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HomeMy WebLinkAboutReso 172-2024 (24-882)FIRST AMENDMENT TO THE AGREEMENT BETWEEN THE CITY OF SOUTH SAN FRANCISCO AND RIDE ART, LLC THIS FIRST AMENDMENT TO THE PUBLIC ART AGREEMENT is made at South San Francisco, California, as of December 11, 2024 by and between THE CITY OF SOUTH SAN FRANCISCO (“City”), a municipal corporation, and Ride Art, LLC (“Contractor”), (sometimes referred together as the “Parties”) who agree as follows: RECITALS A. On July 28, 2021, City and Contractor entered that certain Public Art Agreement (“Agreement”) whereby Contractor agreed to design, fabricate, and install a sculpture located at the Caltrain Plaza. A true and correct copy of the Agreement and its exhibits is attached as Exhibit A. B. City and Contractor now desire to amend the Agreement. NOW, THEREFORE, for and in consideration of the promises and other good and valuable consideration, the receipt and sufficiency of which are hereby acknowledged, City and Contractor hereby agree as follows: 1. All terms which are defined in the Agreement shall have the same meaning when used in this Amendment, unless specifically provided herein to the contrary. 2. Article II: Compensation. Article II of the Agreement shall be amended such that the City agrees to pay Contractor a sum not to exceed $ 470,250.00, with the understanding that up to $392,000.00 has already been paid to Contractor. Contractor agrees this is the City’s total contribution for payment of costs under the Agreement unless additional payments are authorized in accordance with the terms of the Agreement and said terms of payment are mutually agreed to by and between the parties in writing. 3. Scope of Services. The Scope of services is amended and attached as Exhibit B to this Amendment. All other terms, conditions and provisions in the Agreement remain in full force and effect. If there is a conflict between the terms of this Amendment and the Agreement, the terms of the Agreement will control unless specifically modified by this Amendment. [SIGNATURES ON THE FOLLOWING PAGE] Dated: CITY OF SOUTH SAN FRANCISCO RIDE ART, LLC By: By: Sharon Ranals, City Manager Saori Russell, Artist Attest: By: ______________________________ Jonathan Russell, Artist _______________________________ City Clerk Approved as to Form: By: City Attorney CONTRACT/AGREEMENT APPROVAL FORM Date:  Name of Contract/Agreement  Originating Department/Responsible Person, ext.  Vendor  Routing Instructions:  TYPE OF CONTRACT:  Have there been any changes to the Contract Template? No Yes  CONTRACT AMOUNTS:  APPROVAL AUTHORITY:  INSURANCE REQUIREMENTS:   Waivers requested  No Yes (If Yes, Route to Risk Manager for signature first)  BUDGETARY: Included in Budget (Simpler report attached showing amounts)  Amount Project String    Accounting String  ATTACHMENTS:   SIR Questionnaire  Agreement and all Exhibits   Resolution (all contracts over $150k)    Certificate of Insurance, naming City of South San Francisco as an Additional Insured  DEPARTMENT HEAD ACKNOWLEDGEMENT:  _____________________________________________________  The contract, amendments, exhibits, insurance requirements/waivers and attachments have been reviewed and included.  RISK MANAGER APPROVAL OF INSURANCE WAIVER:  ________________________________  CITY ATTORNEY APPROVAL OF ENTIRE AGREEMENT:  ________________________________  Comments: _____________________________________________________________________________  _____________________________________________________________________________  _____________________________________________________________________________  Approval of Agreement  Approval of Insurance Add Agreement to Contract Tracker  ASSISTANT CITY MANAGER’S APPROVAL:  _________________________________  (Only if amount is over $25,000)  FINAL APPROVAL: __________________________________  CITY CLERK:    Please attest, keep a copy for your files, and return to Originating Department   Please upload to Laserfiche and return to Originating Department    COPY SENT TO VENDOR:   _______ _____________________  10/13/21 Caltrain Public Art Agreement Capital Projects - Philip Vitale RideArt DocuSign Other New Specified Amount(s) indicated below DATE AMOUNT DATE AMOUNT Original 7/28/21 464,000.00 1st Amendment 2nd Amendment 3rd Amendment 4th Amendment TOTAL 464,000.00 Council 464,000.00 pf2102-120-600 510-99999-5999 City Manager on behalf of Council MocuSign Nnvelope IM: 65235A64-M84M-4132-A128-A0F50A5B5C49 CITY OF SOUTH SAN FRANCISCO PUBLIC ART AGREEMENT FOR CALTRAIN PLAZA THIS AGREEMENT is made this 28th day of July 2021, by and between the City of South San Francisco, California, hereinafter called “City,” and Ride Art, LLC, hereinafter called “Artist” (hereinafter collectively called “Parties”). WHEREAS, the City of South San Francisco solicited proposals for a Work of public art (hereinafter called “Work”) to be