HomeMy WebLinkAbout24856AGREEMENT INFORMATION
AGREEMENT NUMBER
24856
NAME/TYPE OF AGREEMENT
ALFREDO & PAVLINA ALEA
DESCRIPTION
PROFESSIONAL ARTIST SERVICE AGREEMENT/NEW FIELD
RESTROOMS AT KENNEDY PARK/MATTER ID: 23-2078
EFFECTIVE DATE
December 28, 2023
ATTESTED BY
TODD B. HANNON
ATTESTED DATE
3/18/2024
DATE RECEIVED FROM ISSUING
DEPT.
3/18/2024
NOTE
DOCUSIGN AGREEMENT BY EMAIL
PROFESSIONAL ARTIST SERVICE AGREEMENT
BETWEEN THE CITY OF MIAMI AND
ALFREDO AND PAVLINA ALEA
THIS PROFESSIONAL ARTIST SERVICE AGREEMENT FgR PROPOSAL
DEVELOPMENT SERVICES ("Agreement"), is made and entered into this 2 th day of
December 2023, by and between the City of Miami ("City"), whose address is 3500 Pan American
Drive, Miami, Florida 33133, and Alfredo and Pavlina Alea ("Artist"), whose address is 45 Mt.
Whitney Place, Alpharetta, GA. The City and the Artist are collectively hereinafter referred to as
the "Parties."
WITNESSETH:
WHEREAS, the City is performing capital improvements to the New Field Restrooms at
Kennedy Park located at 2400 S. Bayshore Drive, Miami, FL 33133, which will include public art;
and
WHEREAS, Alfredo and Pavlina Alea, is one of the artists and/or artist teams selected to
develop a specific proposal and compete for the public art commission; and
WHEREAS, both Parties wish the integrity and clarity of the Artist's ideas in the work of
art to be maintained;
NOW THEREFORE, in consideration of the premises and the mutual covenants and
promises herein contained, the sufficiency of which is hereby acknowledged, the Parties agree
as follows:
DEFINITIONS
WORDS AND TERMS
The words and terms as used in this Agreement shall have the following meaning unless some
other meaning is plainly and clearly set forth:
"Board" or "AIPPB" shall mean the City of Miami's Art in Public Places Board.
"Consultants" shall mean design, engineering or other professional consultants contracted by
the City with which the "Artist" may be required to interact for the purposes of completing the
"Services" as described in this Agreement.
"Project Manager" shall mean a City employee overseeing the development and construction of
the project with which the "Artist" may be required to interact for the purposes of completing the
"Services" as described in this Agreement.
"Director" shall mean the Director of the Planning Department of the City of Miami.
"Proposal" shall mean the artwork suggested by the Artist and its visual/written/budget
documentation.
"Services" shall mean the Scope of Services described in Article I of this Agreement.
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"Subcontractor" shall mean any entity retained by the Artist for the activities other than the
creative and artistic portions of the work.
ARTICLE I
1.1
SCOPE OF SERVICES
GENERAL SCOPE OF WORK.
The Artist shall develop and submit to the City for preliminary consideration by the Board
a proposal for work of art (the "Work") for the New Field Restrooms at Kennedy Park (the
"Project") to be located at 2400 S. Bayshore Drive, Miami, FL 33133 (the "Site"). Services
performed pursuant to this Agreement shall be in a manner deemed satisfactory to the
City. Any modification to the Services provided shall not be effective until approved in
writing by the Parties.
1.2 PROPOSAL FORMAT
The Proposal shall be submitted in both electronic format (PDF, Word file, or a similar
electronic format acceptable to the City) and a hard copy. The Proposal shall be in the
following form:
1.2.1 A Proposal Narrative (the "Artist's Proposal Statement") describing the
Artist's Design Intent and drawings, graphic or other visual representation
of the Work, together with such other data and graphic materials as is
necessary to portray the Site preparation and permit the City to assess its
feasibility and compliance with applicable statutes and ordinances; and
1.2.2 A Preliminary Project Budget (the "Budget") outlining "Probable
Construction Costs" for the fabrication, delivery, site preparation and
installation of the Work. The Budget will include applicable headings for the
work to be performed by the Artist and any work to be subcontracted by the
Artist as well as any specialty items such as mock-up samples and models
anticipated by the Artist to be part of the cost to fabricate and install the
Work including the Artists Fee. The Project Budget shall not exceed twenty
thousand dollars ($20,000.00).
