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Cat Walk Art Installationgown of MEETING DATE: 3/17/14 ITEM NO. Boa utbs COUNCIL AGENDA REPORT DATE: March 6, 2014 TO: MAYOR AND TOWN COUNCIL L/� FROM: GREG LARSON, TOWN MANAGER SUBJECT: CAT WALK ART INSTALLATION A. ACCEPT RECOMMENDATION FROM THE ARTS AND CULTURE COMMISSION TO ENTER INTO AN AGREEMENT WITH FADUCCI LLC TO FABRICATE AND INSTALL 10 SCULPTURED CATS ALONG NORTH SANTA CRUZ AVENUE FOR THE CAT WALK ART INSTALLATION PROJECT B. AUTHORIZE THE TOWN MANAGER TO EXECUTE AN AGREEMENT BETWEEN THE TOWN OF LOS GATOS AND FADUCCI LLC IN AN AMOUNT NOT TO EXCEED $8,000.00. RECOMMENDATION: 1. Accept recommendation from the Arts and Culture Commission to enter into an agreement with Faducci LLC to fabricate and install 10 sculptured cats along North Santa Cruz Avenue for the Cat Walk Art Installation project. 2. Authorize the Town Manager to execute an agreement between the Town of Los Gatos and Faducci LLC in an amount not to exceed $8,000.00. BACKGROUND: In 2011, the Town Council approved the Art Plan, which identified four potential public art projects. One of the projects identified was the Cat Walk public art installation proposed for Downtown Los Gatos, predominately oriented along Santa Cruz Avenue. The goal of the proposed project was to celebrate the Town's namesake through a creative and integrated art display of 10 designs of unique and individual cats. In 2013, the Arts and Culture Commission (ACC) released two Requests for Proposals (RFP's) soliciting interested artists and sculptors to submit designs for this art installation project. PREPARED BY: CHRISTINA GILMORE(� Assistant to the Town Manager Reviewed by: L)—JAssistant Town Manager _ 'own Attorney NAMGR\AdrninWorkFiles\2014 Council Reports \Cat Walk Art Installation 3.17.14\3.17.14 Cat Walk Art Installation.docx PAGE MAYOR AND TOWN COUNCIL SUBJECT: CAT WALK ART INSTALLATION MARCH 6, 2014 DISCUSSION: Request for Proposal Process and Artist Review and Selection On May 1, 2013, the ACC released the first RFP for this public art installation. Proposals were due on June 3, 2013 and fourteen artists submitted proposals. During the review and selection process, the Public Art Sub - committee determined that the proposals submitted did not reflect the vision of 3- dimensional cat sculptures that the ACC had envisioned when the project was proposed. Due to the submissions not meeting this vision, the Public Art Sub - committee voted to reject the submissions received, increase the project budget from $5,000 to $8,000, and revise and re- release the RFP with an emphasis on soliciting proposals that were more sculptural and 3- dimensional in nature. The second RFP was released on October 1, 2013 and submissions were due on November 15, 2013. Seven artists submitted proposals. The Public Art Sub - committee met on November 20, 2013 to review the artist proposals and chose three proposals to advance to the second round of reviews. Maquettes, scale models of each of the proposals, were requested from each of the three finalists and were submitted by the artists on January 13, 2014. On January 14, a selection committee comprised of members of the Public Art Sub - committee, the Museums of Los Gatos, the Parks Commission and the Los Gatos Chamber of Commerce, convened to review the three finalists, and recommended Faducci LLC to the Arts Commission as the finalist for this public art project. The Arts Commission voted to approve this recommendation at its January 15 commission meeting and to submit a recommendation to the Town Council to enter into an agreement with Faducci LLC to commission ten sculptural cats. Overview of Proposed Design Faducci LLC is comprised of Solomon Bassoff and Domenica Mottarella, whose studio is located in North San Juan, in the foothills of the California Siena Nevada. Both artists specialize in creating sculptures for the home, garden and public art installations. The proposal (Attachment 1) includes the design and sculpting of ten cats, with ten variations of six designs of cats resting on the limbs or nooks of trees along North Santa Cruz Avenue. Each cat will be sculpted with a steel armature, coated to prevent corrosion, and finished with concrete and/or glass mosaic. The dimension of the cats would be from 10" to 12" from head to rear (not including the tail) and each cat will weigh 10 lbs. or less. Each cat will have a hardened steel chain welded