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HomeMy WebLinkAbout04266 - CHIHULY SCULPTURE AIRPORT Page: 1 Report: Expired Contracts: Oldest Date= / / and XREF= PUBLIC ARTS -Summary January 8, 2004 Contract Number Description Approval Date Expiration Date Closed Date A4266 Purchase Public Art 08/02/2000 08/01/2003 Contractor:Chihuly, Inc. Insurance Status: INACTIVE �I / \t XREF: PUBLIC ARTS l� Service: In File A4606 Jeffrey A. Fowler 12/11/2002 12/01/2003 Contractor :Jeffrey A. Fowler- Insurance Status: XREF: PUBLIC ARTS Service: In File * " * * END OF REPORT" �" Chihuly, Inc. Art Work AGREEMENT #4266 Amend 2 M07126, 7-17-02 Amendment#2 to Contract Services Agreement# 4266 with CHIHULY, INC. a Washington Corporation for purchase and sale of public art work. THIS SECOND AMENDMENT TO THE AGREEMENT FOR CONTRACT SERVICES (#4266 herein"Agreement", is made and entered this 17th day of July, 2002,by and between the City of Palm Springs(herein"City"), a municipal corporation, and CHIHULY, INC., a Washington Corporation(herein"Chihuly"), and amends that certain Agreement for contract services dated December 26, 2000 as amended,between the same parties, as follows: NOW, THEREFORE, City and Chihuly,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: I. Section 1. Subsection 1.2 is modified to read as follows: 1.2 City's Option to Purchase Macchia Set 3 and/or Macchia Set 4. City shall have, in its sole and absolute discretion,the option to purchase Macchia Set 3 and or Macchia Set 4. Chihuly agrees to retain Macchia Sets 3 and 4 for City's exclusive purchase until October 1, 2002. If City,before October 1, 2002 notifies Chihuly of its intent to purchase Macchia Set 3 and/or 4, Chihuly shall install such Macchia Set(s) in accordance with the terms and conditions of the Agreement. Payment for Macchia Sets 3 and 4 shall be made in accordance with the terms of Exhibit D of the Agreement. If City has not elected to purchase Macchia set 3 and/or Macchia Set 4, City waives any and all claims or rights to exert control or ownership of such Macchia Set(s) II. Except as otherwise provided, all other terms and conditions of the Agreement shall remain as provided therein. O IN WITNESS WBEREOF, the parties have executed and entered into this Amendment as of the date stated above. CHIHULY Chihuly, Inc., a Washington Corporation 05-0396383 (Tax I.D. Number) Lise Ellner,tsq., General6Counsel By: �,�C�'✓�G Dale Chihulyy,iits President By: Maann,Comptroller CITY OF PALM SPRINGS —a municipal corporation ATTEST: Byri City Manager amity Clerk APPROVED AS TO FORM: {%ovvwv'af) ey `•� �O City Attorney' -2- STATE OF WASFRNGTON ) COUNTY OF KING ) ss. Qn 7 2002.before me, a notary public, personally appeared �C personally known to me (or proved to me on the basis of satisfactory evidence) to be the person whose name is subscribed to the within instrument and acknowledged to me that he/she executed the same in his/her authorized capacity, and that by his/her signature on the instrument the person, or the entity upon behalf of which the person acted, executed the instrument. WITNESS my hand and o cial seal. By: MALa STATE OF WASHINGTON ) COUNTY OF KING ) ss. n A. 2002-before me, a notary public, personally appeared ,. personally known to me (or proved to me on the basis of satisfactory evidence)to be the pe on whose name is subscribed to the within instrument and acknowledged tome that he/she executed the same in his/her authorized capacity,and that by his/her signature on the instrument the person, or the entity upon behalf of which the person acted, executed the instrument. WITNESS my hand and o tcial seal. By STATE OF WASHNGTON ) COUNTY OF KING ) ss. On 20(g before me, a notary public, personally appeared / PbaqL &14toW, personally known to me (or proved to me on the basis of satisfactory evidence) to be the person whose name is subscribed to the within instrument and acknowledged to me that he/she executed the same in his/her authorized capacity,and that by his/her signature on the instrument the person, or the entity upon behalf of which the person acted, executed the instrument. WITNESS hand aiid offic seal. By: 527/� v A cv STATE OF WAS GTON ) COUNTY OF KING ) ss. On 00 befor e, a notary public, personally appeared personally wn me (or proved to me on the basis of satisfactory evidence) to be the person whose name i scribed to the within instrument and acknowledged tome that he/she executed the same ' s/her horized capacity,and that by his/her signature on the instrument the person, or entity upon be if of which the person acted, executed the instrument. WITNESS my hand and officia al. By: MAR-19-2002 TUE 01 :06 PM CITY OF PALM SPRINGS FAX NO, 761 hihuly, Inc. rt Work AGREEMENT #4266 Amend #1 M07037, 4-3-02 Amendment 41 to Contract Services Agreement 4 4266 with CHU-ITJLX, INC. a Washington Corporation for purchase and sale of public art work, THIS FIRST AMENDMENT TO THE AGREEMENT FOR CONTRACT SERVICES (1142615 herein "Agreement", is made and entered this 3rd day of April, 2002, by and between the C:ity,of Palm Springs (herein "City"), a municipal corporation, and CIIIIIULY, INC,,.a Washington: 'Corporation (herein "Chihuly"), and amends that certain Agreement for contract services tinted ' December 26, 2000 as amended, between the same parties, as follows: NOW, THEREFORE, City and Chihuly , for the consideration and under the conditions hereinafter set forth, and pursuant to the authority, teens and conditions set forth in Municipal Ordinance No.1479, agree as follows: T. Section 1. Subsection 1.2 is modified to read as follows: 1-2 City's Option to Purchase Macchia Set 3 and/or Macchia Sel.4. City=shall have, in its sole and absolute discretion, the option to purchase Macchia . Set 3 and or Macchia Set 4. Chihuly agrees to retail Macchia Sets _and 4 for City's exclusive purchase until July 1, 2002, ,If fifty,before,,Jlily,il:, ' 2002 notifies Chihuly of its intent to purchase Macchia Set 3 anditir: ; : Chihuly shall install such Macchia Set(s) in accordance-with the terms;` and conditions of the Agreement. Payment for Macchia