1.2.3 The proposal shall be in compliance with Article 11 of the Miami 21 Code
and Article XVI of Chapter 62 of the City Code relating to the Art, which
sections of the Code are incorporated by reference herein.
1.2.4 The proposal may include an educational component involving an
Elementary School in the area.
1.3 PROCEDURES
The Artist shall determine the artistic expression, size, material, texture, color, location
and method of fabrication of the artwork, all subject to review and preliminary review by
the Board and for the Board to issue a resolution as to the proposed selection of the Artist
in compliance with the provisions of Chapter 62, Section 62-658 entitled "Selections of
works of art" of the City Code, as provided below.
1.3.1 Promptly after the execution of this Agreement the Artist shall meet with
City's Art in Public Places staff and other City Departments as deemed
necessary by City staff in order to receive from them a full review of the
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planning process involving the design of the Project, a full review and
discussion of all plans developed for the Site and complete background
information regarding all considerations affecting the plans for the Site.
1.3.2 The Artist shall submit the completed Proposal to the Art in Public Places
staff before Friday December 29, 2023, at 5:00 pm. The Proposal shall be
reviewed by the Professional Advisory Committee (the "PAC") Meeting
tentatively scheduled for January 17, 2024, at 11:00 am, or the first meeting
held by the Board on January 8, 2024, at which time the Artist shall present
its Proposal to the PAC and or Board.
1.3.3 On or before the expiration of 30 days after the presentation of the Proposal
to the Board by the Artist, the Board shall notify the Artist whether a specific
Proposal has been approved.
1.3.4 If the Board determines that the recommended Proposal is not acceptable,
the Board shall provide the Artist a statement in writing of such
determination. In such event, the City has the option at its sole discretion
to either terminate this Agreement as provided in Article III, Section 3.5
below, or afford the Artist an opportunity to submit a new Proposal for the
Work. The Board shall provide the Director with a recommendation to
terminate this Agreement or to provide the Artist with a reasonable period
of time to resubmit a Proposal. Such period shall not exceed 30 days.
1.3.5 In the event of a resubmission, the Artist shall begin to negotiate an
agreement for Additional Services for the artwork upon notification to this
Artist that the Board has approved a proposal. This agreement will include
a price term, detailed scope of services, artist release, and insurance
provisions.
ARTICLE II
COMPENSATION
2.1 FIRM FIXED PRICE
The City, after receiving the recommendation of Art in Public Places Division as to a "short
list" of recommended Artist Proposals, shall pay, subject to the availability of funds and
pursuant to the terms of this Agreement, the selected Artist(s) a Fixed Fee (the "Artist
Proposal Fee") for Conceptual/Schematic Design Services in the preparation of a
Proposal for the Project in the amount of FIVE HUNDRED DOLLARS AND NO CENTS
($500.00). THE FIXED FEE SHALL CONSTITUTE FULL COMPENSATION FOR ALL
SERVICES AND MATERIALS TO BE PERFORMED AND FURNISHED BY THE ARTIST
UNDER THIS AGREEMENT, INCLUDING THE ARTIST FEE, ANY SUBCONTRACTED
WORK, TRAVEL EXPENSES, AND/OR ANY RELATED OVERHEAD EXPENSES. The
Artist's Fee includes one (1) working meeting for the purposes of conducting a site visit
and/or meeting with the Project's Design Team and the City as may be deemed
appropriate to complete the Services outlined in this Agreement, and presentation of the
design proposal to the Art in Public Places Board for review (the "Proposal Presentation
Meeting") and, if applicable, before the City Commission. The City shall be the owner of
the Artist Proposal and shall be entitled to reproduce and distribute the
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Conceptual/Schematic Design pursuant to applicable public record laws under the State
of Florida.