to the frame to allow the sculpture to be attached around various sized tree branches, with a hardened padlock to secure each chained sculpture. The proposed timeline for construction is two months, as outlined in Attachment 2, Exhibit B. Delivery and installation of the artwork will commence the week of May 26 and end on May 30, as outlined in Attachment 2, Exhibit B. PAGE MAYOR AND TOWN COUNCIL SUBJECT: CAT WALK ART INSTALLATION MARCH 6, 2014 CONCLUSION: Staff recommends that the Council accept the recommendation from the Arts and Culture Commission to enter into an agreement with Faducci LLC to fabricate and install cats along North Santa Cruz Avenue for the Cat Walk Art Installation project, and authorize the Town Manager to execute the agreement between the Town of Los Gatos and Faducci LLC in an amount not to exceed $8,000.00. ENVIRONMENTAL ASSESSMENT: Is not a project defined under CEQA, and no further action is required. FISCAL IMPACT: The total cost for the project is $8,000 which includes construction, delivery and installation of ten sculptured cats. There are sufficient funds available for this project in the FY 2013/14 adopted budget for the Community Grants Program 2102. Attachments: 1. Faducci LLC Cat Walk Art Installation Proposal 2. Agreement for Consultant Services THIS PAGE INTENTIONALLY LEFT BLANK FaducciLLC Solomon Bassoff & Domenica Mottarella PO Box 923 North San Juan CA. 95960 530292-3857 info(d,)faducci.com www.faducci.com Statement of Interest for Town of Los Gatos Cat Art Project It is our strong belief that the best civic artwork forges connection between community and local environment, celebrates the unique qualities of a city, and communicates the ideas, dreams and goals of the community to everyone that has the opportunity to experience it. We are committed to working with the Town of Los Gatos and others involved in the design process to offer artwork that is inspiring, beautiful and durable. • Our proposed design would be to sculpt 10 cats with 10 variations of 6 designs of the cat resting on a limbs or nook of a tree. • We have proposed 6 basic cat forms. • Each cat would be sculpted with a steel armature (coated to prevent corrosion) and finished with concrete and/or glass mosaic. • The dimension of the cats would be from 10" to 12" from head to rear (not tail) and would weigh l Olbs. or less. • Each cat would have a hardened steel chain welded to the frame to allow the sculpture to be attached around various sized tree branches. • A hardened padlock would secure each chained sculpture. • The timeline would be two months for construction. • The cost for 10 Faducci cats is $8000. • Faducci owns all copyrights without restriction or infiingement on any third party rights to the artwork submitted for consideration. Our sculptures are uniquely designed with the highest quality materials, primarily hand - sculpted cement. We use additional additives in the cement that protect against weather, and in the event of graffiti, assist in its removal. All sculptures are designed for simple maintenance, public safety, longevity and enjoyment. Our choice of cement as an artistic medium, reflect the existing beauty and proven durability of our previous public art projects. We would like to work with the Town of Los Gatos to offer artwork for the project that will inspire all, and create a unique sense of place. We would appreciate the opportunity to touch the hearts of all who will visit and live in Los Gatos by creating sculpture that will delight the imagination, enliven the heart and evoke the spirit of Los Gatos. Al lA%-MU IN1 1 Faduoci Proposal for Los Gatos Cats AGREEMENT BETWEEN THE TOWN OF LOS GATOS AND ARTISTS REGARDING PRODUCTION, PURCHASE, AND INSTALLATION OF A WORK OF ART THIS AGREEMENT is made and entered into on (DATE) by and between TOWN OF LOS GATOS, a California municipal corporation, ( "TOWN "), whose address is 110 E Main Street, Los Gatos, California 95030 and FADDUCCI LLC, ( "ARTIST "), whose address is PO Box 923, North San Juan, California 95960. This Agreement is made with reference to the following facts. I. RECITALS 1.1 The Town desires to place works of art, 10 sculptured cats in trees along N. Santa Cruz Avenue. 1.2 On October 1, 2013, TOWN invited proposals from artists for original pieces of artwork to be featured along N. Santa Cruz Avenue. 1.3 TOWN formed the Public Art Selection Committee to review proposals and to recommend to the Town Council which artists to commission. 