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HomeMy WebLinkAboutROJAS, ALICIADAT ARTS AND CULTURE ARTIST GRANT PROGRAM AGREEMENT BETWEEN THE CITY OF SANTA ANA AND ALICIA RAJAS 0, This Artist Grant Agreement ("Agreement") is made and entered this 41h day of August, 2022, by C1_J and between the City of Santa Ana, a charter City and municipal corporation organized and existing under the Constitution and laws of the State of California ("City"), and Alicia Rojas ("Grantee") for the purpose of providing grant funding pursuant to the Investing in the Artist Grant Program. City and Grantee may herein individually be referred to as a "Party" and collectively be referred to as the "Parties" to the Agreement. RECITALS: A. On June 17, 2022, the Arts and Culture Commission reviewed all applicants and recommended that Grantee be awarded an artist grant based on its Application for its art project ("Project"). A true and correct copy of Grantee's Application is attached hereto as Exhibit A and incorporated herein by reference. B. In undertaking the performance pursuant to this Agreement, Grantee represents that it is skilled and knowledgeable in the arts and culture arena and that the Project created or performed hereunder will be created or performed in compliance with such standards as may reasonably be expected from an artist. NOW THEREFORE, in consideration of the mutual and respective promises, and subject to the terms and conditions hereinafter set forth, the Parties agree as follows: 1. Term. This Agreement shall be effective upon signature by both Parties and shall expire one year from the date first written above, unless terminated earlier in accordance with this Agreement. 2.1. Subject to Grantee's performance of all required actions under this Agreement, City shall provide funding, in three disbursements, as detailed below, of an amount not to exceed Ten Thousand Dollars (S1 0,000) ("Grant Amount" or "Grant"). 2.2. Grantee will be paid in three (3) installments. First payment will be one-third of the funding amount provided above or ($3,333) and will be provided within thirty (30) days of the full execution of the Agreement by the Parties along with a complete invoice submitted by Grantee. The second payment will be the second one-third of the funding amount provided above or ($3,333) and will be provided within thirty (30) days after the Grantee submits to the City all the proper receipts and invoices up to the mid -point of the Project. The third and final payment will include the remaining amount of ($3,334) and will be issued within thirty (30) days after the Grantee submits to the City all the proper receipts, invoices, and final report for the Project. 2.3. Appropriate performance of the Grantee will be determined by City in its sole discretion. City reserves the right to cease funding after the first or second disbursement detailed above, and to be reimbursed the initial payment(s), if Grantee's performance is determined to be insufficient or unacceptable in the City's sole discretion. 2.3. City represents that there is no correlation or connection between its selection of individuals for grant awards and an individual's business relationship or potential business relationship with City, 3. Grant Activities, Grantee agrees. 3.1. To perform the activities described in Grantee's Grant Application and Timeline submitted to City for consideration dated May 9, 2022, a copy of which Is attached as Exhibit A and incorporated Into this Agreement as if set out in full. 3.2. To submit all reports (each, a "Report"), which shall include, at a minimum, the items set forth as required by the Application. No personally identifiable information shall be included in any of the Reports, except where specifically requested, The Reports shall be in a format that is reasonably acceptable to City. City may request additional information as City, in its sole discretion, determines is necessary to monitor performance of this Agreement. City shall have the right to use any Reports submitted by Grantee, or any portion thereof, for any reason. 3.3. To maintain all pertinent financial and accounting records pertaining to this Agreement in accordance with generally accepted accounting principles and other procedures reasonably specified by City. Upon termination or expiration of this Agreement or request by City, Grantee shall provide, at its expense, copies of all financial and accounting records produced by Grantee arising out of this Agreement. 3.4. To allow audits, compliance or special reviews and inspections, including on -site inspection, with or without prior notice, of Grantee's facilities by City or by third parties designated by City, or their authorized representatives. Grantee shall provide its full cooperation for any such audit, review or inspection, including providing timely access, for examination and copying of records (including computerizedrecords) pertinent books, documents, papers, computer programs and records and reasonable access to its personnel. 