located at the Caltrain Plaza in South San Francisco (hereinafter called “Site”); and WHEREAS, the Artist submitted a proposal for the Work pursuant to the City’s request for proposals; and WHEREAS, the Artist was selected by the City to design, execute, fabricate, and install the Work at the Site; and WHEREAS, the City and the Artist desire to set forth the terms upon which the Artist will produce and install the Work for the City. NOW, THEREFORE, the City and the Artist, for the consideration and under the conditions hereinafter set forth, agree as follows: ARTICLE I. SCOPE OF SERVICES A. General 1. The Artist shall design, execute, fabricate, install, and document the Work as described in Exhibit A attached hereto and incorporated herein by reference. The specifications of the Work are as follows: Title: Inspire Dimensions: 25’ Height x 10’ Width Medium: Brushed Stainless Steel, Powdercoated Stainless Steel and Cast Concrete 2. The permanent location for the Work at the Site shall be as described on the map attached hereto as Exhibit B and incorporated herein by reference. The Artist shall design and construct the sculpture so that as installed it will be structurally safe and sound in compliance with all current State of California Building and Seismic Standards in accordance with the Uniform Building Code. 3. Subject to review and acceptance by the City, the Artist shall determine the artistic expression, scope, design, color, size, context, and texture of the Work. DocuSign Envelope ID: 65235A64-D84D-4132-A128-A0F50A5B5C49 4. The Artist shall pay for actual, reasonable, and necessary costs for transportation, meals and lodging for the Artist representative while traveling to and from the Site. B. EXECUTION OF THE WORK 1. The Artist shall complete the installation and fabrication of the Work in conformity with the specifications set forth in Article I, Section A, subsection 1 of this agreement and Exhibit A herein. 2. Prior to implementation of any changes in the Work, the Artist shall present to the City in writing, a detailed description of such proposed changes. The City shall have the right in its sole absolute discretion to approve or disapprove any changes suggested by the Artist. The Artist may implement changes only with the prior written approval of the City. 3. The City shall have the right to review the progress of the Work at reasonable times, and with advance notice, during the fabrication thereof. The Artist shall submit such reports regarding the progress of the Work as the City may request. 4. In the design, execution, fabrication, installation and documentation of the Work, the Artist shall comply with all applicable federal, state, and local laws, rules, and regulations, including those pertaining to Worker’s Compensation insurance and employee liability insurance. 5. The Artist shall complete the fabrication and installation of the Work by within seven months of the date the Artist receives written notice from the City that the construction of the plaza, where the structure shall be installed, is approximately seven months from completion (hereinafter called ‘Installation Date”). C. CITY OBLIGATIONS 1. The City shall perform all obligations in strict compliance with all terms and conditions in this Agreement. 2. The City shall be responsible for providing the Artist, at no expense to the Artist, copies of existing designs, drawings, reports, list of required permits, and other existing relevant data, if any, which is reasonably required by the Artist in order to design, fabricate, and install the Work. 3. The City shall be responsible for compliance with all applicable laws and regulations, including but not limited to zoning or environmental regulations. 4. The City shall make timely efforts to prepare the Site for installation of the Work on the Installation Date. The City shall take all reasonable measures to provide notice to the Artist of delays following the written notice of the Installation Date, described in Section B (5). In the event that the City fails to prepare the Site in accordance with this Agreement, or Artist is refused access to the Site as reasonably required, the Artist shall be excused from DocuSign Envelope ID: 65235A64-D84D-4132-A128-A0F50A5B5C49 any delay consequences, and the City shall be responsible for paying for reasonable transportation and storage costs, pursuant to Article III(A). 