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HomeMy WebLinkAboutART ST LOUIS AM CONTEMPORARY. VISUAL. REGIONAL. r SERVICE AGREEMENT It is hereby agreed between Art Saint Louis (hereinafter ASL) and the City of Jeffersonville, Attention Parks Department (Steamboat Nights Demonstrating Chalk Artist), 500 Quartermaster Court, Jeffersonville, Indiana 47130 (hereinafter the Client), that ASL shall coordinate providing the service of live Chalk Art: Section 1. Dates, times >:t venues; size of work and theme: Content/Theme: To be mutually determined and agreed upon by ASL and Client Style: Anamorphic, Interactive Size: Approximately 10' X 10' Date: September 1 and 2, 2017 Event: Steamboat Nights Venue: Big Four Park, Jeffersonville, Indiana 47130 Includes: One (1) artist on-site, performing live art for four (4) hours on September 1, 2017, and four (4) hours on September 2, 2017 All design, supplies and labor, including One (1) design sketch for Client review Chalk artwork on die cut canvas Section 2. Chalk artist for engagement to begin creating artwork before scheduled time, at time mutually agreeable to ASL and client. Artwork to be in process at start time of the event; artist(s) to continue working on art during event for four (4) hours on September 1, 2017, and four (4) hours on September 2, 2017. Section 3. The Client will be charged a fee of $3,300.00 for the performance of services outlined in this Agreement. Payment shall be made in accordance with Section 6 below. The total payment made by the Client, including performance fee and travel expenses in accordance with Section 4 below, will not exceed $3,300.00. Section 4. In addition to the aforementioned fee, the Client agrees to reimburse ASL for travel expenses incurred by the artists, including but not limited to lodging and mileage reimbursable at a rate of $0.54 per mile. Reimbursement for travel expenses shall be due from the Client to ASL upon copies of receipts or other proof of expense from ASL. In no case shall the Client's obligation to reimburse travel expenses exceed a cumulative maximum reimbursement of $200.00. 1 Section 5. The Client and ASL shall mutually determine the surfaces and spaces on which the artwork will be created or installed. Additionally, a representative of the Client and ASL shall mutually determine the type, theme and design of artwork_to be created or installed. Section 6. The Client agrees to the following fee schedule payable as follows and following the general work schedule for the project: A. 50% ($1,750) of the fee will be due immediately upon execution of the Agreement B. 50% ($1,750) of the fee will be due within 30 days of Client's receipt of a final invoice from ASL, submitted to the City of Jeffersonville, attention Public Art Admin, including all travel expenses. ASL will submit the final invoice no earlier than September 2, 2017. Section 7. Client is responsible for arranging venue and required permits and consents, for the initial installation of the works as noted above from local governmental authorities and/or real property owners. ASL is not responsible for arranging or obtaining permission for any subsequent installations or display of the artworks. Section 8. The Client hereby represents and warrants that it is authorized to permit ASL and its chalk artists to prepare and install the artwork, and that it has obtained any and all necessary consents, permits or permissions, and/or licenses for ASL to do so. Client represents, warrants and covenants that ASL is not infringing and will not infringe on any proprietary right, copyright, patent right or any other right of any third party in connection with the creation of the artwork and provision of the services to Client described herein, and Client will indemnify ASL and its agents, employees, affiliates, licensors, and business partners harmless from and against any and alt costs, damages, liabilities, and expenses (including attorneys' fees) incurred in relation to, arising from, or for the purpose of avoiding, any claim or demand from a third party that the creation, installation, submission, ownership, display, sale or the presentation of the artworks violate any applicable law or regulation, or the rights of any third party. Section 9. The Client hereby affirms that ASL is not responsible for any damage to the artwork due to inclement weather. The Client hereby agrees that if it seeks to have additional steps taken by ASL or its artists to preserve or repair the work, additional fees will be necessary. Section 10. Upon completion of the aforementioned artwork, the artwork shalt be and remain the property of Client, and Client shall thereupon assume all responsibility for the preservation, removal, re-location and/or disposal of the artwork. Section 11. ASL shall be responsible for all contact, arrangements and contracts with the artists. Section 12. The artists shall be primarily responsible for the installation of their works. ASL will advise Client at the time the artwork is chosen for each exhibit whether the artwork chosen will require additional costs associated with ASL's services under this Agreement. Client will not be responsible for additional costs associated with installation if it has not been so notified. 2 Section 13. ASL shall be responsible for disbursal of monies to the artists. Client shall refer atl interested parties to ASL either by information provided by ASL or by Client's personnel. Section 14. ASL and artists reserve the right to tag the work with the URL getchalked.org as well as the social media handles and/or hashtags of Chalk Riot and/or Art Saint Louis, so long as this does not detract from the work. Section 15. ASL reserves the right to photograph the work, in progress and upon completion, and to include the resulting photographic images in ASL's marketing and promotional materials.' ASL reserves the right to videorecord the creation of the work provided use of recording equipment does not interfere with event promotion, traffic and safety. Section 16. All chalk art installations in this series will be completed live on location. ASL and its artists reserve the right to perform chalk sketches, drafts and/or other preliminary work on location up to 24 hours before the scheduled event. ASL and its artists will obtain permission from Client prior to scheduling any such preliminary work. Section 17. In the case of any prevention, delay or stoppage due to conditions beyond the reasonable control of ASL such as but not limited to inclement weather, strikes, lockouts, labor disputes, acts of God, governmental actions, civil commotions, fire or other casualty and other causes beyond the reasonable control of ASL, ASL's sole liability to the Client shall be to grant the Client opportunity to reschedule the chalk art services for a later date, time and event to be mutually discussed and determined by the Client and ASL. In no case shall ASL be obligated to refund any portion of the aforementioned fees. Section 18. All disputes arising out of this Agreement shall be submitted to final and binding arbitration. The arbitrator shall be selected in accordance with the rules of US A&M. If such service is not available the dispute shall be submitted to arbitration in accordance with the laws of Indiana. The arbitrator award shall be final, and judgment may be entered upon it by any court having jurisdiction thereof. Section 19. This Agreement represents the entire Agreement between the Client and the ASL and supersedes all prior negotiations, representations and Agreements whether oral or written. This Agreement may only be amended by written instrument signed by both parties. Section 20. This Agreement shall be governed by the laws of the State of Missouri. IN WITNESS THEREOF, the Parties have agreed and signed this Service Agreement, and both acknowledge receipt of copy on June 1, 2017. Representative of the Client Signature: Date: -jr— Printed name and title: Representative of Art Saint Louis 3 Signature: Date: Printed name and title: 4