1.4 From the numerous proposals received, the Public Art Selection Committee recommended that the TOWN Council select ARTIST to design, produce and install for TOWN 10 original sculptured cats. 1.5 On March 17, 2014, Town Council approved the Artwork to be designed by ARTIST for TOWN. The Artwork shall not materially deviate in design or material from that approved designed, as described below: • The proposed design is to sculpt ten (10) cats with ten (10) variations of 6 designs of cats resting on the limbs or nooks of trees. • Each cat will be sculpted with a steel armature (coated to prevent corrosion) and finished with concrete and/or glass mosaic. • The dimensions of each cat will be from 10" to 12" inches from head to rear, not including the tail and will weigh ten (10) pounds or less. • Each cat will have a hardened steel chain welded to the frame to allow the sculpture to be attached around various size tree branches, and will have a hardened padlock to secure each chained sculpture. II. SCOPE OF SERVICES 2.1 ARTIST shall perform all services and furnish all supplies, material, and/or equipment as necessary for the design, fabrication and installation of the Artwork at the Site in accordance with the specified schedule. Services shall be performed in a professional manner and in strict compliance with all terms and conditions of this Agreement. NAMGRWdminWorkFiles\2014 Council Reports \Cat Walk M Installation 3.I7.14\Agreement for Consultant Services-- Faducci LLC.docx Page 1 of 1 I 053011 ATTACHMENT 2 2.2 Fabrication. ARTIST shall notify TOWN in writing when fabrication of the Artwork has been completed and that the Artwork is ready for delivery and installation at the Site. 2.3 Inspection. TOWN shall inspect the Artwork within 15 days after received notification pursuant to section 3.1, to determine that the Artwork conforms with the approved design and to give final approval of the fabricated Artwork. TOWN shall not unreasonably withhold final approval of the Artwork. In the event that the Town does withhold final approval, TOWN shall submit the reasons for such disapproval within 15 days of examining the fabricated Artwork. ARTIST shall then have 15 days from the date of the TOWN'S notice of the disapproval to make the necessary adjustment to the fabricated Artwork in accordance with such writing. ARTIST shall not be penalized for any delay in the delivery and installation of the Artwork to the Site unless Artist has willfully and substantially deviated from the Design without prior approval from TOWN. ARTIST shall then be held responsible for any expense incurred in correcting such deviation. 2.4 TOWN shall promptly notify ARTIST of any delays impacting installation of the Artwork. Any additional storage fees incurred as a result of such delays are TOWN's responsibility. ARTIST shall be required to inspect the Site prior to the transportation and installation of the Artwork and shall notify TOWN of any adverse Site conditions that will impact the installation of the Artwork which are in need of correction. 2.5 Fabrication or Installation by Subcontractor. If the work will be fabricated or installed by one or more subcontractors, ARTIST shall provide TOWN with the name, address and telephone number of each subcontractor not less than ten (10) days after the Notice to Proceed is issued under this Agreement. 2.6 ARTIST shall attend public information meetings with the general public, attend design and construction coordination meetings with TOWN and other parties, as appropriate, to communicate about Artwork and to ensure appropriate integration and/or installation of the Artwork. 2.7 ARTIST shall arrange the transportation and installation of the Artwork in consultation with TOWN. If ARTIST does not install the Artwork themselves, ARTIST shall supervise and approve the installation. 2.8 ARTIST shall provide a maintenance manual with a description of all materials and products utilized in the Artwork and the required care and upkeep involved. 