5. The City shall be responsible for any landscaping, as necessary and agreed to by the City, to integrate the Artwork into the Site before and after its installation, in accordance with the specifications detailed in the approved design concept in Section I(A) of this Agreement. D. DELIVERY AND INSTALLATION 1. The Artist shall notify the City in writing when fabrication of the Work is completed, and the Artist is ready to deliver the Work and install it at the Site. 2. The Artist shall work with the City in the development of the plan for the site. 3. The Artist shall prepare the foundation design and engineering for review and approval by the City at no additional cost to the City. The City shall be responsible for all expenses, materials, labor, and equipment to prepare the Site foundation footing for the timely installation of the Work. The City shall waive all permit fees, license fees, and sales taxes. The Artist shall deliver and supervise the installation of the completed Work at the Site. Cost of installation shall be paid for by the City which shall include the use of a boom truck and related equipment. Cost of delivery shall be paid for by the Artist. 4. The Artist shall coordinate with the City to prepare the Site for installation. The City shall use its best efforts to arrange to temporarily modify and/or barricade the Site so as to effectively secure the Site and protect the public during installation of the Work. E. POST-INSTALLATION 1. The Artist shall furnish the City with a full written narrative description of the Work. 2. The Artist shall provide to the City, written instructions for appropriate maintenance and preservation of the Work, including moving and reinstallation of the Work. 3. The City shall provide and install an identification plaque, which shall include the following information: Title: Artist: Material: Date: Copyright © F. FINAL ACCEPTANCE 1. The Artist shall notify the City in writing when all services required by the Artist under the DocuSign Envelope ID: 65235A64-D84D-4132-A128-A0F50A5B5C49 Agreement (including those described in Article I, Section D) have been completed. The Artist shall, prior to final acceptance, provide the City with such lien and/or claim releases with respect to the Work as the City may require. The Artist releases claim to the Work upon final acceptance. 2. The City shall notify the Artist in writing of its final acceptance of the Work. 3. Final acceptance shall be determined by the City in its sole and absolute discretion. Such acceptance shall constitute the City’s acknowledgement that the Work has been completed and installed according to the terms of this Agreement. 4. Title of ownership of the Work shall pass to the City upon final acceptance. G. RISK OF LOSS 1. The risk of loss or damage to the Work shall be borne by the Artist until final acceptance, and the Artist shall take such measures as are necessary to protect the Work and the materials relating hereto from loss or damage and to insure the Work and the materials relating thereto until final acceptance. 2. The Artist shall maintain appropriate insurance on the Work, insuring against potential risk of loss, including but not limited to design, fabrication, transportation, and installation, in an amount acceptable and approved by the City’s Risk Manager. The City shall be shown as an additional insured for general liability. ARTICLE II. COMPENSATION A. PAYMENT SCHEDULE 1. The City shall pay the Artist a fixed fee of $464,000 which shall constitute full compensation for all services and materials to be performed and furnished by the Artist under this Agreement. 2. The $464,000 fee shall be paid in the following phases with each installment except the Phase I installment to represent full and final payment for all services and materials provided for that phase: a. Phase I – Design (Materials, Design Fee, Licensing and Permits, Professional Fees, Design, Insurance, Subcontractors, 1 of 3 Artist Fee) $227,000 b. Phase II – Fabrication (Fabrication, 2 of 3 Artist Fee) $165,000 c. Phase III – Installation (Transportation, Overhead Expenses, 3 of 3 Artist's Fee) $72,000 3. For all other expenses for which the City is obligated, payment shall be made 30 days after receipt of written statement. DocuSign Envelope ID: 65235A64-D84D-4132-A128-A0F50A5B5C49 B. FEE STATEMENTS In order to receive the payments described in clauses 2(a), 2(b), and 2(c) in Section A “Payment Schedule” above, the Artist shall submit an invoice for each phase to the City. ARTICLE III. TIME OF PERFORMANCE A. CITY DELAY If the Artist is delayed from installing the Work by the Installation Date as a result of action taken by the City, the City shall reimburse the Artist for reasonable transportation and storage costs actually incurred for the period between the Installation date and date on which the Site is available to permit installation of the work, if and only if, the transportation and storage cost are incurred as a direct result of the delay by the City. The City shall not be responsible for any transportation and storage costs that the Artist would have been required to pay in the absence of delay caused by the City. B. FORCE MAJEURE Except for the City’s obligations to make payments following the Payment Schedule neither party shall be considered in default in the performance of its obligations hereunder if such performance is prevented or delayed