2.2 METHOD OF PAYMENT
2.2.1 Artist's Proposal Fee
The City shall pay the Artist the Fixed Fee for Conceptual/Schematic Design in the
preparation of a Proposal for the Project in one lump sum of Five Hundred Dollars
($500.00) upon completion of the Services, receipt of the artist invoice, and verification
and approval by the Director.
ARTICLE III
GENERAL CONDITIONS
3.1 OWNERSHIP OF INSTRUMENTS OF SERVICES
Upon completion of the Services, all designs and other data, including any model(s),
developed by the Artist and delivered to the Board for the purpose of this Agreement, shall
become property of the City. All data as described herein shall be delivered to the Director
prior to completion of the Agreement and final payment to the Artist. The City may
reasonably use, duplicate and disclose such materials in whole or in part, and to have
others acting on behalf of the City to do so. This Agreement and any Proposals hereunder
are subject to the provisions, limitations and exceptions of Chapter 119, Florida Statutes,
regarding public records.
3.2 WARRANTY OF ORIGINALITY
The Artist warrants that the tangible objects it delivers to the City in performance of the
Agreement shall be the result of the artistic effort of the Artist and that, unless otherwise
stipulated, the artwork shall be unique and an edition of one.
3.3 ASSIGNMENTS, TRANSFER OR SUBCONTRACTING
A material element of this Agreement is the personal skill, judgment and creativity of the
Artist. Therefore, the Artist shall not assign, transfer or subcontract the creative and artistic
portions of the artwork to another party without the prior written approval of the Board.
3.4 INDEPENDENT CONTRACTORS
The Artist is an independent contractor and nothing in this Agreement shall be construed
as constituting the Artist as an employee, agent, or representative of the City. The Artist
shall not be supervised by any employee of the City, nor shall the Artist exercise
supervision over any employee or officials of the City. The Artist shall be responsible for
all subcontractors, employees and/or agents, and shall be responsible for all applicable
insurances, including workers compensation insurance.
3.5 TERMINATION FOR CONVENIENCE
The City may terminate this Agreement for convenience. In the event the City terminates
this Agreement for convenience, the Artist shall have the right to withdraw its application,
return all funds to the City, and the City will have no right to fabricate or execute the Work.
If the City terminates for convenience before payment of the Artist Proposal Fee to the
Artist, the City has no obligation to pay the Artist Proposal Fee to the Artist. The Artist
may terminate this Agreement for convenience only before presentation to the Board of
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the original Proposal. Termination for convenience of either party shall require five (5)
days written notice to the other party.
3.6 CONFLICTS OF INTEREST
3.6.1 The Artist represents that the execution of this Agreement does not violate the City
of Miami Conflict of Interest Code, Miami Dade County Conflict of Interest and
Code of Ethics Ordinance, and Florida Statutes §112 as amended, which are
incorporated herein by reference as if fully set forth herein. The Artist agrees to
abide by and be governed by these conflict -of -interest provisions throughout the
course of this Agreement and in connection with its obligations hereunder.
3.6.2 The Artist covenants that he/she presently has no interest and shall not acquire
any interest, direct or indirect (as defined under the City or Miami -Dade County
Conflict of Interest Codes), which would conflict in any manner or degree with the
performances of Services under this Agreement. The Artist further covenants that
in the performance of this Agreement, no person having such interest shall be
employed by the Artist.
3.7 PUBLICITY AND NEWS RELEASES
The Artist shall not during the performance of this Agreement disseminate publicity or
news releases regarding this Project or the Services without prior written approval from
the Director.
3.8 ENTIRETY OF AGREEMENT
This writing embodies the entire agreement and understanding between the Parties
hereto, and there are no other agreements and understandings, oral or written, with
reference to the subject matter hereof that are not merged herein and superseded hereby.
No alteration, change, or modification of the terms of the Agreement shall be valid unless
made in writing and signed by both Parties hereto and approved by appropriate action of
the Board. This Agreement, regardless of where executed, shall be governed by and
consulted according to the laws of the State of Florida.