2.9 ARTIST shall be available with reasonable advance notice for meetings, ceremonies, and the like, as necessary. III. INSTALLATION 3.1 Upon TOWN's final approval of the fabricated Artwork, as being in conformity with the Design, ARTIST shall deliver and install the completed Artwork to the Site in accordance with the schedule provided for in Exhibit B. Transportation fees hall be paid by the ARTIST. N:\MMAdminWorkFiles\2014 Council Reports \Cat Walk Art Installation 3.17.14\Agreement for Consultant Services -- Faducci LLC.docx Page 2 of 11 05,12011 3.2 ARTIST will coordinate closely with TOWN to ascertain that the Site is prepared to receive the Artwork. ARTIST must notify TOWN of any adverse conditions at the Site that would affect or impede the installation of the Artwork. The ARTIST is responsible for timely installation of the Artwork. The ARTIST will confer and coordinate with TOWN to ensure timely coordination with the TOWN's staff. ARTIST may not install the Artwork until authorized to do so by the TOWN. 3.3 ARTIST shall be present to supervise the installation of the Artwork. 3.4 Upon written acceptance of the installation, the Artwork shall be deemed to be in the custody of the TOWN. 3.5 Within 15 days after installation of the Artwork, the ARTIST shall furnish to TOWN photographs of the installed Artwork. 3.6 Maintenance Instruction. ARTIST shall provide TOWN with written instruction for appropriate maintenance and preservation of the Artwork within sixty (60) days of its installation. IV. ALTERATIONS OF SITE OR REMOVAL OF ARTWORK 4.1 TOWN shall notify ARTIST in writing upon adoption of a plan of construction or alteration of the site which would entail removal or relocation of the Artwork which might result in the Artwork being destroyed, distorted, or modified. ARTIST shall be granted the right of consultation regarding the removal or relocation of the Artwork. If the Artwork cannot be successfully removed or relocated as determined by TOWN, the ARTIST may disavow the Artwork or have the Artwork returned to the ARTIST at their expense. 4.2 The Artwork may be removed or relocated or destroyed by TOWN should ARTIST and Town not reach mutual agreement on the removal or relocation of the Artwork after a period not to exceed ninety (90) days after written notice to the Artist. During the 90 day period, TOWN and ARTIST shall engage in good faith negotiations concerning the Artwork's removal or relocation. 4.3 In the event of changes in building codes, or zoning laws or regulations that cause the Artwork to be in conflict with such codes, laws or regulation, TOWN may authorize the removal or relocation of the Artwork without ARTIST's prior permission. In the alternative, TOWN may commission ARTIST by a separate agreement to make any necessary changes to the Artwork to render it in conformity with such codes, laws, or regulations. 4.4 If the TOWN reasonably determines that the Artwork presents imminent harm or hazard to the public, other than as a result of TOWN's failure to maintain the Artwork without the N:\MGR \AdminWorkFiles\2014 Council Reports \Cat Walk Art Installation 3.17.14\Agnmrnent for Consultant Services-- Faducci LLC.docx Page 3 of 11 05 12011 prior approval of ARTIST, TOWN may authorize the removal or relocation of the Artwork without ARTIST'S prior permission. 4.5 This clause is intended to replace and substitute for the right of ARTIST under the Visual Artist's Right Act to the extent that any portion of this Agreement is in direct conflict with those rights. The parties acknowledge that this Agreement supersedes that law to the extent that this Agreement is in direct conflict therewith. 4.6 Waiver of Art Preservation Act Right . ARTIST expressly waives the right to sue TOWN under California Civil Code Section 987 and/or the Federal Visual Artists' Rights Act of 1990, as may be amended, for any alleged alteration, destruction or mutilation which arises out of maintenance, repair, restoration, correction of a dangerous condition or relocation of the artwork. V. COMPENSATION 5.1 Compensation. Total compensation to ARTIST for the design, production and installment of the artwork described herein shall not exceed Eight Thousand Dollars ($8,000). Said sum shall include all expenses incurred for design, fabrication, consultants, subcontractors, including all labor, materials, equipment, transportation, delivery and all other costs, expertise and incidentals for complete installation per approved plans and specification to the satisfaction of TOWN project representative.. The said sum shall constitute full compensation for all of ARTIST'S responsibilities set forth herein. A Budget for supplies and the Artist's fees is attached hereto and incorporated by reference as Exhibit A. 5.2 Subconsultants. ARTIST shall provide TOWN the list of all subconsultants and subcontractors working on the project and shall work closely with TOWN's design team and project manager to schedule work for satisfactory completion within the allotted time in this contract. All costs of structural engineering, other specialists such as electrical engineers, lighting designers or plumbers, if any, shall be considered as included in this stipulated lump sum and no other compensation will be made therefore. 