because of war, hostilities, revolution, civil commotion, strike, lock-out, epidemic, pandemic, accident, fire, wind, catastrophic event or flood or because of any law, order, proclamation, regulation or ordinance of any government or of any subdivision thereof or because of any act of God or any other cause beyond the reasonable control of the party affected (“Force Majeure Event”); provided that the affected party shall have used its best efforts to avoid such condition and, provided further, that notice of such Force Majeure Event is given by the affected party to the other within five (5) days of said Force Majeure Event. Should one or both of the parties be prevented from fulfilling their contractual obligations because of a Force Majeure Event lasting continuously for a period of at least six (6) months, the parties shall consult with each other regarding the future implementation of this Agreement. The parties agree to use their best efforts to minimize any delays and/or losses, if any, resulting from such Force Majeure Event. C. ASSIGNMENT In the event of the serious illness or death of the Artist during the construction and/or the installation of the Work, his heirs, family, and estate will in no way be responsible for the completion of the unfinished Work nor shall they be entitled to the compensation for uncompleted work due under this Agreement. DocuSign Envelope ID: 65235A64-D84D-4132-A128-A0F50A5B5C49 ARTICLE IV. WARRANTIES A. WARRANTIES OF TITLE 1. The Artist represents and warrants that: a. the Work is solely the result of the artistic and creative efforts of the Artist; b. except as otherwise disclosed in writing to the City, the Work is unique and original and does not infringe upon any Copyright; and c. the Work is free and clear of all liens from any source whatsoever. 2. The warranties described in this Section A shall survive for so long as the City or any successor of City owns the Work. B. WARRANTIES OF QUALITY AND CONDITION 1. The Artist represents and warrants that: a. The Work, as fabricated and installed, will be free of defects in material and workmanship, including any defects of “inherent vice” or qualities which may cause or accelerate deterioration of the Work; and b. Reasonable maintenance of the Work will not require procedures in excess of those described in Article I, Section D, subsection 2. 2. The warranties described in this Section shall survive for a period of one (1) year after final acceptance of the Work. The City shall give notice to the Artist of any observed breach of these warranties with reasonable promptness. The Artist shall, at the request of the City, and at no cost to the City, cure reasonably and promptly the breach of any such warranties, which is curable and which cure is consistent with professional conservation standard (including, for example, cure by means of repair or re-fabrication of the Work). 3. The Artist shall not be responsible for any damage inflicted on the Work by third parties or outside forces, whether man-made or from natural causes, which exceed those that the design of the Work should reasonably tolerate. 4. After final acceptance of the Work by the City, the City shall hold the Artist harmless from any and all liability or personal injury to the public, except to the extent covered by the warranties of Article IV, Section B, subsection 1. ARTICLE V. OWNERSHIP OF WORK AND COPYRIGHT A. GENERAL The Artist retains Copyright in and to the work under the Copyright Act of 1976, 17 U.S.C., Section 101, et seq. The Artist reserves the right to produce similar Works at any size. If the City should desire to place the Work in a location that is not shown on Exhibit B, the DocuSign Envelope ID: 65235A64-D84D-4132-A128-A0F50A5B5C49 City shall first notify the Artist consistent with Section D herein as to the new location. If the Artist objects to the new location, the only remedy available to the Artist is to request in writing that the City remove the identification plaque referred to in Article I, Section D, subsection 3 herein, and that the City not promote the Work as that of the Artist. Provided however, this provision in no way prohibits the City from truthfully responding to inquiries, oral and written, as to the name of the Artist. The Artist shall not unreasonably object to a change of location or alteration of the site. In the event of such a move, the City will preserve the Work as delivered by the Artist, allowing changes to the base as required by the new site, but no changes to the Work itself. The City agrees to consult with Artist in the event of such a move. B. IDENTITY OF ARTIST The Artist grants to the City and its assigns an irrevocable license to make two-dimensional reproductions of the Work for non-commercial purposes, including but not limited to reproductions used in advertising, brochures, media publicity, and catalogues or other publications, provided