Sets 3 and 4 shall be made in accordance with the terms of Exhibit D of the Agreement,: "If = City has not elected to purchase Macchia set 3 and/orMaechia Set 4;City waives any and all claims or rights to exert control or ownership of-such Macchia Set(s) 21 II. Except as otherwise provided, all other terms and conditions of-the Agreeme'lit shall remain as provided therein. MAR-19-2002 TUE 01 : 06 PM CITY F PALM SPRINGS FAX NO, 76422 8325 P. 03 IN WITNESS WHEREOF, the parties have executed and entered into this Amendment as,of the date stated above. CHUTULY Chihuly, Inc., a Washington Corporation 05-0396383 (Tax I.D. Number) By. Lise Ell nor, Esq„ General Counsel Dale Chihul its Presid t . Y> ByjAV ann om troller �� p CITY OF PALM SPRINGS a municipal corporation City Manage, City Clerk APPROVED AS TO FORM Appal ED By THE Cfff M9L- ta °')ate _ O Z _ _2: MAR-19-2002 TUE 01 ;06 PM 01 F PALM SPRINGS FAX NO, 76 J22 '8325` P, 04 STATE OF WASIIINGfON ) COUN'fY Oh KING ) ss. On 200zbefore me, a notary public, personally appeared.'. _, personally known to me (or proved to me on the basis of satisfactrlry evidence) to be the person whose name is subscribed to the within instrument and acknowludgo ' . •to me that he/she executed the same in his/her authorized capacity, and that by his/her signature on the instrument the person, or the entity upon behalf of which the person acted, execufed_the instrument. WITNESS my hand arid official se lr STATE OF WASHINGTON ) COUNTY OF KING ) ss. On 0�1 200� before me, a notary public, persohally`;appcarcd Jj�/ � personally known to me (or proved tome on the basis of satisfactory. ' evl cnce) to be the per n whose name is subscribed to the within instrument and acknowledged` ..- to me that he/she executedthe same in his/her authorized capacity,and that:by his/her signawcuted.re on- the instrument the person, or the entity upon behalf of which the person acted, exe the instrument. WITNESS my hand and officia seal. By: a i • . Chihuly, Inc. ' Purchase & Sale of Public Art AGREEMENT #4266 M06694, 8-2-00 AGREEMENT FOR PURCHASE AND SALE OF PUBLIC THIS AGREEMENT FOR PURCFIA Eye AND SALE OF PUBLIC ART WORK ("Agreement") is entered into thisW(r day of , 200, by and between the CITY OF PALM SPRINGS, a municipal corporation ("City"), acting by and through its Public Arts Commission(the "Commission") and CHIHULY, INC, a Washington corporation ("Chihuly"). RECITALS A. Pursuant to Municipal Ordinance No. 1479, City established the Commission and an Art In Public Places Program ("Program"). B. Chihuly submitted a proposal to the Commission for the sale and installation of art pieces referred to herein as "Macchias" ("Proposal") at the Palm Springs International Airport ("Airport"). The Macchias are offered for sale in sets, with each set consisting of two (2) Macchias ("Macchia Set"). A total of four (4) "Macchia Sets" are available for purchase by the City, acting by and through the Commission. The Proposal, including all relevant specifications, is attached hereto as Exhibit "A" and incorporated herein by reference. Where the Proposal and the terns of Exhibit "A" conflict, the tenns of Exhibit "A" shall control. C. The Proposal provides that the Macchias will be installed in a public space located on the pedestals surrounding the fountain in the concourse area of the Airport, as 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 Chihuly, and Chihuly desires to sell to City, Macchia Sets 1 and 2, as described in the Proposal. City and Chihuly also desire that City shall have an option to purchase Macchia Set 3 and/or Macchia Set 4, as described in the Proposal, under the same terms and conditions as described herein for the purchase of Macchia Sets 1 and 2. NOW, THEREFORE, City and Chilmly, 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 Chihuly's Services. 1.1 Fabrication and Completion of the Macchias. Chihuly has fabricated or caused to be fabricated, the four (4) Macchia Sets under the personal supervision of Dale Chihuly (the "Artist") and in conformity with the Proposal, procedures and timeline set forth in the Schedule of Performance (the "Schedule"), attached hereto as Exhibit "C" and incorporated herein by reference. The Macchias 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 motion of the Commission. In addition to the requirements described in Exhibit "A", Chihuly shall create, transport, and install the Macchias at the Site at its sole cost and expense. Chihuly shall install the Macchias with the highest standards of care, giving special consideration to protecting the Macchias from theft and breakage. 8820140B4-0014 10843B.07 a12121/00 x r � • 1.2 City's Option to Purchase Macchia Set 3 and/or Macchia Set 4. City shall have, in its sole and absolute discretion, the option to purchase Macchia Set 3 and/or Macchia Set 4. Chihuly agrees to retain Macchia Sets 3 and 4 for City's exclusive purchase for a period of one year following the date this Agreement is executed by both parties hereto ("Option Period"). If City, before expiration of the Option Period, notifies Chihuly of its intent to purchase Macchia Set 3 and/or Macchia Set 4, Chihuly shall install such Macchia Set(s) in accordance with the tenns and conditions of this Agreement, including, but not limited to, the requirement that Chihuly procure and maintain insurance, as described in Section 10 of this Agreement, from the time City notifies Chihuly of its decision to purchase Macchia Sets 3 and 4 and provides Chihuly with the payment described in Section 5.1 of Exhibit "D" hereto until installation of Macchia Sets 3 and 4 is completed. Payment for Macchia Sets 3 and 4 shall be made in accordance with the terns of Exhibit D attached hereto. If City has not elected to purchase Macchia Set 3 and/or Macchia Set 4, City waives any and all claims or rights to exert control or ownership of such Macchia Set(s). 1.3 Consultations and Deviations from Proposal. The parties agree to cooperate and consult each other during installation of the Macchias to assure compliance with the specifications in the Proposal. Chihuly will present any proposed installation design changes to the Commission for its approval and acceptance. The Commission shall have sole discretion to approve and accept any such installation design changes. 