5.3 Milestones and Payment Schedule. Payment for services rendered pursuant to this Agreement shall be provided to ARTIST upon satisfactory completion of the milestones described in Exhibit C. TOWN shall pay ARTIST within thirty (30) days of receiving and approving a billing statement for satisfactory completion of the tasks required at each Milestone. TOWN shall make final payment within thirty (30) days of receiving and approving a billing statement for the satisfactory delivery and installation of approved artwork. VI. GENERAL PROVISIONS 6.1 Termination. If, for any reason, ARTIST fails to complete any of the milestones required pursuant to this Agreement and described in Section III above, the same shall be deemed a material breach of this Agreement. TOWN shall provide written notice to ARTIST of the material breach. NAMGR\AdminWorkFiles12014 Council Reports \Cat Walk Art Installation 3.17.14\Agreement for Consultant Services -- Faducci LLC.docx Page 4 of 11 0512011 ARTIST will have ten (10) days from the date of notification to cure the breach, either by full performance of the breached milestone or a written agreement signed by both parties describing future compliance with the breached milestone. If the material breach is not cured within ten (10) days, the Agreement will automatically terminate. Upon termination, TOWN shall not be liable to ARTIST for future payments except for payment of milestones completed prior to the dates of the material breach. In no event, shall said fees exceed the total compensation set forth in Section 5 of this Agreement. 6.2 Location. TOWN will coordinate with the ARTIST the location of each of the 10 cat sculptures along N. Santa Cruz Avenue. 6.3 Lien Releases. ARTIST shall provide TOWN with signed lien releases from all suppliers selling or providing materials to ARTIST for inclusion in the art object not less than ten (10) days prior to ARTIST beginning any installation work. 6.4 Delivery of Artwork. ARTIST shall deliver and install the completed artwork within the TOWN OF LOS GATOS. Delivery and installation shall be completed no later than May 31, 2014. ARTIST shall coordinate delivery and installation with TOWN. 6.5 Warranty of Quality and Uniqueness. Upon final acceptance of the artwork by TOWN, ARTIST warrants that it shall be free from defects in materials and workmanship, including inherent vice. ARTIST shall, for a period of three (3) years after acceptance by TOWN, correct any such defects at ARTIST's own expense. "Inherent vice" refers to a quality within the material or materials which comprise the work which, either alone or in the tendency of the work to destroy itself. Upon written notification of a defect in materials or workmanship, ARTIST shall have sixty (60) days to commence repairs and shall conclude them within a reasonable time. ARTIST warrants that the artwork is the only edition of this work. ARTIST will not execute or authorize another to execute another artwork of the same design, dimensions, or materials as the artwork purchased by TOWN pursuant to this Agreement. After three years, if TOWN contracts for repairs or maintenance to Artwork, TOWN will consider a proposal from ARTIST for such work. 6.6 Translation. ARTIST shall provide a translation of any foreign languages and symbols used in the art. ARTIST warrants that the translations adequately and accurately translate the symbols and language in the art. 6.7 Public Safety. ARTIST agrees to permit adjustment to the artwork if necessary to eliminate hazards to the public which may become apparent following installation of the artwork. ARTIST agrees to indemnify, defend and hold harmless TOWN against and from any and all claims or suits for damages or injury arising from or caused by a defect in materials or workmanship (including, without limitation, installation and inherent vice) of the artwork. 