that these rights are exercised in a tasteful and professional manner. All two-dimensional reproductions of the Work by the City shall contain a credit to the Artist substantially in the following form: By Ride Art, LLC C. NOTICES All notices required herein shall be in writing and served upon the parties as follows: Artist Ride Art, LLC 2410 Valley Street Berkeley, CA 94702 City City Clerk South San Francisco 400 Grand Avenue South San Francisco, CA 94080 All notices required herein shall be deemed served when mailed by First Class Mail, Certified Mail, postage prepaid, to each party’s last known mailing address. It is the responsibility of each party to inform the other of a change in address. If notice cannot be served due to a change in address, which has not been served upon the other party, such party’s failure to notify shall be deemed a waiver of notice. DocuSign Envelope ID: 65235A64-D84D-4132-A128-A0F50A5B5C49 ARTICLE VI. SUBSEQUENT EVENTS A. MAINTENANCE The City and the Artist recognize that maintenance of the Work on a regular basis is essential to the integrity of the Work. Therefore, the City shall assure regular maintenance according to the instructions supplied by the Artist as set forth herein under Article I, Section D, subsection 2, and may take action reasonably designed to protect the Work against vandalism. B. REPAIRS AND RESTORATION After final acceptance of the Work, the Artist may inspect the Work at his own expense and shall notify the City in writing as to the necessity of any repairs. The City may in its discretion consult with the Artist and make the noted repairs. All such consultations shall be without additional cost to the City. Beyond reasonable consultation to determine a course of corrective action, any action taken by the Artist at the request of the City will be subject to a cost to be decided in a new agreement between the parties. C. ALTERATION OF THE WORK The City will not consent to the intentional alteration, modifications or change to the Work. The City shall retain the right to sell or donate the Work to a third party. D. ALTERATION OF THE SITE The City shall notify the Artist of any proposed significant alterations of the Site. The Artist may at his sole expense request copies of plans detailing proposed alterations to the Site. If such alterations cannot be undertaken to the reasonable satisfaction of the Artist, he may request the public notice referred to in Article I, Section D, subsection 3, be removed and otherwise proceed in accordance with Article V, Section A. E. WAIVER OF RIGHTS With respect to the Work, Artist waives any and all claims, arising at any time against the City, its elected and appointed officials, officers, employees, agents, representatives, and Caltrans, that may be grounded in any federal law, including, without limitation, the Visual Artists Rights Act (17 U.S.C. §106A et seq.), California law, including, without limitation, the California Art Preservation Act (Cal. Civil Code §987 et seq.), or local law that may relate to the moral rights of the Artist or protection of the integrity of the Artwork. DocuSign Envelope ID: 65235A64-D84D-4132-A128-A0F50A5B5C49 ARTICLE VII. INDEPENDENT CONTRACTOR The Artist performs this Agreement as an independent contractor and not as an agent of an employee of the City. The Artist shall maintain control; furnish all supervision, labor, materials, equipment, supplies, other incidentals, as well as transportation, shipping and installation of the Work. ARTICLE VIII. ASSIGNMENT The work and services required of the Artist under this Agreement are personal and shall not be assigned, sublet or transferred. However, the Artist shall be allowed to employ qualified personnel who shall work under the Artist’s supervision. ARTICLE IX. INDEMNIFICATION The Artist shall defend, release, indemnify and save and hold harmless the City against any and all damages to property or injuries to or death of any person or persons, and shall defend, release, indemnify and hold harmless the City from any and all claims, demands, suits, liabilities, actions, causes of actions, or legal or equitable proceedings of any kind or nature, including reasonable attorney’s fees incurred by legal counsel of the City’s choice, or by anyone whomsoever, in any way resulting from or arising out of the Artist’s activities in connection with this Agreement, including acts of omissions of the Artist or persons acting under the Artist’s control. The City shall defend, release, indemnify and save and hold harmless the Artist against any and all damages to property or injuries to or death of any person or persons, and shall defend, release, indemnify and hold harmless the Artist from any and all claims, demands, suits, liabilities, actions, causes of actions, or legal or equitable proceedings of any kind or nature, including reasonable attorney’s fees incurred by legal