1.4 Modifications to Installation. The Commission shall have the right,before acceptance of the Macchias as defined at paragraph 4 in Exhibit "D", to request modifications to the installation of the Macchias. Should such modifications result in an increase in cost to Chihuly, full documentation of such costs shall be submitted to the Commission in writing and subject to approval by the Commission. Upon approval, such increased costs shall be paid to Chihuly prior to the date of installation, in addition to the fee to be paid to Chihuly pursuant to Section 4 below. In the event the modifications result in a reduction of costs to Chihuly, the fees owed to Chihuly pursuant to Section 2.2 of Exhibit "D" below shall be reduced by a like amount. Except as expressly provided in this Agreement, City shall not intentionally damage, alter, modify or change the Macchias, without the prior written consent of Chihuly, except in such cases where damage results from an emergency or as set forth in Section 6.2 below. 1.5 City's Removal or Transfer of Macchias. City may remove the Macchias to another location or transfer them, provided, however, that the Macchias are not destroyed, mutilated, or modified, as those terms are used in 17 U.S.C., § 106A, and so long as the Macchias can be described as created by the Artist. 2. Commencement of Installation of Macchias. Chihuly shall commence installation of the Macchias upon the receipt of a written "Notice to Proceed" from the Commission and assurance in writing that electricity is dedicated and in place for the lighting needs of the Macchias. The Macchias shall be completed in accordance with the Schedule of Performance contained in the Proposal, a copy of which is attached hereto as Exhibit "C". 8821014054-0014 10843B.07 a12121100 2 3. Ownership of Documents, Models. All studies, drawings, designs, and models prepared and submitted by Chihuly to City relative to this Agreement shall become the property of City. The Commission may permit Chihuly to borrow such items as needed for the installation of the Matthias. City agrees not to reuse such studies, drawings, and models for the purpose of constricting a full-sized duplicate of the Matthias. City acknowledges and agrees that Chihuly is the exclusive intellectual property right owner of any and all designs, drawings, models and artwork created by Chihuly and the Artist pursuant to this Agreement. 4. Fee and Interim Payments. As consideration for the Matthias and all services by Chihuly hereunder, City shall pay Chihuly the fees set forth on the attached Exhibit "D" in accordance with the time frames provided therein ("Fee Schedule"). 5. [Intentionally Omitted] 6. Chihuly's Warranties/Waivers. 6.1 Defects in Materials or Workmanship. Chihuly warrants that the Macchias and Chihuly's services hereunder will be free of defects in workmanship or materials, and that Chihuly will, at Chihuly's own expense, remedy any defects due to faulty workmanship or materials appearing during the twelve (12) month period immediately following completion of the installation of the Macchias. This warranty includes any workmanship or materials which cause the Macchias, or their installation, to deteriorate over said twelve (12) month period in a manner inconsistent with their 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 Macchias, or their installation, which, either alone or in combination, result in the tendency of the Macchias, or their installation, to deteriorate. 6.2 Public Safety. City and Chihuly shall cooperate to insure that the Macchias, or their installation, incorporate no feature which is a danger to the public such as sharp edges or points. The Commission shall review the Macchias and installation plans and shall request any modification relative to public safety prior to installation. Any modifications requested by the Commission shall be governed pursuant to Section 1.3 above. Should hazards in relation to the pedestal and display design become apparent after installation, City shall have the right to make adjustments and modifications thereto to eliminate such hazards. Chihuly agrees to cooperate in making adjustments to the pedestals and display of the Macchias, if necessary, to eliminate other hazards which become apparent within one (1) year of the date the Macchias are finally accepted by City. City shall solely bear the cost of any such modifications 6.3 Title. Chihuly warrants that the Macchias are the result of the artistic efforts of Artist and that the Macchias will be installed and transferred to City free and clear of any liens, claims or other encumbrances of any type, exclusive of intellectual property rights of Chihuly and/or Artist. 6.4 Unique. Chihuly warrants that the Macchias are unique and that Chihuly will not execute or authorize another person or entity to execute another work of the 8821014004-0014 108438 07 al 2/21/00 3 precise color and shape as the Matthias purchased by City pursuant to this Agreement. This warranty and covenant shall be binding on Artist's heirs and assigns. 6.5 [Intentionally Omitted] 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 Chihuly, 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 Chihuly, within fifteen (15) days of the commencement of such delay, notifies the Commission in writing of the causes of the delay. 8. Maintenance of the Macchias. Upon completion of the installation of the Macchias, Chihuly shall provide City with written instructions for appropriate maintenance and preservation of the Macchias. 9. Default; Remedies. 9.1 Disputes. In the event of any dispute arising imder 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 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. 9.2 [Intentionally Omitted] 9.3 Waiver. No delay or omission in the exercise of any right or remedy by a 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. 