6.8 Reproductions. ARTIST owns the copyright to the artwork and does not transfer the copyright to TOWN. ARTIST hereby authorizes TOWN to make, and to authorize the making of photographs and other reproductions of the artwork for civic, educational, public relations, news- related, promotional and other similar purposes and/or to record the condition of the artwork. If N:WGRWdminWorkFiles\20I4 Council Reports\Cat Walk Art Installation 3.17.14\Agreement for Consultant Services -- Faducci LLC.docx 0512011 Page 5 of 11 TOWN's permission is requested to use Artwork, TOWN shall endeavor to notify ARTIST when Artwork is photographed or cited for public domain. 6.9 Display. ARTIST hereby grants to TOWN or its agents, the exclusive right to display the artwork. 6.10 Credits. Identification of ARTIST and the title of the work shall be publicly displayed in an area adjacent to the work when installation is completed. 6.11 Independent Contractor. ARTIST shall perform all work under this Agreement as an independent contractor and not as an agent or an employee of the TOWN. VII. INSURANCE PROVISIONS 7.1 Insurance. ARTIST shall provide insurance to cover the artwork until delivered, installed and accepted by TOWN. a. Commercial General Liability /Automobile Liability Insurance: ARTIST shall obtain and maintain Commercial General Liability insurance and Automobile Liability insurance in the amount of One Million Dollars ($1,000,000) per occurrence. If a general aggregate limit is used, either the general aggregate limit shall apply separately to this contract or the general aggregate limit shall be twice the required occurrence limit. ARTIST'S insurance coverage shall be written on an occurrence basis. b. Workers Compensation Insurance: ARTIST is an individual or a company that has entered or will be entering, into an agreement with TOWN to provide goods or services. ARTIST is familiar with the Workers' Compensation laws of California (generally contained in Section 3700 of the Labor Code), including those provisions, which provide for specific exemption from the requirement that all employers must carry Workers' Compensation insurance, and ARTIST maintains they are exempted under the law from the requirement to maintain Workers' Compensation insurance coverage. In addition, during the term of any work for TOWN under said agreement: (1) ARTIST will not employ any person in any manner so as to become subject to the Workers' Compensation laws of California, or (2) should ARTIST become subject to the Workers' Compensation provisions of Section 3700 of the Labor Code for any reason, ARTIST shall forthwith comply with those provisions and send evidence of financial compliance to TOWN. 7.2 Acceptability of Insurers: Insurance is to be placed with insurers with a current Best Rating of A: VII, unless otherwise acceptable to TOWN. NAMGR\AdminWorkFiles\2014 Council Reports \Cat Walk Art Installation 3.17.14\Agreement for Consultant Services — Faducci LLC.docx Page 6 of 11 05/2011 7.3 Verification of Coverag : Insurance, deductibles or sell - insurance retentions shall be subject to TOWN's approval. Original Certificates of Insurance with endorsements shall be received and approved by TOWN before work commences, and insurance must be in effect for the duration of the contract. The absence of insurance or a reduction of stated limits shall cause all work on the project to cease. Any delays shall not increase costs to TOWN or increase the duration of the project. 7.4 Other Insurance Provisions: (1) For any claims related to this project, ARTIST'S insurance coverage shall be primary and any insurance or self - insurance maintained by TOWN, its officers, officials, employees and volunteers shall not contribute to it. (2) Each insurance policy required shall be endorsed that a thirty (30) day notice be given to TOWN in the event of cancellation or modification to the stipulated insurance coverage. (3) In the event ARTIST employs subcontractors as part of the work covered by this Agreement, it shall be the responsibility of ARTIST to ensure that all subcontractors comply with the same insurance requirements that are stated in this Agreement. (4) Approval of the insurance by TOWN or acceptance of the Certificate of Insurance by TOWN shall not relieve or decrease the extent to which ARTIST may be held responsible for payment of damages resulting from ARTIST'S services or operation pursuant to this Agreement, nor shall it be deemed a waiver of TOWN's rights to insurance coverage hereunder. (5) If, for any reason, ARTIST fails to maintain