agreement shall be construed and interpreted both as to validity
and to performance of the parties in accordance with the laws of the State of California. Legal
actions concerning any dispute, claim or matter arising out of or in relation to this Agreement shall
be instituted in the Superior Court of the County of Riverside, State of California, or any other
appropriate court in such county, and Contractor covenants and agrees to submit to the personal
jurisdiction of such court in the event of such action.
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7.2 Disputes, In the event of any dispute arising under this Agreement, the injured party
shall notify the injuring party in writing of its contentions by submitting a claim therefor. The injured
party shall continue performing its obligations hereunder so long as the injuring party commences
to cure such default within ten (10) days of service of such notice and completes the cure of such
default within forty-five (45) days after service of the notice, or such longer period as may be
permitted by the injured party; provided that if the default is an immediate danger to the health,
safety and general welfare, such immediate action may be necessary. Compliance with the
provisions of this Section shall be a condition precedent to termination of this Agreement for cause
and to any legal action, and such compliance shall not be a waiver of any party's right to take legal
action in the event that the dispute is not cured, provided that nothing herein shall limit City's or the
Contractor's right to terminate this Agreement without cause pursuant to Section 7.8.
7.3 Retention of Funds. Contractor hereby authorizes City to deduct from any amount
payable to Contractor (whether or not arising out of this Agreement) (i) any amounts the payment
of which may be in dispute hereunder or which are necessary to compensate City for any losses,
costs, liabilities, or damages suffered by City, and (ii) all amounts for which City may be liable to
third parties, by reason of Contractor's acts or omissions in performing or failing to perform
Contractor's obligation under this Agreement. In the event that any claim is made by a third party,
the amount or validity of which is disputed by Contractor,or any indebtedness shall exist which shall
appear to be the basis for a claim of lien, City may withhold from any payment due, without liability
for interest because of such withholding, an amount sufficient to cover such claim. The failure of
City to exercise such right to deduct or to withhold shall not, however, affect the obligations of the
Contractor to insure, indemnify, and protect City as elsewhere provided herein.
7.4 Waiver. No delay or omission in the exercise of any right or remedy by a
nondefaulting party on any default shall impair such right or remedy or be construed as a waiver.
A party's consent to or approval of any act by the other party requiring the 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. 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.
7.5 Riahts and Remedies are Cumulative. Except with respect to rights and remedies
expressly declared to be exclusive in this Agreement, the rights and remedies of the parties 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.
7.6 Legal Action. In addition to any other rights or remedies, either party may take legal
action, in law or in equity, to cure, correct or remedy any default, to recover damages for any
default,to compel specific performance of this Agreement, to obtain declaratory or injunctive relief,
or to obtain any other remedy consistent with the purposes of this Agreement.
7.7 Liquidated Damages. Since the determination of actual damages for any delay in
performance of this Agreement would be extremely difficult or impractical to determine in the event
of a breach of this Agreement,the Contractor and its sureties shall be liable for and shall pay to the
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City the sum of zero ($0.00) dollars as liquidated damages for each working day of delay in the
performance of any service required hereunder. The City may withhold from any monies payable
on account of services performed by the Contractor any accrued liquidated damages.
7.8 Termination Prior to Expiration Of Term. This Section shall govern any termination
of this Agreement except as specifically provided in the following Section for termination for cause.
The City reserves the right to terminate this Agreement at any time, with or without cause, upon
thirty (30) days'written notice to Contractor, except that where termination is due to the fault of the
Contractor, the period of notice may be such shorter time as may be determined by the Contract
Officer. In addition,the Contractor reserves the right to terminate this Agreement at any time upon,
with or without cause, upon sixty (60) days' written notice to City, except that where termination is
due to the fault of the City, the period of notice may be such shorter time as the Contractor may
determine. Upon receipt of any notice of termination, Contractor shall immediately cease all
services hereunder except such as may be specifically approved by the Contract Officer.