3.9 SEVERABILITY
If any provision of this Agreement is determined by a court of competent jurisdiction to
be invalid, illegal or otherwise unenforceable under the laws of the State of Florida, then
the same shall be deemed severable, with the remaining provisions remaining
unmodified and in full force and effect.
3.10 CERTIFICATION
The Artist certifies that it possesses the legal authority to enter into this Agreement, to
act in connection with the Agreement, and to provide such additional information as may
be required from time to time by the City.
3.11 GOVERNING LAW & VENUE
This Agreement shall be construed and enforced according to the laws of the State of
Florida. Venue in any proceedings between the Parties shall be in Miami -Dade County,
Florida. Each party shall bear its own attorney's fees. The Parties irrevocably waive any
rights to a jury trial.
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3.12 RECORDS, AUDITS AND MONITORING
The provisions of this section shall survive the expiration or termination of this Agreement,
consistent with Florida laws.
3.12.1 Records
Artist agrees to retain any and all records relevant to this Agreement for not less
than three (3) years beyond execution by the City. However, if any audit, claim,
litigation, negotiation or other action involving this Agreement or modification
hereto has commenced before the expiration of the retention period, then the
records shall be retained until completion of the action and resolution of all issues
which arise from it, or until the end of the regular retention period, whichever is
later.
3.12.2 Access to Records
The Artist shall permit access to all records relevant to this Agreement at its place
of business during regular business hours. The Artist agrees to deliver such
assistance as may be necessary to facilitate a review or audit.
3.12.3 Monitoring
In accordance with Section 18-101 of the Code of the City of Miami, Florida, as
amended, the Artist agrees to permit the City's personnel to perform random
scheduled and/or unscheduled monitoring, review and evaluation of the Services
rendered under this Agreement.
3.12.4 Public Records
Artist understands that the public shall have access, at all reasonable times, to all
documents and information pertaining to City Agreements, subject to the
provisions of Chapter 119, Florida Statutes, and agrees to allow access by the City
and the public to all documents subject to disclosure under applicable laws. Artist's
failure or refusal to comply with the provisions of this section shall result in the
immediate cancellation of this Agreement by the City.
Artist shall additionally comply with Section 119.0701, Florida Statutes, including
without limitation: (1) keep and maintain public records required by the City to
perform this service; (2) upon request from the City's custodian of public records,
provide the City with a copy of the requested records or allow the records to be
inspected within a reasonable time at a cost that does not exceed the cost provided
for in Chapter 119, or otherwise provided by law; (3) ensure that public records
that are exempt or confidential and exempt from public records disclosure
requirements are not disclosed except as authorized by law for the duration of the
Agreement term and following completion of the Agreement if the Artist does not
transfer the records to the City; and (4) provide to the City all electronically stored
public records, upon request from the City's custodian of public records, in a format
compatible with the City's information technology systems.
Should Artist determine to dispute any public access provision required by Florida
Statutes, then Artist shall do so at its own expense and at no cost to the City.
IF THE ARTIST HAS QUESTIONS REGARDING THE APPLICATION OF
CHAPTER 119, FLORIDA STATUTES, TO THE ARTIST'S DUTY TO PROVIDE
PUBLIC RECORDS RELATING TO THIS AGREEMENT, CONTACT THE
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CUSTODIAN OF PUBLIC RECORDS AT 305-416-1800,
PublicRecordsAmiamigov.com, CITY OF MIAMI PUBLIC RECORDS, CIO
THE OFFICE OF THE CITY ATTORNEY, MIAMI RIVERSIDE CENTER, 444 S.W.
2ND AVENUE, MIAMI, FLORIDA 33130.
3.13 HOLD HARMLESS
Artist and its respective employees, agents, servants, partners, principals, contractors or
subcontractors covenants not to sue and shall defend, indemnify, and hold harmless the
City and its respective officials, officers, employees, agents and instrumentalities from
any and all liability, losses, damages, or claims of any kind arising out of this Agreement,
including reasonable attorneys' fees and costs of defense.
The provisions of this Section shall survive the expiration or termination of this
Agreement.