insurance coverage that is required pursuant to this contract, the same shall be deemed a material breach of contract. TOWN, at its sole option, may terminate this contract and obtain damages from ARTIST resulting from said breach. Alternately, TOWN may deduct from sums due to ARTIST any premium costs advanced by TOWN for such insurance. VIII. INDEMNIFICATION 8.1 Indemnification. ARTIST hereby agrees to and shall indemnify, defend and hold TOWN, its officers, agents and employees harmless from any liability for damage or claims for damage for personal injury, including death and/or property damage, caused by negligent acts, errors or omissions in performance of professional services under this Agreement by ARTIST or ARTIST'S contractors, subcontractors, agents or employees' operations under this Agreement. TOWN shall cooperate reasonably in the defense of any action, and ARTIST shall employ competent counsel, reasonably acceptable to the TOWN Attorney. 8.2 Governing Law. This Agreement shall be construed and enforced pursuant to the laws of the State of California. Venue for any action regarding the Agreement shall be in the Superior Court of the County of Santa Clara. 8.3 Amendment. This Agreement may be amended in writing and signed by both parties. NA10GR\AdminWorkFiles\2014 Council Reports \Cat Walk Art Installation 3.17.14\Agreement for Consultant Services-- Faducoi LL.C.docx Page 7 of I t MOM I 8.4 Public Records. The parties recognize and acknowledge that TOWN is subject to the California Public Records Act, California Government Code Section 6250 and following. Public records are subject to disclosure. 8.5 Notices. Any notice required to be given shall be deemed to be duly and properly given if mailed postage prepaid, addressed to: To Artist: Faducci LLC PO Box 923 North San Juan, CA 95960 To Town: Greg Larson Town Manager 110 E. Main Street Los Gatos, CA 95030 or personally delivered to TOWN at such address or at such other addresses as TOWN may designate in writing to ARTIST. 8.6 Entire Agreement. This Agreement contains the entire understanding between the parties with respect to the subject matter herein. There are no representations, agreements or understandings (whether oral or written) between or among the parties relating to the subject matter of this Agreement which are not fully expressed herein. IN WITNESS WHEREOF, the Town and Consultant have executed this Agreement. Town of Los Gatos by: Greg Larson, Town Manager Recommended by: Christina Gilmore, Assistant to the Town Manager Approved as to Form: Robert Schultz, Town Attorney ARTIST, by: Solomon Bassoff, Faducci, LLC NAMGR\AdminWorkFiles\2014 Council Reports \Cat Walk Art Installation 3.17.14\Agreement for Consultant Services-- Faducci LLC.docx Page 8 of 11 Oro] I EXHIBIT A COMPENSATION Artist's Fee $5,000 • Includes discussion with Town, attending meetings & construction of cats Materials $1,000 • Includes steel, concrete, glass eyes, stains, pigments, sealant & adhering devices Travel $500.00 • Site visits and transportation of cat sculptures for installation Installation $600.00 Studio Expenses $300.00 • Gas, electricity, welder, solvents and insurance Contingency $100.00 Insurance $500.00 Grand Total $8,000 NAMGR \AdtninWorkFi1es\2014 Council Reports \Cat Walk Art Installation 3.17.14\Agreement for Consultant Services - Faducci LLC.docx Page 9 of 11 05 ,211 EXHIBIT B SCHEDULE Milestone #1: March 18, 2014 Execution of Agreement with Artist Milestone #2: March 21 -May 21, 2014 Commencement of fabrication of Artwork Milestone #3: May 26 -30, 2014 Delivery and installation of approved Artwork N:\MGR\AdminWorkFiles\2014 Council Reports \Cat Walk Art Installation 3.17.14\Agreement for Consultant Services -- Faducci LLC.docx Page 10 of 1 I W2011 I 7 I1" Ito MILESTONES AND PAYMENT SCHEDULE Billing #l: $2, 000 upon execution of this Agreement, as set forth under Section 1.5. Billing #2: $4, 000 upon commencement offabrication, as set forth under Exhibit B. Billing #3: $2, 000 upon installation of Artwork, delivery of Maintenance Manual and written instructions for maintenance and preservation of the Artwork and final acceptance of Artwork by the Town as set forth under Section 2, Scope of Services. Total billing: $8,000 N:\MGR\AdminWorkFiles\2014 Council Reports \Cat Walk Art Installation 3.17.14VAgreement for Consultant Services -- Faducci LLC.docz Page 1 I of 11 05 ,2011 THIS PAGE INTENTIONALLY LEFT BLANK