Contractor shall be entitled to compensation for all services rendered prior to the effective date of
the notice of termination and for any services authorized by the Contract Officer thereafter in
accordance with the Schedule of Compensation (Exhibit"C") or such as may be approved by the
Contract Officer, except as provided in Section 7.3. In the event of termination without cause
pursuant to this Section, the terminating party need not provide non-terminating party with the
opportunity to cure pursuant to Section 7.2.
7.9 Termination for Default of Contractor. If termination is due to the failure of the
Contractor to fulfill its obligations under this Agreement, City may, after compliance with the
provisions of Section 7.2, take over the work and prosecute the same to completion by contract or
otherwise, and the Contractor shall be liable to the extent that the total cost for completion of the
services required hereunder exceeds the compensation herein stipulated (provided that the City
shall use reasonable efforts to mitigate such damages), and City may withhold any payments to the
Contractor for the purpose of setoff or partial payment of the amounts owed the City as previously
stated.
7.10 Attorneys' Fees. If either party to this Agreement is required to initiate or defend or
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 attorney's fees. Attorney's fees shall include
attorney's fees on any appeal, and in addition a party entitled to attorney's fees shall be entitled to
all other reasonable costs for investigating such action, taking depositions and discovery and all
other necessary costs the court allows which are incurred in such litigation. All such fees shall be
deemed to have accrued on commencement of such action and shall be enforceable whether or
not such action is prosecuted to judgment.
8.0 CITY OFFICERS AND EMPLOYEES: NON-DISCRIMINATION
8.1 Non-liability of City Officers and Employees. No officer or employee of the City shall
be personally liable to the Contractor, or any successor in interest, in the event of any default or
breach by the City or for any amount which may become due to the Contractor or to its successor,
or for breach of any obligation of the terms of this Agreement.
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8.2 Conflict of Interest. No officer or employee of the City shall have any financial
interest, direct or indirect, in this Agreement nor shall any such officer or employee participate in any
decision relating to the Agreement which effects his financial interest or the financial interest of any
corporation, partnership or association in which he is, directly or indirectly, interested, in violation
of any State statute or regulation. The Contractor 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.
8.3 Covenant Against Discrimination. Contractor 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 race, color,
creed, religion,sex, marital status, national origin,or ancestry in the performance of this Agreement.
Contractor shall take affirmative action to insure that applicants are employed and that employees
are treated during employment without regard to their race,color,creed,religion,sex,marital status,
national origin, or ancestry.
9.0 MISCELLANEOUS PROVISIONS
9.1 Notice. Any notice, demand, request, document, consent, approval, or
communication either party desires or is required to give to the other party or any other person shall
be in writing and either served personally or sent by prepaid,first-class mail, in the case of the City,
to the City Manager and to the attention of the Contract Officer, City OF PALM SPRINGS, P.O. Box
2743, Palm Springs, California 92263, and in the case of the Contractor, to the person at the
address designated on the execution page of this Agreement. Either party may change its address
by notifying the other party of the change of address in writing. Notice shall be deemed
communicated at the time personally delivered or in seventy-two(72)hours from the time of mailing
if mailed as provided in this Section.
9.2 Interpretation. The terms of this Agreement shall be construed in accordance with
the meaning of the language used and shall not be construed for or against either party by reason
of the authorship of this Agreement or any other rule of construction which might otherwise apply.
9.3 Integration;Amendment. It is understood thatthere are no oral agreements between
the parties hereto affecting this Agreement and this Agreement supersedes and cancels any and
all previous negotiations, arrangements, agreements and understandings, if any, between the
parties, and none shall be used to interpret this Agreement. This Agreement may be amended at
any time by the mutual consent of the parties by an instrument in writing.
9.4 Severability. In the event that any one or more of the phrases, sentences, clauses,
paragraphs, or sections contained in this Agreement shall be declared invalid'or uhenforceable.by
a valid judgment or decree of a court of competent jurisdiction, such invalidity or unenforceability
shall not effect any of the remaining phrases, sentences, clauses, paragraphs, or sections of this
Agreement which are hereby declared as severable and shall be interpreted to carry out the intent
of the parties hereunder unless the invalid provision is so material that its invalidity deprives either
party of the basic benefit of their bargain or renders this Agreement meaningless.