counsel of the Artist's choice, or by anyone whomsoever, in any way resulting from or arising out of the City's activities in connection with this Agreement, including acts or omissions of the City or persons acting under the City's control. ARTICLE X. INSURANCE Prior to beginning the Work and continuing throughout the term of this Agreement, Artist (and any subcontractors) shall, at Artist’s (or subcontractor’s) sole cost and expense, furnish the City with certificates of insurance evidencing that Artist has obtained and maintains insurance in the following amounts: A. Workers’ Compensation shall be waived, in accordance with completed and signed Workers’ Compensation Waiver, attached as Exhibit C. DocuSign Envelope ID: 65235A64-D84D-4132-A128-A0F50A5B5C49 B. Commercial General Liability and Property Damage Insurance in an amount not less than ONE MILLION DOLLARS ($1,000,000) combined single limit per occurrence, TWO MILLION DOLLARS ($2,000,000) annual aggregate, for bodily injury, property damage, products, completed operations and contractual liability coverage. The policy shall also include coverage for liability arising out of the use and operation of any City- owned or City-furnished equipment used or operated by the Consultant, its personnel, agents or subcontractors. C. Comprehensive automobile insurance in an amount not less than ONE MILLION DOLLARS ($1,000,000) per occurrence for bodily injury and property damage including coverage for owned and non-owned vehicles. D. Notwithstanding Section X(C), above, Artist shall be required to provide the City with a certificate of comprehensive automobile insurance in an amount not less than FIVE HUNDRED THOUSAND DOLLARS ($500,000) per occurrence for bodily injury and property damage including coverage for owned vehicles. All insurance policies shall be written on an occurrence basis and shall name the City Indemnitees as additional insureds with any City insurance shall be secondary and in excess to Artist’s insurance. If the Artist’s insurance policy includes a self-insured retention that must be paid by a named insured as a precondition of the insurer’s liability, or which has the effect of providing that payments of the self-insured retention by others, including additional insureds or insurers do not serve to satisfy the self-insured retention, such provisions must be modified by special endorsement so as to not apply to the additional insured coverage required by this agreement so as to not prevent any of the parties to this agreement from satisfying or paying the self-insured retention required to be paid as a precondition to the insurer’s liability. Additionally, the certificates of insurance must note whether the policy does or does not include any self-insured retention and also must disclose the deductible. The certificates shall contain a statement of obligation on the part of the carrier to notify City of any material change, cancellation, termination, or non- renewal of the coverage at least thirty (30) days in advance of the effective date of any such material change, cancellation, termination, or non-renewal. The City’s Risk Manager may waive or modify any of the insurance requirements of this section. ARTICLE XI. TERMINATION & MEDIATION A. TERMINATION 1. If either the Artist or the City shall willfully or negligently fail to fulfill in a timely and proper manner, or otherwise violate any of the covenants, agreements or stipulations material to this Agreement, the other party shall thereupon have the right to terminate this Agreement by giving written notice to the defaulting party of its intent to terminate and specifying the grounds for termination. The defaulting party shall have thirty days (30) after receipt of the notice to cure the default. If the default is not cured within such time period, this Agreement shall terminate. DocuSign Envelope ID: 65235A64-D84D-4132-A128-A0F50A5B5C49 2. In the event of a default by the City, the City shall promptly compensate the Artist pursuant to Article II for all services performed by the Artist prior to termination, and all finished and unfinished drawings, sketches, photographs, and other work products prepared and submitted or prepared for submission by the Artist under this Agreement shall at the City’s option become its property, provided that no right to fabricate or execute the Work shall pass to the City. 3. In the event of a default by the Artist, the Artist shall forfeit the right to any and all remaining payments due under this Agreement for which Work has not been completed as well as any and all copyrights reserved herein and any and all limited-edition rights as defined herein. B. MEDIATION If, during the creation of the Work, its installation and subsequent existence, any disputes should arise between the Artist and the City, the parties hereto will mediate their disagreements and make every effort to affect a mutually