9.4 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 B8110140N40014 108438.07 a12121100 4 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. 9.5 Arbitration. 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). 9.6 Termination for Default of Chihuly. City shall have the right to terminate this Agreement for cause upon any material breach by Chihuly of the obligations imposed upon Chihuly 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 Macchias and complete the installation of the Macchias as such installation is contemplated hereunder, and Chihuly shall be liable for the reasonable costs City incurs in completing the same. City may withhold payments to Chihuly for the purpose of setoff or partial payment of the amounts owed City as previously stated. 9.7 Termination for Default of City. Chihuly 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. 9.8 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. 10. Insurance. Chihuly shall procure and maintain, at its sole cost and expense, until completion of installation of Macchias 1 and 2 (or until completion of installation of Macchias 3 and 4, if City exercises its option to purchase the same),the following policies of insurance: 10.1 Comprehensive General Liability Insurance. A policy of comprehensive general liability insurance written on a per occurrence basis in an amount not less than ONE MILLION DOLLARS ($1,000,000) combined single limit. 10.2 Workers' Compensation Insurance. Chihuly shall maintain Washington State insurance and shall provide a copy for City upon execution of this Agreement. 10.3 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 TWO HUNDRED FIFTY THOUSAND DOLLARS ($250,000.00)per person and FIVE HUNDRED THOUSAND DOLLARS ($500,000.00) 8821014084-0014 108438.07 a12/21/00 5 per occurrence and property damage liability limits of ONE HUNDRED THOUSAND DOLLARS ($100,000.00) per occurrence and TWO HUNDRED FIFTY THOUSAND DOLLARS ($250,000.00) in the aggregate, (ii) combined single limit liability of FIVE HUNDRED THOUSAND DOLLARS ($500,000.00), or (iii) limits as set by the City Risk Manager. Said policy shall include coverage for owned, non-owned, leased and hired cars. 10.4 All of the above policies of insurance shall be primary insurance and shall name City, its officers, employees and agents as additional insureds. The insurer shall waive all rights of subrogation and contribution it may have against City, its officers, representatives, 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 City. In the event any of said policies of insurance are canceled, Chihuly shall, prior to the cancellation date, submit new evidence of insurance in conformance with this Section to the Commission. No work or services under this Agreement shall commence until Chihuly has provided City with Certificates of Insurance or appropriate insurance binders evidencing the above insurance coverages and said Certificates of Insurance or binders are approved by City. The policies of insurance 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 City Risk Manager due to unique circumstances. 11. Ownership of Macchias/Copyright. 11.1 Bill of Sale. Upon the acceptance of the Macchias and payment therefor by City to Chihuly, Chihuly shall convey and assign title to the Macchias and all rights thereto, exclusive of all intellectual property rights, to City by executing and delivering the Bill of Sale in the form attached hereto as Exhibit "E" ('Bill of Sale"). Chihuly bears the risk of damage to or loss of the Macchias until the title passes to City. Chihuly is the exclusive copyright holder of the Macchias. 11.2 [Intentionally Omitted] 11.3 Reproductions by City. Notwithstanding the limitations in Section 11.1 above, the City has the right (without the consent of Chihuly) to reproduce and distribute in printed form educational materials and brochures advertising or promoting City or any other literature of City, photographs, videotapes or films of the Macchias as installed and accepted by City. City may also sell the above listed items to raise revenues for City purposes, to the extent such sales are consistent with current law. No royalty shall be due and payable by City to Chihuly for such reproductions and use of the images of the Macchias for the educational, promotional, or commercial purposes described in this Section. Such reproductions and use of the images of the Macchias for the purposes described in this Section shall give reference to the name of Artist, and indicate the copyright registration under Chihuly. 882(014084-0014 108438.07 a12121100 6 12. Credits to Macchias. 12.1 Label. A label identifying Artist, the title of the Macchias and the year the Macchias were completed shall be publicly displayed in the area adjacent to the Macchias. 12.2 Artist's Credit. The City agrees that unless Artist requests to the contrary in writing, all references to the Macchias and all reproductions of same shall credit Artist. 12.3 City's Credit. Chihuly agrees that all formal references to the Macchias shall include the following credit line: "From the Collection of the City of Palm Springs, commissioned by the City of Palm Springs Public Arts Commission." 13. Documentation. To the extent possible, Chihuly shall provide information on the Macchias requested by the Commission for its registration files. 14. Repair and Restoration. It is the current policy of the Commission to consult with Chihuly 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 Commission of any change in his professional address. 15. Reputation. 15.1 City's Commitment. The City agrees that it will not use the Macchias or Artist's name in a way which reflects discredit on the Macchias or on the name of Artist or on the reputation of Artist. 15.2 Chihuly's Commitment. Chihuly agrees that it will not make reference to the Macchias or reproduce the Macchias or any portion thereof in a way which reflects discredit on City or the Macchias. 16. No Assignment or Transfer. The personal skill,judgment and creativity of Artist are essential elements of this Agreement. Therefore, Chihuly 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. 