3.6. To ensure that any areas utilized for the Project are maintained and restored to a well - maintained, safe, sanitary, and clean condition, and kept free of any hazardous waste at all times. All equipment associated with the installation of the artwork, trash and debris shall be removed and cleaned up on a daily basis, If applicable to the Project, Grantee shall place a drop cloth or similar barrier on the ground below the artwork while installation is underway, which barrier shall be removed each day upon completion of an installation session. 3.6. The Project may not contain advertising, religious art, sexual content, negative or violent imagery, convey political partisanship or include any hidden, subliminal, or camouflaged messages or statements of any kind or nature. Appropriateness of the content of the Project will be determined by City in its sole discretion. 3.7. The Project may not include any breach of intellectual property, trademarks, brands, or images of illegal activity, and the Grantee must be the copyright holder for the Project. It is the sale responsibility of the Grantee to obtain any and all applicable copyrights or trademarks associated with the artwork for the Project. 3.8. To be responsible 'for the maintenance of the Project, which includes, but is not limited to, graffiti removal, tQLIch-up, and restoration, for the duration of the Project's existence, 3,9. If the artwork is a mural, it must be covered in an anti -graffiti coating at the Grantee's expense.. 4. Termination. 4.1. City may immediately terminate this Agreement upon one or more of the following: 4.1.1. Grantee's violation of any federal, state or local law or regulation. 4.1.2. Grantee's breach of any of the terms or conditions of this Agreement, including the Application and Timeline, or any unapproved deviation from said documents that has not been cured within 30 days of written notice of such breach. 4.2. In the event the Agreement Is terminated under Section 4.1, City reserves the right to require Grantee to refund any or all grant funds awarded to G rantee under this Agreement, and Grantee agrees to refund to City any or all grant funds awarded under this Agreement. . Limitation of Liability. .1. IN NO EVENT SHALL CITY BE LIABLE FOR ANY INDIRECT, SPECIAL, INCIDENTAL, OR CONSEQUENTIAL DAMAGES OR EXPENSES FOR ANY NEGLIGENCE, BREACH OF CONTRACT OR ANY OTHER ACT ARISING OUT OF OR RELATING TO THIS AGREEMENT OR THE ACTIVITIES COVERED HEREUNDER. 5.2. Section 5 and Section B do not limit Grantee's rights, including its ability to seek recovery, against anyone other than City, its directors, officers, employees, agents, successors and assigns. . Indemnification. 6.1, Grantee shall defend, indemnify, protect and hold harmless the City, and its elected and appointed officers, employees, members or agents from and against all claims for damages, liability, cost and expense (including without limitation attorney's fees) arising out of or alleged by third parties to be the result of the negligent acts, errors or omissions or the willful misconduct of the Grantee, and Grantee's employees, subcontractors or other persons, agencies or firms for whom Grantee is legally responsible in connection with the execution of the work covered by this Agreement. Grantee shall have no duty to indemnify or hold harmless the City if claims, damages, liability, costs, expenses (including without limitation, attorneys fees) arise from the sole negligence or sole willful misconduct of the City sLibsequent to declaration by the Grantee. Grantee's obligations shall survive the termination of this Agreement. .2. Grantee agrees to hereby fully release and forever discharge the Cityfrom any and ali claims, demands, damages, losses, and liabilities (hereinafter collectively referred to as "claims"), which are or may be related to or in any way connected with the negligence or willful misconduct of its officers, officials, employees, or agents in connection with the creation, painting, performance or installation of the Project hereunder. .3. Grantee further agrees that City may in good faith and on reasonable terms settle any such claims and that City's right to indemnification shall extend to any such settlement, provided City has given notice of such claim and its intent to settle. City's right to indemnification is in addition to, and may be exercised independently of, any remedy held by.Ciby under this Agreement, at I'aw or in equity. The indemnity provision sat forth in this Agreement shall survive the termination or expiration of this Agreement Indefinitely. 