satisfactory resolution of the disagreements including the appointment of an independent mediator reasonably acceptable to both parties. If unable to agree, a mediator shall be appointed by the court. Costs will be equally divided. ARTICLE XII. MODIFICATION No alteration, change or modification of the terms of this Agreement shall be valid unless made in writing and signed by the parties hereto. ARTICLE XIII. CONFLICT OF LAW Any provision of this Agreement, which is hereafter found by a court of law or otherwise to be in conflict with the laws, rules, and/or regulations of the United States or the State of California shall be considered null and void. The valid provisions of this Agreement shall be severed from the invalid provisions and remain in effect to the extent possible. ARTICLE XIV. GENERAL PROVISIONS A. GOVERNING LAW; VENUE California law shall govern this Agreement. Any action to enforce or interpret this Agreement shall be brought in a court of competent jurisdiction in the County of San Mateo, California. The jurisdiction for any litigation arising from this Agreement shall be in the state of California, and shall be venued in the County of San Mateo. DocuSign Envelope ID: 65235A64-D84D-4132-A128-A0F50A5B5C49 B. ENTIRE AGREEMENT This Agreement constitutes the entire understanding and agreement of the Parties relating to the Work and the rights and obligations of the Parties arising under this Agreement, and supersedes any prior written or oral communication between the Parties relating to the Work. This Agreement may be executed by the Parties in counterparts, which together shall be considered one document, and may be executed with electronic signatures. ARTICLE XV. EFFECTIVE DATE The effective date of this Agreement shall be the date of approval by all parties hereto. ARTICLE XVI. COUNTERPARTS FOR SIGNATURE This contract may be executed in duplicate counterparts, each of which shall be deemed an original. City of South San Francisco: Artist: Mike Futrell, City Manager Ride Art, LLC Attest to: City Clerk Approved as to Form: City Attorney 3791030.1 3884442.1 DocuSign Envelope ID: 65235A64-D84D-4132-A128-A0F50A5B5C49 Saori Russell Jonathan Russell RIDE ART STUDIO 2410 Valley Street, Berkeley, CA 94702 Saori Ide: (415) 902-0343 Jonathan Russell: (415) 902-4350 [email protected] www.rideartstudio.com [email protected] EXHIBIT A DESCRIPTION: INSPIRE is a 25 feet tall monumental kinetic wind sculpture that sits on a 19 feet diameter circular pedestal. Upper two Mobius circles move with the wind on its own tilted axis as well as move as a unit in either directions. It is fabricated all in stainless steel and two Mobius circles are powder coated. Internal LED lights in the two base pillars will illuminate at night. SITE: INSPIRE will be installed in the northwest corner of open area near the corner of Grand Avenue and Airport Blvd. within the Caltrain station west plaza in South San Francisco, CA DocuSign Envelope ID: 65235A64-D84D-4132-A128-A0F50A5B5C49 RIDE ART STUDIO 2410 Valley Street, Berkeley, CA 94702 Saori Ide: (415) 902-0343 Jonathan Russell: (415) 902-4350 [email protected] www.rideartstudio.com [email protected] NARRATIVE: We want to showcase SSF’s diverse and dynamic community and create an iconic sculpture that symbolizes the birthplace of biotechnology as well as highlight its reputation as “the industrial city.” South San Francisco is a city where new discoveries lead to innovation and growth. We want to celebrate this innovative thinking as seen in the ever-changing field of biotechnology and reflected in the city’s forward-thinking approach that is “always ready for challenges and a transformative beginning.” Using a visual reference of a DNA strand and a water molecule, building blocks of life, it tells the story of how South San Francisco has always been at the forefront of research and development in the field of biotechnology, inspiring and leading us into the future. Our vision is to create a monumental artwork that harmonizes with the overall design of the new Caltrain plaza and downtown redevelopment. It will revitalize the city and bring a fresh urban lifestyle feel to Grand Avenue. Our sculpture will stimulate curiosity and become a landmark signature piece, welcoming and greeting people coming from the Caltrain station, Hwy 101 and Grand Avenue. SYMBOLISM: The twisted base pillars represent (but not too obviously) a DNA strand spiraling upwards to embrace a representation of a single water molecule. The large open circles can be seen to depict two hydrogen atoms connected to a small central sphere (an oxygen atom) resulting in a covalent bond angle between the hydrogen atoms of 104.5˚, which is a bond angle that is specific to a water molecule. The movement created by the wind can be seen as the intertwining and weaving of a diverse and ever active community that is the hallmark of this vibrant city. The