17. Chihuly as Independent Contractor. 17.1 Neither City nor any of its employees shall have any control over the manner, mode or means by which Chihuly, 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 Chihuly's employees, servants, representatives or agents, or in fixing their number, compensation or hours of service. Chihuly 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 882/014084-0014 108438,07 al2/21/00 7 obligations as are consistent with that role. Chihuly 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 Chihuly in its business or otherwise or a joint venture or a member of any joint enterprise with Chihuly. 17.2 City and the Commission may require Chihuly to make such revisions to the Proposal as are necessary for the installation of the Macchias to comply with applicable statutes, ordinances or regulations governing the services of Chihuly hereunder. Chihuly 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 Macchias be publicly bid. Upon request of City, Chihuly shall make such revisions to the installation of the Macchias and/or supply data to City as is necessary for the installation of the Macchias to comply with the Labor Code or Public Contracts Code; provided, however, that any such changes that increase Chihuly's costs to complete the installation shall be paid to Chihuly in advance of the installation of the Macchias. 18. Conflict of Interest. No officer, representative or employee of City shall have 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. Chihuly 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. 19. Covenant Against Discrimination. Chihuly 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. Chihuly 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. 20. 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. 21. Governing Law. This Agreement and all matters pertaining thereto shall be construed according to the laws of the State of California. 22. Licenses, Permits and Fees. Any licenses, permits, and approvals required by law for installation of the Macchias on City property shall be obtained by Chihuly at City's sole cost and expense, and Chihuly shall provide any information necessary to obtain such licenses or permits. 8821014084-0014 108438.07 a12/21/00 8 23. 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. 24. Commission. The Commission shall be the City's designated representative with respect to this Agreement. It shall be Chihuly's responsibility to assure that the Commission is kept informed of the progress of Chihuly's services hereunder and Chihuly shall refer any decision which must be made by City to the Commission. Unless otherwise specified herein, any approval of City required hereunder shall mean the approval of the Commission. Except as otherwise directed by the City Council, the Commission shall have the authority to give any approvals or consents required hereunder and to otherwise act on behalf of City in order to carry out the terms of this Agreement. 25. 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 Chihuly: Chihuly, Inc 1111 NW 50th Street Seattle, WA 98107-5120 Attn: Lise Ellner Phone: 206-781-8707 FAX: 206-781-1906 To Commission: City of Palm Springs Public Arts Commission P.O. Box 2743 Palm Springs, CA 92263-2743 Attn: Ms. Diane Morgan Phone: 760-778-8408 FAX: 760-322-8325 Copy to: Rutan &Tucker, LLP 611 Anton Boulevard, Suite 1400 Costa Mesa, CA 92626 Attn: David J. Aleshire, Esq. 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. e821014084-0014 9 108438.07 a12121100 26. Execution in Counterpart. This Agreement may be executed in several counterparts, and all so executed shall constitute one agreement binding on all parties hereto, notwithstanding that all parties are not signatories to the original on the same counterpart. IN WITNESS WHEREOF, the parties have entered into this Agreement as of the date first above written. CHIHULY Chihuly, Inc., a Washington Corporation 05-0396383 (Tax I.D. Number) By: Lise Ellner, Esq., General Counsel By: /Dale Chihuully, ' s President By: Mary hilimann, Comptroller ATTEST: CITY OF PALM SPRINGS a municipal corporation City Clerk City Manager APPROVED AS TO FORM: RUTAN & TUCKER, LLP Dad 7.)Aleshire End of Signatures /%P1P1T100)V1W Ov irmn, %grit li aW4:, 882/014084-0014 108438.07 a12/21/00 10 STATE OF WASHINGTON ) ) ss. COUNTY OF KING ) On � , 200Q before me, a notary public, personally appeared personally known to me (or proved to me on the basis of satisfactory evidence) to be the p rson whose name is subscribed to the within instrument and acknowledged to me that he/she executed the same in his/her authorized capacity, and that by his/her signature on the instrument the person, or the entity upon behalf of which the person acted, executed the instrLurient. WITNESS �fmyy/hand and official seal-. By. STATE OF WASHINGTON ) ss. COUNTY OF KING ) On a6 2000 before me, a notary public, personally appeared AkV 4. K14Aa i personally known to me (or proved to me on the basis of satisfactory evidence) to be the person whose name is subscribed to the within instrument and acknowledged to me that he/she executed the same in his/her authorized capacity, and that by his/her signature on the instrument the person, or the entity upon behalf of which the person acted, executed the instrument. WITNESS my hand and official seal. By: A fit. W� 7T 1� 3�O crpc� 882/014084-0014 11 108438.07 a12121100 ?V TJU EXHIBIT "A" PROPOSAL Specifications This project consists of three major elements and their subcomponents, which together comprise the Palm Springs International Airport Fountain Pedestal Design (refer to photos/drawings). Each component of the fabrication and installation of the Macchias will be provided in a manner that is consistent with the Proposal. The three major elements and their subcomponents: A. Macchia Set- (see photos) 1. description of first Macchia Set to be placed on pedestal 2. description of second Macchia Set to be placed on pedestal 3. description of third Macchia Set to be placed on pedestal 4. description of fourth Macchia Set to be place on pedestal Macchias available for purchase per this Agreement 1. Orange Macchia with Blue Lip Wrap Set, 1999,19x39x40 2. Deep Violet Macchia with Orange Lip Wrap Set, 1999, 22x30x32 3. Chartreuse Macchia with Venetian Pink Lip Wrap Set, 1990 23x46x30 4. Cobalt Blue Macchia with Yellow Lip Wrap Set, 1995, 21x33x31) B. Protective Cases: Protective Cases will be installed with each Macchia Set and are included as part of the Agreement price. 