3.14 DEFAULT
A material breach by Artist shall have occurred under this Agreement if Artist through
action or omission fails to comply with any term or condition of this Agreement, or fails to
perform its obligations hereunder, and fails to cure such failure after reasonable notice
from the City. A material breach by the Artist shall include any of the following:
1. Fails to perform the Services as described herein;
2. Does not meet or satisfy the conditions required by this Agreement;
3. Refuses to allow the City access to records or refuses to allow the City to monitor the
Services being provided pursuant to this Agreement;
4. Attempts to meet its obligations under this Agreement through fraud,
misrepresentation or material misstatement; or
5. Fails to fulfill in a timely and proper manner any and all of its obligations, covenants,
contracts and stipulations in this Agreement.
Waiver of breach of any provisions of this Agreement and of any related provisions
shall not be deemed to be a waiver of any other breach and shall not be construed to
be a modification of the terms of this Agreement.
3.15 TERMINATION; OBLIGATIONS UPON TERMINATION
If the Artist fails to faithfully perform and comply with the terms and conditions of this
Agreement, it shall be considered a material breach hereunder. In such event, the City
shall not be obligated to pay any amounts to Artist for Services.
3.16 COUNTERPARTS AND ELECTRONIC SIGNATURES
This Agreement may be executed in any number of counterparts, each of which so
executed shall be deemed to be an original, and such counterparts shall together
constitute but one and the same Agreement. The parties shall be entitled to sign and
transmit an electronic signature of this Agreement (whether by facsimile, PDF or other
email transmission), which signature shall be binding on the party whose name is
contained therein. Any party providing an electronic signature agrees to promptly execute
and deliver to the other parties an original signed Agreement upon request.
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IN WITNESS WHEREOF the parties hereto have executed this Agreement on the dates
indicated below.
THE ARTIST TEAM:
DocuSigned by:
PotaitAA, alLek.
E15515 49A...
Pavlina Alea
DocuSigned by:
j ate.
February 28, 2024 1 15:05:51 EST
Date
February 28, 2024 1 15:29:40 EST
9�tF@he-7%46;4z-4 C..
Alfredo Alea Date
CITY OF MIAMI:
BY:
BY:
,—DocuSigned by:
Davin °now,ctnferim Director
Planning Department
DocuSigned by:
MLA)/ Noviul.
Arthur Noriega, City Manager
ATTEST:
BY:
,—DocuSigned by:
February 29, 2024 1 09:48:08 EST
DocuSigned bDy to
March 17, 2024 1 22:11:46 EDT
Date
March 18, 2024 1 10:00:32 EDT
Todd !Tani -FIR -City Clerk Date
Approved as to form and legal sufficiency:
DocuSigned by:
B 2" March 13, 2024 23:53:45 EDT
y Er9 nrcr�a457...
Victoria Mendez, City Attorney Date
DocuSigned by:
23-2078
E414C6852920418...
Approved as to insurance requirements:
By:
DocuSigned by:
March 13, 2024 1 14:11:37 EDT
February 29, 2024 1 10:40:21 EST
Ann- ane iarpe, Director Date
Risk Management
Page 8 of 8
Olivera, Rosemary
From: De la Paz, Alba
Sent: Monday, March 18, 2024 10:47 AM
To: Hannon, Todd
Cc: Lee, Denise; Olivera, Rosemary; Ewan, Nicole; Nunez, Efren
Subject: RE: AIPP - Agreement for possible future services (proposal) - Kennedy Park -Alfredo
and Pavlina Alea
Attachments: AIPP_-_Agreement_for_possible_future_services_Alfredo_Pay.pdf
Good morning Todd,
Please find attached a fully executed copy of an agreement from DocuSign that is to be considered an original
agreement for your records.
Thanks.
Alba de la Paz
Special Projects Coordinator
Planning department
Phone: (305) 416-1689
Email: adelaraz@miamigov.cam
For E-Plan Info: enterpriseprojects@miamigov.eom
For Planing elan inquiries- eplanpz@miamigov.com
To learn more about All Things ePian, visit our website here.
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