7, Insurance 7.1 Prior to undertaking performance of work under this Agreement, Grantee shall maintain and shall require its subcontractors, if any, to obtain and maintain insurance as described below: 3 a. Coverage shall be at least as broad as: Commercial General Liability (CGL): Insurance Services Office Form CG 00 01 covering CGL on an `occurrence" basis, including products and completed operations, property damage, bodily injury and personal & advertising injury with limits no less than $1,000,000 per occurrence. If general aggregate limit applies, eitherthe general aggregatelimit shall apply separately to this project/location (ISO CG 25 03 or 25 04) or the general aggregate limit shall be twice the required occurrence limit, 2. Workers' Compensation: insurance as required by the State of California, with Statutory Limits, and Employer's Liability* Insurance with limit of no less than $1,000,000 per accident for bodily injury or disease. (Not required if Grantee provides written verification it has no employees) 3. Broader Coverage: if Grantee maintains broader coverage and/or higher limits than the minimums s shown above, the City requires and shall be entitled to the broader coverage and/or the higher limits maintained by the Grantee. Any available Insurance proceeds in excess of the specified minimum limits of insurance and coverage shall be available to the City. b. Other insurance Provisions: the insurance policies are to contain, or be endorsed to contain, the following provisions: Additional Insured Stratus: The City, its officers, officials, employees, and volunteers are to be covered as additional insureds on the CGL policy with respect to liability arising out of work or operations performed by or on behalf of the Grantee including materials, parts, or equipment furnished in connection+ith such work or operations. General liability coverage can be provided in the form of an endorsement to the Grantee's insurance (at least as broadas ISO Fora CG 20 10 1185 or bothCG 20 10, CG 20 26, CG 20 33, or CG 20 38; and CG 20 37 forms if later revisions used). 2, Primary Coverage; For any claims related to this contract, the Grantee's insurance coverage shall be primary insurance primary coverage at least as broad as ISO CG 20 01 04 13 as respects the City, its officers, officials, employees, and volunteers. Any insurance or self-insurance maintained' by the City, its officers, officials, employees, or volunteers shall be excess of the Grantee's insuranceand shall not contribute with it. 3. Notice of Cancellation: Each insurance policy required -above shall state that coverage shall not be cancelad, except withnotice to the City. 4. Waiver oifSubrogation, Grantee hereby grants to City a waiver of any right to subrogation which any insurer of said Grantee may acquire against the City by virtue of the payment of any loss under such insurance. Grantee agrees to obtain any endorsement that may be necessary to affect this 4 waiverof subrogation, but this provision applies regardless of whether or not the City has received a waiver of subrogation endorsement from the insurer. 5. Self -insured Retentions: Self -insured retentions must be declared to and approved by the City. The City may require the Grantee to purchase coverage: with a lower retention or provide proof of ability to pay losses and related investigations, claim administration, and defense expenses within the retention. The policy language shall provide, or be endorsed to provide, that the self -insured retention may be satisfied by either the named insured or City. 6. Acceptability of Insurers: Insurance is to be placed with insurers authorized to conduct business in the state with a current A.M. Sest's rating of no less than A:ll, unless otherwise acceptable to the City. 7, Claims Made Policies: If any of the required policies provide coverage on a claims -made basis: i. The retroactive ©ate must be shown and must be before the date of the contract or the beginning of contract work. iL Insurance must be maintained and evidence of insurance must be provided for at least five (5) years after completion of the contract of work. Ill. If coverage is canceled or non -renewed, and not replaced with another claims -made policyform with a Retroactive Gate prior to the contract effective date, the Grantee must purchase "extended reporting" coverage for a minimum of five (5) years after completion of contract work. 8. Verification of Coverage: Grantee shall furnish the City with original Certificates of insurance including all required amendatory endorsements (or copies of the applicable policy language effecting coverage requiredby this clause) and a copy of the Declarations and Endorsement Page of the CGL policy listing all policy endorsements to City before work begins. However, failure to obtain the required documents prior to the work beginning shall not waive the Grantee's obligation to provide them.The City reserves the right to require complete, certified copies of all required insurance policies,including endorsements required by these specifications, at any time. 9, Subcontractors: Grantee shall require and verify -that all subcontractors maintain insurance; meeting all the requirements stated herein, and Contractor shall ensure that City is an additional insured on insurance required from subcontractors. 10. Special Risks or Circumstances: City reserves the right to modify these requirements, including limits, based on the nature of therisk, prior experience, insurer, coverage, or other special circumstances. 