1. Materials - (see drawings) 2. Dimensions - (see drawings) C. Lighting: Lighting will be installed with each Macchia Set and is included as part of the Agreement price. 1. Fixture specifications - (see drawings) 2. Fixture placement (see diagram) 8821014084 014 10843807 0 a1212ll00 EXHIBIT "A" 12 , • -- - -� � - -L�._. v _ -.-_ �- �_ - , �- �i ,.. � . f .- ,.�' a s, { t 1 ' •jr� 1 k � .t „ - , ;.�. ..�...�. i� �: �-� � �. ` �: �� �. �. olli, � Y i f v1 S[ N P , L' -- - gIEM,O\APA-E TnP Tp _- ,g.t-.L. y 1" L.I&hTI N'G (WCOVihLt'J�10E- U? - vf NT5. -IN Top P019 u�>}Tlri� vnt.�r>,cc - — terra .r{ - LAMINATED Ggv raY-1�M l;'�bO W TaT^'4 . . . { 1 IT iin4zw ly-7_. TO T �IFG1�kF� i-I s:lZk1�:i'�l'if`ICG v5 TCti1tE l i -_ S i PPY d 1VE Erg !JM 'SSG.. - -- _3 �; Srt7l i a z Ji - - '\ -- 4 i I l fI1 VAD QN copyright P)Chihuly Studio 2000 Palm Springs Airport 12.142000 Display Case Drawing - Exhibit A FnwErLSuFFL-Y RUNE, �wry Go2NEtz EV&F 0F' u6H-nNG VA►..F��Gti✓-- I2 V nK-I(a LIGHTS 15u i o o ,pLRN copyright�Chihuly Studio 2000 Palm Springs Airport 12132000 Display Case Lighting Layout - Exhibit A RV A v+. x I' 1 x f1` copynght,vChihuly Studio 2000 Palm Springs Airport 12132000 Chihuly Macchias- Exhibit B-View 1 P CCMCESSION ' 1\�\� �� / I �ICESS�fI SPACEi(2 uA a 14.3 A a.t I �u 2 A� J2 IN I It' 3 4 c. f I I 0, \ L2 I , xz 2 ,( aMt ao IF{A�AM'i A i Alld ' 9 A, % ' I \ IA IdId 'fir OF 1Vi s [T131 '1Ean b W ht 6204 'Ella 2A r 1.. NA�270 BI SNRI .. nl copyrighNIChihulysfuaio2000 Palm Springs Airport 12,14.2000 Chihuly Macchias- Exhibit B-View 2 EXHIBIT "C" SCHEDULE OF PERFORMANCE 1. Installation. Chihuly shall complete installation of the Matthias no later than 90 days after issuance of the written Notice to Proceed from the Commission. 2. Design Review; Revisions to Proposed Macchias, and their installation. Without limiting the City Council's or the Commission's approval rights as set forth in the Agreement: 2.1 [Intentionally Omitted] 2.2 Subject to any changes to the fees payable by the City to Chihuly, as provided for in the Agreement, City and the Commission may require Chihuly to make such revisions to the Proposal as are necessary for the Macchias, and their installation, to comply with applicable statutes, ordinances or regulations governing the project. 2.3 The Commission shall have the right to approve and make changes to the Macchias, and their installation, to assure that they are substantially similar in all material respects to the Proposal previously presented to and approved by the Commission. 2.4 Chihuly's fee may be equitably adjusted for any increase or decrease in Chihuly's cost of, or time required for, performance of any revisions pursuant to this Section. Any claim of Chihuly for adjustment under this paragraph must be presented to the Commission in writing within thirty (30) days after the date of the revision by Chihuly. Any revision to Chihuly's fee must be approved in writing by the Commission. Any increase in Chihuly's fee must be approved by the City Council. 2.5 Within thirty (30) days after receipt of Chihuly's revisions pursuant to this Section, the Commission shall notify Chihuly of its approval or disapproval of such revisions. The Commission may require Chihuly to submit additional revisions until such revisions are accepted by the Commission. Revisions made and accepted by the Commission pursuant to this Section become a part of the proposal for the Macchias. Any increased costs to Chihuly, due to additional revisions requested by City and agreed to by Chihuly, shall be paid by the City to Chihuly prior to the installation of the Macchias. Any decreased costs to Chihuly, due to additional revisions requested by City and agreed to by Chihuly, shall be reflected by a like reduction of the fees due to Chihuly. 2.6 Within thirty (30) days following structural design review approval by City, pursuant to this Section, Chihuly shall furnish to the Commission a tentative schedule for completion of fabrication and installation of the Macchias, including a schedule for the submission of progress reports. After written approval of the schedule by the Commission, Chihuly shall install the Macchias in accordance with such schedule. Although the schedule may be amended by written agreement between City and Chihuly, it is agreed that the Macchias shall be ready for placement within three (3) months after issuance of the written Notice to Proceed. 4084-0014 1054318.07 a12/21/00 EXHIBIT "C" 22 2.7 Chihuly shall present to the Commission, in writing, for further review, any "significant changes" in the scope, design, color, size, material, or texture of the Macchias not permitted by or not in substantial conformity with the accepted proposal. A "significant change" is: (a) any material change in the scope, design, color, size, material, texture, or location of the Macchias on the Site; (b) any material change in the Macchias, or their installation, that affects installation, scheduling, site preparation, or maintenance of the Macchias; or (c) any change in the concept of the Macchias as represented in the accepted Proposal. 3. Delivery and Installation of the Macchias. 3.1 Prior to delivery Chihuly shall notify the Commission, in writing, when the Macchias are ready for delivery and installation at the Site. 3.2 Chihuly shall deliver and install the completed Macchias at the Site in compliance with the schedule approved pursuant to Section 2. 