HomeMy WebLinkAbout22-083 - Nikita Ares - Artist Services: Utility Box Art ProgramCity of Tukwila
6200 Southcenter Boulevard, Tukwila WA 98188
AGREEMENT FOR
ARTIST SERVICES
Contract Number: 22-083
Council Approval N//A
THIS AGREEMENT is entered into between the City of Tukwila, Washington, hereinafter
referred to as "the City", and Nikita Ares, hereinafter referred to as "the Artist", in consideration of
the mutual benefits, terms, and conditions hereinafter specified.
1. Project Designation. The Artist is retained by the City to create an original work of art,
hereinafter referred to as "artwork", and perform artist_services in connection with the Utility
Box Art Program, as described in "Exhibit A", for the successful completion of one vinyl
wrap featuring the artwork. The City is responsible for printing the artwork on vinyl and
installing the vinyl on the utility box.
2. Scope of Work. The Artist agrees to provide the services, deliverables and all other
obligations in the manner described in "Exhibit A".
3. Duration of Agreement; Time for Performance. This Agreement shall be in full force and
effect for a period commencing upon execution and ending August 31, 2022, unless sooner
terminated under the provisions hereinafter specified. Work under this Agreement shall
commence upon written notice by the City to the Artist to proceed. The Artist shall perform
all services and provide all work product required pursuant to this Agreement no later than
August 31, 2022 unless an extension of such time is granted in writing by the City.
4. Payment. The Artist shall be paid by the City for completed work and for services rendered
under this Agreement as described in "Exhibit B". The total amount paid by the City for
Artist's full and complete performance of the Scope of Work shall not exceed $1,000 without
express written modification of the Agreement signed by the City. Payment as provided in
this section shall be full compensation for work performed, services rendered, and for all
materials, supplies, equipment, and incidentals necessary to complete the work. If Artist
incurs costs in excess of the not to exceed amount stated herein, the City shall not be
required to pay any part of such excess.
5. Record Keeping and Reporting. The Artist's records and accounts pertaining to this
Agreement are to be kept available for inspection by representatives of the City and the state
of Washington for a period of three (3) years after final payments. Copies shall be made
available upon request.
6. Taxes. Artist is responsible for the payment of all charges and taxes applicable to the
services performed under this Agreement, and Artist agrees to comply with all applicable
laws regarding the reporting of income, maintenance of records, and all other requirements
and obligations imposed pursuant to applicable law.
7. Acknowledgements and Conflict of Interest. The Artist acknowledges and warrants that
she/he,
• resides within King County;
• is neither a member of the Tukwila Arts Commission nor an employee of the City of
Tukwila;
• is the original creator of the artwork and owns all applicable copyrights to the artwork.
8. Agreement Administration and Notices.
Michael May, Parks & Recreation Department, will serve as the Utility Box Art Program
Manager for the City and shall have primary responsibility for Agreement administration and
approval of services to be performed by the Artist and will coordinate all communications
between the Artist and the City. Any notices required under this Agreement shall be in writing
and shall be deemed to have been duly given if delivered personally or mailed first-class
mail, postage prepaid, or by email to the parties at the following addresses:
CITY:
Name: Michael May
Title: Program Manager
Address: 12424 42nd Ave S
Tukwila, WA 98168
Telephone No.: 206-767-2342
E-mail: Michael.May(a:TukwilaWA.Gov
Artist :
Name: Nikita Ares
Address: 3138 Wetmore Ave S, Seattle WA
Telephone No.: 253-439-7598
E-mail:
nikitaaresart@gmai1.com
9. Alternation, Modification, and Deaccessioning of the Art. The City is responsible for
maintaining the artwork for a minimum duration of 5 years and a maximum duration of 7
years, including but not limited to, cleaning, removing graffiti, or replacing damaged vinyl by
reprinting and re -installing the artwork for use at the same location. The City reserves the
right to remove the artwork at any time for cause, including but not limited to, the following:
(1) utility box maintenance requires removal of the vinyl art or the box on which it is
attached.
(2) the condition or security of the Art cannot be reasonably guaranteed.
(3) the Art has been damaged and repair is impractical or unfeasible.
(4) the Art endangers public safety.
(5) significant changes in the use, character or design of the site have occurred
which affect the integrity of the Art.