5 0. General Provisions, 8.1. Grantee shall acquire prior written permission from City for any use of the City name or logo its association with the Project. 8.2. If any parts of this Agreement are held to be invalid or unenforceable, the remaining parts of the Agreement shall continue to be valid and enforceable. 8.8. Grantee shall comply with all governmental requirements that may now or in the future become applicable to the activities under this Agreement. 8.4, This Agreement, including Exhibit A, Application, and any amendments or schedules hereto, contain the full understanding and agreement of the Parties with respect to its subject matter, and no waiver, alteration or modification of any of the provisions to this Agreement shall be binding unless in writing and signed by an authorized officer of both Parties. 8.5. No waiver by either Party or any breach, default, or series of breaches or defaults, and no failure, refusal, or neglect of either Party to exercise any right, power, or option given to it under this Agreement or to Insist upon strict compliance with the terms of this Agreement shall constitute a waiver of these provisions with respect to any subsequent breach or waiver by either Party or its right at any time thereafter to require exact and strict compliance with provisions of this Agreement. 8,6. Any notice or other communication required or permitted to be made or given by either Party pursuant to this Agreement will be in writing and will be deemed to have been duly given: (i) five (5) business days after the date of mailing if sent by registered or certified U.S. mail, postage prepaid, with return receipt requested; (11) when transmitted if sent by facsimile, provided a confirmation of transmission is produced by the sending machine; or (ill) when delivered if delivered personally or sent bexpress courier service. All notices to City shall include a reference to the Project title. All notices will be sent to the other Party at its address as set forth below or at such other address as such Party will have specified in a notice given in accordance with this section: Grantee: Alicia Rojas 1206 VV. Saint Gertrude Place Santa Ana, CA 02707 City: City of Santa Ana Cleric of the Council NI-30) 20 Civic Center Plaza P.O. Box 1988 Santa Ana, CA 02702 FAX (714) 047 956 8.7. This Agreement is subject to all applicable local, State and Federal laws. This Agreement has been executed and delivered in the State of California and the validity, interpretation, performance, and enforcement of any of the clauses of this Agreement shall be determined and governed by the laws of the State of California. Both Parties further agree that Orange County, California, shall be the venue for any action or proceeding that may be brought or arise out of, In connection with or by reason of this Agreement. 8.8. Grantee agrees to comply with all applicable equal opportunity and affirmative action laws as appropriate, Grantee shall not discriminate because of race, color, creed, religion, sex, marital status, sexual orientation, age, national origin, ancestry, or disability, as defined and prohibited by applicable law, in the recruitment, selection, training, utilization, promotion, termination or other employment related activities. Grantee affirms that it is an equal opportunity employer (if applicable) and shall comply with all applicable federal, state and local laws and regulations. 8.9. Any funds provided under this Agreement that are not expended, obligated or otherwise committed by the termination or expiration of this Agreement shall be immediately returned to city. 8.10. Grantee grants to City a non-exclusive, irrevocable, transferable, royalty free, worldwide license to use, reproduce, display, distribute, and prepare derivative works, in any form or media at the discretion of the City for the Project conceived, performed or created as a result of this Agreement. 8.11. Grantee and any of the Grantee's agents, employees or representatives are, for all purposes under this Agreement, an independent contractor and shall not be deemed to be an employee of the City, and none of them shall be entitled to any benefits to which City employees are entitled including but not limited to, overtime, retirement benefits, work's compensation benefits, injury leave or other leave benefits. 8.12. Neither Party shall assign any rights or obligations under this Agreement 8.18. Each Party covenants that it presently has no interests and shall not have interests, direct or indirect, which wouldconflict in any manner with performance of services specified under this Agreement, 8.14. Each Party warrants that they have executed this Agreement knowingly, freely and voluntarily and with full knowledge of its legal consequences. All Parties involved warrant and represent that, prior to executing this Agreement, each Party has had the opportunity to review and consider this matter with legal counsel, and that the terms of this Agreement, and its consequences, are fully understood by each Party. 