4. Arrangements for access to the Site. Arrangement for access to the Site for installation of the Macchias shall be scheduled through the Commission and will not be granted unless all evidence of insurance has been provided as per Section 10 of the Agreement. Chihuly shall provide the Commission with a written list of the workers, vehicles and equipment which will be used in the fabrication of the Macchias at least ten (10) days in advance of any work to be performed at the Site so that permits may be issued and security and traffic flow arrangements may be made. 10843e0 alzi2voo EXHIBIT"C" 23 EXHIBIT "D" PROGRESS PAYMENTS 1. Fee. Chihuly's total fee for sale and installation of Macchias Sets 1 and 2, as described in Exhibit "A", including all applicable taxes and all expenses relating thereto, whether or not identified in the Proposal shall be ONE HUNDRED FIFTY THOUSAND DOLLARS ($150,000.00)("Fee"). 2. Interim Payments. Subject to Chihuly's obligation to repay any installment payment in the event this Agreement is terminated by reason of Chihuly's default, City shall make installment payments to Chihuly as follows: 2.1 Upon (i) execution of this Agreement; (ii) receipt of evidence of insurance for all insurance requirements as specified above in Section 10 of this Agreement; and (iii) issuance by City of the written Notice to Proceed with installation: FIFTY THOUSAND DOLLARS ($50,000.00). 2.2 Upon completion of installation of the Macchias, including protective cases and lighting: FIFTY THOUSAND DOLLARS ($50,000.00). 2.3 Following review, approval and final acceptance of the Macchias by the Commission: FIFTY THOUSAND DOLLARS ($50,000.00) no later than Ninety (90) days after completion of installation. 2.4 All payments shall be made payable to CHIHULY, INC. 3. Effect of Approval for Interim Payment. Approval for interim payments by the contract administrator does not constitute final acceptance or approval of the Macchias by the City nor shall it be construed as a waiver of City's right to require that the Macchias, or their installation, conform to the Proposal. 4. Final Acceptance. 4.1 The Macchias, and their installation, shall be finally accepted when the Commission shall pass a motion finding: (a) that the Macchias and their installation conform to the proposal and specifications set forth hereof, or to any modifications thereof approved by the Commission; (b) that Chihuly completed installation of the Macchias at the Site on a timely basis; and (c) that Chihuly is in substantial compliance with the other terms of this Agreement which the Commission has not waived. 4.2 The City Council shall adopt a resolution or pass a minute order, as appropriate, accepting the Macchias, thereby allowing release of final payment to Chihuly. 5. Option to Purchase Macchia Set 3 and/or Macchia Set 4. The City has an option to purchase Macchia Set 3 and/or Macchia Set 4 Linder all of the terms and conditions of this Agreement, except those provisions regarding the timing and amount of payment. The price for 8B2/04084-0014 108438.07, a11211100 EXHIBIT"D" 24 I J . • Macchia Sets 3 and 4 shall be Seventy-Five Thousand Dollars ($75,000) per set. Payment to Chihuly shall be conditional upon completion of satisfactory installation and final acceptance of the Macchia Set(s), lighting and protective covers, as described in Exhibit A and Exhibit B, and shall be made as follows: 5.1 One-third of the payment (e.g., if the City determines it will purchase only one additional Macchia Set, one-third of the payment for that Macchia Set will be $25,000) upon City's notification to Chihuly that it intends to exercise its option hereunder. 5.2 One-third of the payment upon installation of the Matthias, including protective cases and lighting. 5.3 One-third of the payment upon review, approval and final acceptance of the Matthias by the Commission, as described in Section 4 of this Exhibit D, provided such payment shall be made no later than Ninety (90) days after completion of installation. 014 110840318 07 a102/21100 EXHIBIT "D" 25 EXHIBIT "E" BILL OF SALE AND ASSIGNMENT THIS BILL OF SALE AND ASSIGNMENT is made as of from CHIHULY, INC. a Washington corporation ("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 , 200 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 'Property"), including all right, title and interest therein, exclusive of intellectual property rights 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. SELLER Chihuly, Inc., a Washington corporation 05-0396383 (Tax I.D. Number) By: Dale Chihuly, its President By: Mary Kilimann, Comptroller B82/0140W014 OB438.07 AWI/00 EXHIBIT"E" 26 DW,HbULI' NHLLb1LLSi f a/:21J6-6462-4'J'J5 Dec 1 'UO 1�:48 F . 02 ACORD_ CERTIFICATE OF LIABILITY INSU NCBI BR °A D 71 H3A 12/0 12/04/00 PRODUCER THIS CERTIFICATE IS ISSUED AS A MATTER OF INFORMATION ONLY AND CONFERS NO RIGHTS UPON THE CERTIFICATE Sprague Israel Gilea, Inc. HOLDER.THIS CERTIFICATE DOES NOT AMEND,EXTEND OR 1501 4th Ave 02000 ALTER THE COVERAGE AFFORDED BY THE POLICIES BELOW. Seattle IPA 98101-1637 Phone: 206-623-7035 $ax:206-682-4993 INSURERS AFFORDING COVERAGE INSURED 1NSURERA: American Economy Insurance Co INSURER B; ' 'INKCh , Inc., et al. INSURERC: 50th St. INSURERD: Seattle WA 98107-5120 INSURER E COVERAGES THE POLICIES OF INSURANCE LISTED BELOYJ M'/E BEER 13SUED TD THE INSUP.ED IIAMED ABOVE FOR THE POLICY PERIOD INDICATED.NOTVATHSTANDING ANY REQUIREMENT.TERN OR CONDITION OF AN`!CONTRACT OR OTNER D00JMGW 4Y17H RESPECT TO%WCH THIS CERTIFICATE MAY BE ISSUED OR MAY PERTAIN THE INSURANCE AFFORDED BY THE POLICIES DESCRIBED HEREIN IS SUBJECT TO ALL THE TERMS,6X4LUSIO4S AND CONDITIONS OF SUCH POLICIES,AGGREGATE LIMITS SHOWN MAY HRVE BEEN REDUCED SYPAID CLAIMS. PDLICyEKmwLTR TYPEOFINSURANCE POLICYNUMBER DA MAIN DATE MJDD f1 LIMITS IS NERALLMWLNY EACH OCCURRENCE $1,000,000 A X COMMERCIAL GENERAL LIABILITY 02-CC-998723-1 01/01/00 01/01/01 FIRE DAMMGE(ArvamI fire) 5200,000 CLAIMS MACE ®OCCUR MEP Ee my wa rAmm) S10,000 PERSONALAADVIHJURY I1,0001000 GENERALAWREGATE $2,000,000 GEN'L AGGREGATE LIMIT APPLIES PER: PRODUCTS•COMPIOP AGG $1,000,000 Fil POLICY JECT LOC AUTOMOBILE LIABILITY COMBINED SINGLE UMrr A X ANY AUTO 01-CE-097663-1 01/01/00 01/01/01 (ESSW101) 611000,000 ALL OVAIED AUTOS DODLLY INJURY SCHEDULED AUTOS (Per