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9.5 Corporate Authority. The persons executing this Agreement on behalf of the parties
hereto warrant that (i) such party is duly organized and existing, (ii) they are duly authorized to
execute and deliver this Agreement on behalf of said party, (iii) by so executing this Agreement,
such party is formally bound to the provisions of this Agreement, and (iv) the entering into this
Agreement does not violate any provision of any other Agreement to which said party is bound.
IN WITNESS THEREOF, these parties have executed this Agreement on the day and year shown
below.
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RICHARD-WYATT
Social Security Number
5649 W. Jefferson Blvd.
Los Angeles, CA 90016
Phone 323-934-7337
ATTEST: CITY OF PALM SPRINGS
a municipal corporation
Byr�1.wf'�
City Clerk ireD ct r of Co unity& Economic Development
APPROVED RV DWAR'AdW NM
Page 11 of 15
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Exhibit"A"
Scope of Services
Contractor shall repair and repaint all damaged areas of the Desert Highland Mural Project at the
James O. Jesse Desert Highland Unity Center. Work to be completed by January 30, 2003
Page 12 of 15
Exhibit"A"
Scope of Services
Contractor's Proposal
Proposal for Mural Vandalism Repair
1. Fabrication Details
Product/Deliverable: Vandalized areas to be restored,re-painting of restored areas and
an application of varnish on repainted areas.
Size: 13'x 88' (Only vandalized areas will be repaired)
Materials: Acrylic paint and varnish
Hours Required:24(Based on 3 days Qa 8 hours per day)
2. Design Drawings
Product/Deliverable: Scaled drawings for design transfer,
Design Layout, 1"-1'-0'
Hours Required:2'/2
3. General Liability Insurance
Approx. $1,001.91
4. Technical Coordination
Coordination as required to assist and coordination with project consultant.
Hours Required:0
Summary
Total Hours Required for Mural Repair:26 44
General Liability Insurance:$1,001.31
Total Invoice Amount:$4,976.81 *($3,300 payable upon execution of agrumeni)
Estimated Time Required for Completion:3 Days
The preceding Invoice Amount includes artist foes, scaffolding, acrylic paint,wall
cleaning,varnish coating and lodging. Normally, myJlat rate covers my artist fees only;
however, in order to lower the budget,I've included the above items as part of this rate.
Should you have any questions or require any additional information please do not
hesitate to call me.
Sincgoly;
e
Richar yart Page 13 of 15
Exhibit "B"
Special Requirements
Waiver of Certain Insurance Requirements as specified under section 5.0 of this Agreement.
1. Contractor has no employees. Therefore, Workers' Compensation Insurance is not
required for this Agreement.
2. A Performance Bond is not required for this Agreement.
Page 14 of 15
Exhibit"C"
Schedule of Compensation
1. Fee. The Contractor's total fee for services rendered hereunder, including all applicable
taxes and all expenses relating thereto, whether or not identified in this Agreement shall be FOUR
THOUSAND NINE HUNDRED SEVENTY SIX AND 81/100 DOLLARS ($4,976.810)
2. Interim Payments. Subject to the Contractor's obligation to repay an installment payment
in the event this Agreement is terminated by reason of the Contractor's default, the City shall make
payments to the Contractor against the Fee as follows:
2.1 Upon execution of the Agreement:: THREE THOUSAND THREE HUNDRED
AND 001100 DOLLARS ($3,300.00)
2.2 Following satisfactory completion of work: ONE THOUSAND SIX HUNDRED
SEVENTY SIX AND 81/100 ($1,676.81)
2.3 All payments shall be made payable to Richard Wyatt.
2.4 City agrees to pay all amounts within thirty (30) days of the satisfaction of the
conditions therefor.
Page 15 of 15