8,15. This Agreement represents the entire agreement and understanding between the Parties, and supersedes any and all prior agreements and understandings between the Parties, whether oral or written. !E`1 "Each Undersigned' represents and warrants that its signature herein below' has the power, authority and right to bind their respective Parties to each of the terms of this Agreement, and shall indemnify City fully, including reasonable costs and attorney's fees, for any injuries or damages to City in the event that such authority or power Is not, in fact, held by the signatory or is withdrawn. { ignatures on following page) 8 TaQ110011p IN WITNESS WHEREOF, the Parties hereto have executed this Agreement the date and year first above written, ATTEST: K DAISY GOMEZ , f*rC'Ierk of the Council APPROVED AS TO FORM: SONIA R. CARVALHO City Attorney L"p By: RYAN O.'iMODGE I, I V Assistant --City Attorney RECOMMENDED FOR APPROVAL, V/f Michael L. Garcia ExecW i ve Director onununity Development Agenc, 9 CITY OF SANTA ANA , I, � Cf KRISTINE RIDGE City Manager GRANTEE: Name: ALICIA RAJAS Title: ARTIST EXHIBIT A INVESTING IN THE ARTS GRANT PROGRAM APPLICATION to CHOCOLATON; A Community Engagement Art project and Exhibit A .1CIA LINE ITEM BUDGET ROJA [description of Personnel (artist fees, consultants, administrative fees, etc) Total Compensation Grant Funds Requested Artist Fee $ 6,400.00 $ 3,000.00 Video Production Fee $2,500.00 $ 1,000.00 tt sbsite Developer (Registration and updates) $ 500M $ 300.00 TOTAL PERSONNEL $ 8,400.00 $ 4.300.00 EQUIPMENT, MATERIALS, AND SUPPLIES Item (equipment, materials, supplies) CITY Unit Cast Total Cost Grant Funds Requested Special Edition riot Chocolate Packets (Original art and names of laved ones lost) 300 $ 14.00 $ 4,200.00 $ 3,500,00 Picnic supplies (Cups, napkins, hot beverage containers, ail biocompatible) 300 $1.15 $ 350.00 $0 Projector 1 $1,500.00 $1,500.00 $ 800-00 Art supplies workshop 300 $1.00 $ 300.00 $0 Installation Suppiles 1 not per unit $ 800.00 S500.00 Marketing (flyers, Posters, Social mediaads) 1 not per unit $ 550.00 $ 40100 TOTAL $ 7,700.00 $ 6,200.00 ADOMONAL EXPENSES Description (permits, fees, facility rental for project) Total Cost Grant Funds Requested City Picnic Permits (Parks and Rea hourly fees $10 per hour) $180.00 $ 90.00 Project Insurance (Year premium) $ 260= $ 110.00 Final celebration event (Public Exhibit Art WWk) $1,500.00 $ 300.00 TOTAL $1,930.00 $ 500.00 CHOCOLATON: A Community Engagement Art project and Exhibit AL.ICIA LINE ITEM BUDGET ROJAS TOTALS PER CATEGORY Expenditures Expenditures Funded by Funded by Other Total Category y Project Santa Ana Sources (Including Budget Grant in -kind) Artist Fee $ 3,000.00 $2,400.001 $5,400.00 Personnel Total $ 1,300.00 $ 1,700.00 3,000.00 Equipment Total $ 800.00 $ 700,00 $1,500.00 Supplies Total $900.00 $1,100,00 $2,000.00 Material Total $ 3,500.00 $ 700.00 $ 4,200.00 ..Additional Expenses Total $500.00 $ 1,430,00 $1,9X00 TOTAL $10,000,D $ 8,030.00 $ 18,030X0 PROJECT REVENUE FUNDING SOURCE AMOUNT Santa Aga Artist Grant $ 10,000.00 Andy Warhol Foundation via GrandCentral Artist -in -Residence $ 8,0X00 TOTAL PROGRAM BUDGET $18,030.00 INVESTING IN THE ARTIST GRANT OPPORTUNITY Event Schedule The event timeline is required and must be submitted no later than August 31, 2022. An event timeline is defined as a date or timeframe of when a Pr6ect will be displayed or a public workshop will be held. DATE TIME EVENT NAME I LOCATION (COMPLETE ADDRESS) S- M 21-u -17, F 2-6- A( 2, understand that notification of any modification made to the event schedule must be submitted in writing no less than 10 days prior to the event date. Notice shall be sent by mail or email to the address as set forth below Community Development Agency Investing in the Artist Grant 20 Civic Center Plaza Santa Ana, CA 92701 Artsandculture(cDsanta-ana.org Name & Signature Date Le, Tram From: CTrax <certificate=request@ctrax.jdidata.com> Seat: Tuesday, September 27, 2022 8:08 AM To: aliciarojasart@t mail.com; Arts and Culture, Cramer, Gabrielal- support@nextinsurance.com Subject: Internal Notice of Compliance CITY STAFF: PRINT TH IS PAGE AN.D INCLLDE WITH AGREEfMENS TO THE CLERK OF THE COUNCIL Contractor Alicia Rojas Name: Project TEPID (45) Number: Artistz1_ roject Arts And Culture Agreement BetweenOf Name: Santa Ana And Alicia The Certificate of Insurance (COI) submitted indicates that the coverages are in compliance with the insurance requirements. No further action is required at this time. ..- EXPIRATION T PE OF IIYSU �.1VLE POLICYNUMBER DATE G€}I HATE GENERAL LIABILITY NXTRJLDWHKIJ GL QSitti.2023 09/261`2022 WORKERS COMPENSATION AND EN'IPLOYERS' WAIVER 081041'20213 09120'0212 LIABILITY Thank you, City of Santa Ana Risk Management Division iiipa;-tneiship with CTrax Plus Services Team 9/27/2022 11:07 AM FILE NAME COI_Alicia_Ro as_9.26.??.pdf Worker's Corp Declaration and Auto Liability Letter.pdf I