P's ) S HIRED AU7oS BODILY INJURY NOIJ-0YJIlED AUTOS (Pe,eW6" 8 PROPERTY DAMAGE $ (Pv. dderA) GARAGE LIABILITY AUTO ONLY,EA ACCIDENT I ANY AUTO OTHERTHAN EA ACC $ AUTO ONLY: AGO 7 EYCESS LIARILtTY &rJi OCCURRENCE 3 OCCUR ❑CLAIMS MADE AGGREGATE 5 3 DEDUCTIBLE S RETENTION $ S W6RI(E0 COMPENSATION AND 70R'Yumrt6 ER EMPLOYERS'LUMLRY G.L.EACH ACCIOEIV S EL.DISEASE.EA EktPWYG9 I E.L.OrE,NSE.POLICY LIMIT OrneR , DESCRIPTION OF OPERATIDNSA.00ATIONSrIEHICLES=CLUS)ONS ADDED BV ENDORSEMEH1718VOQIAL PROVISIONS Certificate holder is additional insured as respects to Macchia Installation CERTIFICATE HOLDER y I ADPIIONAL INW990;INSURER LErTERI_ CANCELLATION CITY263 SHOULD ANY OF THE ABOVE DESCRIBED POLICIES DE OANCELLED BEFORETHE EVIRATIO DATETHEREOF,THE ISSUING INSURERWILBMIIIIIIIIIIw08 MAIL 30 DAYSWRn-mN City Of Palm Springs NOTICE TO THECERTIFICATE HOLDER NAMED TOTHE LE".DUY EAIWPC Mo =="/ Public Arts ConmiBsion IMPOSE NO OBLIGATION OR LIABILITY OF ANY IGNO UPON THE INSURER,rrS AGENTS OR attne Diane Morgan PO Box 2743 / REPRESENTATIVE& Palm Springs CA 92263-t743 John K. Gurkin ACORD 25-S(7/97) CktORD CORPO)RATTOTi'{888 -ZA ldlJ UL:59 YM PKUM:Grilril),Y 1N'.. PAX:L0Q91tJ06 .AIA ] p • 0 z STATE OF WASHINOTON ai DEPARTMENT OF LABOR AND INDUSTRIES PO Box 44164 Olympia, Washington 98504-4164 November 28, 2000 CBMULY INC * n 1111 NW 50T"STREET SEATTLE WA 98107-5120 Account ID: 515,075-00 Unified Business Identifier (UBI): 600 531 572 THIS IS TO CERTIFY THAT: CHILHULY INC has industrial insurance coverage with Labor and Industries in the state-or - - — -- Washington. Any person, defined under the Washington Industrial Insurance Act as a Washington emp cyee, may be entitled to benefits for injuries or occupational disease he/she experiences while working for this business.• , This certificate for extending coverage for Washington workers applies only to the Industrial Insurance Laws of Washington and does not replace the Industrial Insurance Laws of another state, province or country. Therefore, employers should not consider that they are relieved of their obligations with respect to the laws of other jurisdictions where their employees are working. FOR WASHINGTON WORKERS WORKING IN ANOTHER.STATE,ROW 51,12.120 says a Washington worker working outside of the territorial limits of Washington State is entitled to Washington benefits just as though he were working in Washington provided: ♦ The employment is principally localized in Washington State; or ♦ The contract of hire was made in Washington for employment not principally localized in any state; ♦ The contract of hire was made in.Washington to work in a state whose worker compensation is not applicable to their employer; or. ♦ The contract of hire was bade in Washington for employment outside the United States and Canada. There is no limitation of coverage, and no policy period or cancellation date is issued by the state of Washington. D ARTMENT OAF} OR AND INDUSTRIES �,,.,G� icr/`" �rn�.Y�,G�aTz%Cla�aryS��V Tu en Manikhoth Industrial Insurance Underwriter PO Box 44164 yr Olympia WA 98504-4164 (360) 902-6963 Page 1 of 1 p:\wpV'a�lh�batcov.doa acORD. CERTIFIC OF LIABILITY INSU NC SR CH DATE(mmmD YY) HIHU-1 02/21/03 PRODUCER THIS CERTIFICATE IS ISSUED AS A MATTER OF INFORMATION ONLY AND CONFERS NO RIGHTS UPON THE CERTIFICATE Sprague Israel Giles, Inc. HOLDER.THIS CERTIFICATE DOES NOT AMEND,EXTEND OR 1501 4th Ave #2000 ALTER THE COVERAGE AFFORDED BY THE POLICIES BELOW. Seattle WA 98101-1637 Phone: 206-623-7035 Fax:206-682-4993 INSURERS AFFORDING COVERAGE INSURED INSURERA' American Economy Insurance Co' �j,: -�y INSURER B Chihuly, Inc., et al. INSURER C. '� y 1111 NW 50th St. INSURERD. FES262Gba. r,n{ Seattle WA 98107-5120 INSURER E - - COVERAGES -gyp THE POLICIES OF INSURANCE LISTED BELOW HAVE BEEN ISSUED TO THE INSURED NAMED ABOVE FOR THE POLICY PERIOD INDICATED NOTWITHSTANDING ANY REQUIREMENT,TERM OR CONDITION OF ANY CONTRACT OR OTHER DOCUMENT WITH RESPECT TO WHICH THIS CERTIFICATE MAY BE ISSUED OR MAY PERTAIN,THE INSURANCE AFFORDED BY THE POLICIES DESCRIBED HEREIN IS SUBJECT TO ALL THE TERMS,EXCLUSIONS AND CONDITIONS OF SUCH POLICIES.AGGREGATE LIMITS SHOWN MAY HAVE BEEN REDUCED BY PAID CLAIMS. ILTR TYPE OF INSURANCE POLICY NUMBER POLICY EFFECTIVE POLICY EXPIRATION DATE MM/DDM DATE MM/DDM LIMITS GENERAL LIABILITY EACH OCCURRENCE $ 1,000,000 A X COMMERCIAL GENERAL LIABILITY 02-CC-998723-4 01/01/03 01/01/04 FIRE DAMAGE(Any one fire) $200,000 CLAIMS MADE NOCCUR MED EXP(Any one person) $10,000 PERSONAL&ADV INJURY $1,000,000 GENERAL AGGREGATE $ 2,000,000 GEN'L AGGREGATE LIMIT APPLIES PER, PRODUCTS-COMP/OP AGO $1,000,000 X POLICY PRO- AUTOMOBILE ECT AUTOMOBILE LIABILITY COMBINED SINGLE LIMIT A X ANY AUTO OICE897663-4 01/01/03 01/01/04 (Ea accident) $1,000,000 ALL OWNED AUTOS BODILY INJURY $ SCHEDULED AUTOS (Per person) X HIRED AUTOS BODILY INJURY $ X NON-OWNED AUTOS (Per accident) X $-0- Comp PROPERTYDAMAGE $ X $500 Coll (Per accident) GAR AGE LIABILITY AUTO ONLY-EA ACCIDENT $ ANY AUTO OTHER THAN EAACC $ AUTO ONLY. AGO $ EXCESS LIABILITY EACH OCCURRENCE $ 10,000,000 A X OCCUR CLAIMS MADE OISU2706232 01/01/03 01/01/04 AGGREGATE $ 10,000,000 DEDUCTIBLE $ X RETENTION $ 10,000 $ WORKERS COMPENSATION AND TORY LIMITS ER -- - -EMPLOYERS'LIAMLITI=---- - -- - - - — - -- E.L.EACH ACCIDENT $ E.L.DISEASE-EA EMPLOYEE $ E.L.DISEASE-POLICY LIMIT $ OTHER A "Special" cause of 02-CC-998723-4 01/01/03 01/01/04 Blkt Bldg 11,726,864. loss - $1,000 ded. BPP DESCRIPTION OF OPERATIONSILOCATIONSNEHICLES/EXCLUSIONS ADDED BY ENDORSEMENT/SPECIAL PROVISIONS Re: Purchase Public Art, A4266 CERTIFICATE HOLDER N ADDITIONAL INSURED;INSURER LETTER: _ CANCELLATION CITY263 SHOULD ANY OF THE ABOVE DESCRIBED POLICIES BE CANCELLED BEFORE THE EXPIRATION DATE THEREOF,THE ISSUING INSURER WILL ENDEAVOR TO MAIL 45 DAYS WRITTEN NOTICE TO THE CERTIFICATE HOLDER NAMED TO THE LEFT,BUT FAILURE TO DO SO SHALL City Clerk, IMPOSE NO OBLIGATION OR LIABILITY OF ANY KIN ON T E INSURERIIITIS AGENTS OR City of Palm Springs PO BOX 2743 REPRESENTATIVES. Palm Springs CA 92263-2743 / John M. Policar / ACORD 25-S(7197) ©ACORD CORPORATION 1988