(6) the Art is shown to be unauthentic or not meeting the design criteria.
In the event the artwork is removed prior to the minimum duration of 5 years, the City will
make a reasonable effort to inform the Artist of the removal.
10. Ownership and Use of Artwork.
A. The Artist expressly reserves every right available to him/her at common law or under the
Federal Copyright Act, including moral rights under the Visual Artists Rights Act, 17 USC
106A, to control the making and dissemination of copies or reproductions of any items that
are conceived, made, discovered, written or created by the Artist pursuant to this
Agreement, except as those rights are expressly limited by this Agreement. Artist will be
given artwork credit on the box.
B. The Artist hereby grants to the City, its successors and assigns a limited license to print,
reprint and display the artwork created by the Artist for the Utility Box Art Program as vinyl
art to be installed on one utility box or combination of boxes for a maximum of 7 years. The
Artist hereby grants to the City a perpetual irrevocable license to reproduce, distribute,
publicly perform, display and create derivative works of the artwork, but only for
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noncommercial education, public information and other governmental purposes. The rights
granted by this provision shall survive the expiration of this Agreement.
C. The City shall assure that the original artwork and all reproductions, copies and derivative
works by the City of the Artist's work produced pursuant to this Agreement contain a credit to
the Artist where possible.
11. Compliance with Laws. The Artist shall, in performing the services contemplated by this
Agreement, faithfully observe, and comply with all federal, state, and local laws, ordinances
and regulations, applicable to the services rendered under this Agreement.
12. Indemnification. The Artist shall defend, indemnify and hold the City, its officers, officials,
employees and volunteers harmless from any and all claims, injuries, damages, losses or
suits including attorney fees, arising out of or resulting from the acts, errors or omissions of
the Artist in performance of this Agreement or relating to the copywrite of any works created
by Artist pursuant to this Agreement, except for injuries and damages caused by the sole
negligence of the City.
Should a court of competent jurisdiction determine that this Agreement is subject to RCW
4.24.115, then, in the event of liability for damages arising out of bodily injury to persons or
damages to property caused by or resulting from the concurrent negligence of the Artist and
the City, its officers, officials, employees, and volunteers, the Artist's liability hereunder shall
be only to the extent of the Artist's negligence. It is further specifically and expressly
understood that the indemnification provided herein constitutes the Artist's waiver of
immunity under Industrial Insurance, Title 51 RCW, solely for the purposes of this
indemnification. This waiver has been mutually negotiated by the parties. The provisions of
this section shall survive the expiration or termination of this Agreement.
13. Independent Contractor. The Artist and the City agree that the Artist is an independent
contractor with respect to the services provided pursuant to this Agreement. Nothing in this
Agreement shall be considered to create the relationship of employer and employee
between the parties hereto. Neither the Artist nor any employee of the Artist shall be entitled
to any benefits accorded City employees by virtue of the services provided under this
Agreement. The City shall not be responsible for withholding or otherwise deducting federal
income tax or social security or for contributing to the state industrial insurance program,
otherwise assuming the duties of an employer with respect to the Artist, or any employee of
the Artist.
14. Covenant Against Contingent Fees. The Artist warrants that he has not employed or
retained any company or person, other than a bonafide employee working solely for the
Artist, to solicit or secure this contract, and that he has not paid or agreed to pay any
company or person, other than a bonafide employee working solely for the Artist, any fee,
commission, percentage, brokerage fee, gifts, or any other consideration contingent upon or
resulting from the award or making of this contract. For breach or violation of this warrant,
the City shall have the right to annul this contract without liability, or in its discretion to deduct
from the contract price or consideration, or otherwise recover, the full amount of such fee,
commission, percentage, brokerage fee, gift, or contingent fee.
15. Discrimination Prohibited. The Artist, with regard to the work performed by it under this
Agreement, will not discriminate on the grounds of race, religion, creed, color, national origin,
age, veteran status, sex, sexual orientation, gender identity, marital status, political affiliation,
the presence of any disability in the selection and retention of employees or procurement of
materials or supplies, or any other unlawful reason.
16. Assignment. The work and services required of the Artist by this Agreement are personal,
and the Artist shall not sublet or assign any of the services covered by this Agreement
without the express written consent of the City.
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17. Non -Waiver. Waiver by the City of any provision of this Agreement or any time limitation
provided for in this Agreement shall not constitute a waiver of any other provision.
18. Termination. The City reserves the right to terminate this Agreement at any time by giving
ten (10) days written notice to the Artist.
In the event of the incapacity or death of the Artist, this Agreement is not assignable.
19. Applicable Law; Venue; Attorney's Fees. This Agreement shall be subject to, and the
Artist shall at all times comply with, all applicable federal, state and local laws, regulations,
and rules, including the provisions of the City of Tukwila Municipal Code and ordinances of
the City of Tukwila. In the event any suit, arbitration, or other proceeding is instituted to
enforce any term of this Agreement, the parties specifically understand and agree that venue
shall be in King County, Washington. The prevailing party in any such action shall be
entitled to its attorney's fees and costs of suit. Venue for any action arising from or related
to this Agreement shall be exclusively in King County Superior Court.
20. Severability and Survival. If any term, condition or provision of this Agreement is declared
void or unenforceable or limited in its application or effect, such event shall not affect any
other provisions hereof and all other provisions shall remain fully enforceable. The
provisions of this Agreement, which by their sense and context are reasonably intended to
survive the completion, expiration or cancellation of this Agreement, shall survive termination
of this Agreement.
21. Entire Agreement; Modification. This Agreement, together with Exhibits A and B,
represents the entire and integrated Agreement between the City and the Artist and
supersedes all prior negotiations, representations, or agreements written or oral. No
amendment or modification of this Agreement shall be of any force or effect unless it is in
writing and signed by the parties.
DATED this 25 day of May , 2022.
CITY OF TUKWILA ARTIST
Michael May,
Manager for Communicat , Community Engagement,
Arts & Events
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By:
Printed Name: NIKITA ARES
Title:
ARTIST
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Exhibit A
Scope of Work
Artist will create one original artwork design that can be reproduced as a vinyl wrap and applied to a
utility box or combination of boxes at the same location as part of the City of Tukwila Utility Box Art
Program. The final artwork will require City approval and should adhere to the following artwork
design guidelines:
• Design must integrate the front, back, sides, and top of the box to capture the
interest of those that drive, ride, and walk by.
• Design must be appropriate for display in public spaces and viewing by a general
audience.
• Design must not contain any representation of traffic lights, signs, or signals.
• Design should not aim to blend into or mimic the surrounding streetscape.
• Design should limit blank space.
• Design cannot include vulgar, profane, prejudice, offensive, or insensitive content;
and
• Design cannot include any of the following: political or religious content; any breach
of intellectual property rights; trademarks; images of illegal activity; advertisements;
logos; signage; promotion of any business, organization, individual, or product; or
involve the attachment of objects to the boxes.
The Artist will participate in the artwork development and approval process, including:
• meet with the City Program Manager and a representative from the vinyl vendor for
an orientation and preliminary discussion.
• provide an artwork proposal, including a concept sketch and written description for
review by the appropriate City staff and advisory bodies, and provide revisions to the
proposal if requested.
• provide regular updates to the City Program Manager or as requested.
• submit a final design to the CITY for approval.
• provide a high-quality digital file of the approved design; and
• work with the vinyl vendor to give input on the print layout on the box(es).
The Artist will provide the City with licensing rights as described in Paragraph 10 of this Agreement.
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Exhibit B
Compensation Terms and Schedule for Completion
Compensation Terms. The Artist shall be paid by the City for completed artwork and for services
rendered under this Agreement as follows:
Deliverable: $1,000 upon completion of contract, and submission of the following:
• A high-quality digital file of the approved final artwork design
• Completion of all services described in "Exhibit A."
• Completed installation of artwork on assigned utility box by vinyl vendor.
• An invoice for services rendered.
The Artist may submit invoices to the City when the required tasks are completed. Such invoices
will be checked by the City and, upon approval thereof, payment shall be made to the Artist in the
amount approved to be payable within 30 (thirty) days.
Schedule for Completion.
• June 16, 2022 - Artwork Proposal due for review
• July 15, 2022 - Final design due as a digital file
• July 22, 2022 — Proofs for final review
• July 29, 2022 — Edits if needed and approval for printing
• August 2022 - installation, exact date TBD
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