image of three connected gears on the large circular base symbolizes the “Industrial City”, by which South San Francisco is also known. The gears also give the illusion of turning the sculpture above. Blue represents water, the bay and the ocean. Yellow represents energy from the sun. The gear benches celebrate the role industry has played in South San Francisco. To emphasize water as a building block of life, the gears will be arranged in the shape of water molecules and will be colored in shades of blue. The center of each gear shape will be closed with frosted tempered glass (or Lexan) and will be illuminated by LED lighting at night, inviting people to sit, climb, and walk on top of them. These benches will complement our proposed sculpture as well as create a visual harmony with the blue tiled wall that stretches through the tunnel like a flowing river. DocuSign Envelope ID: 65235A64-D84D-4132-A128-A0F50A5B5C49 RIDE ART STUDIO 2410 Valley Street, Berkeley, CA 94702 Saori Ide: (415) 902-0343 Jonathan Russell: (415) 902-4350 [email protected] www.rideartstudio.com [email protected] DIMENSIONS: NIGHT VIEW: DocuSign Envelope ID: 65235A64-D84D-4132-A128-A0F50A5B5C49 RIDE ART STUDIO 2410 Valley Street, Berkeley, CA 94702 Saori Ide: (415) 902-0343 Jonathan Russell: (415) 902-4350 [email protected] www.rideartstudio.com [email protected] MATERIALS: DocuSign Envelope ID: 65235A64-D84D-4132-A128-A0F50A5B5C49 RIDE ART STUDIO 2410 Valley Street, Berkeley, CA 94702 Saori Ide: (415) 902-0343 Jonathan Russell: (415) 902-4350 [email protected] www.rideartstudio.com [email protected] Installation: DocuSign Envelope ID: 65235A64-D84D-4132-A128-A0F50A5B5C49 RIDE ART STUDIO 2410 Valley Street, Berkeley, CA 94702 Saori Ide: (415) 902-0343 Jonathan Russell: (415) 902-4350 [email protected] www.rideartstudio.com [email protected] We oversee all aspects of the installation of our sculptures. In advance of the installation, we will coordinate with the site contractors to prepare the footings and supply j-bolt placement templates. This will include coordinating placement of electrical conduit and junction boxes where necessary. The sculpture will be fabricated in our studio and delivered to the site by flatbed truck. Individual elements will be lifted into place with an overhead crane and bolted in place. Electrical contractors will connect all electrical elements. Preliminary Timeline Descriptions Duration Months Contract Execution 1 month July - '21 Final Design Proposal 1 month October - '21 Schematic / Mechanical / Structural Drawing 1 month December - '21 Fabrication 6 – 8 months Spring - '22 Site Preparation 1 month Summer- '22 Installation 1-2 days Summer - '22 Preliminary Budget 5/23/21 Descriptions Total Materials $105,000.00 Design Fee $50,000.00 Licenses and Permits $200.00 Professional Fees $17,300.00 Insurance $6,500.00 Subcontractors $23,000.00 Fabrication $140,000.00 Site Preparation Site preparation done by the city Transportation $4,000.00 Installation (Artists time and labor only) $8,000.00 Overhead Expenses $35,000.00 Artists' Fee $75,000.00 Total: $464,000.00 DocuSign Envelope ID: 65235A64-D84D-4132-A128-A0F50A5B5C49 EXHIBIT BDocuSign Envelope ID: 65235A64-D84D-4132-A128-A0F50A5B5C49 EXEMPTION FROM WORKERS’ COMPENSATION To be exempt from worker’s compensation, you must submit an affidavit, certifying that you do not employ anyone in a manner that is subject to the workers’ compensation laws of California. (See Business and Professions Code Section 7125.) For exemption from worker’s compensation, please complete the requested information, check the box, and sign the form. SECTION 1 – BUSINESS NAME / SOLE PROPRIETER NAME AND ADDRESS BUSINESS NAME MAILING ADDRESS CITY STATE ZIP CODE PHONE NUMBER FAX NUMBER E-MAIL ADDRESS SECTION 2 – CHECK BOX I do not employ anyone in the manner subject to the workers’ compensation laws of the State of California. SECTION 3 – SIGNATURE I certify under penalty of perjury under the laws of the State of California that the information provided on this exemption statement is true and accurate. I understand that upon employing anyone in a manner that is subject to the worker’s compensation laws of the State of California, the claim of exemption executed under this form will no longer be valid. I also understand that, as soon as I employ anyone subject to the California’s workers’ compensation laws, I must obtain a Certificate of Worker’s Compensation Insurance, submit that certificate to the City of South San Francisco within 90 days of its effective date, and continuously maintain the coverage provided by the certificate in accordance with the law. DATE SIGNATURE EXHIBIT C Ride Art, LLC 2410 Valley Street Berkeley CA 94702 415-902-0343 [email protected] 9/27/2021 Saori Russell 4 DocuSign Envelope ID: 65235A64-D84D-4132-A128-A0F50A5B5C49 ANY PROPRIETOR/PARTNER/EXECUTIVEOFFICER/MEMBER EXCLUDED? INSR ADDL SUBR LTR INSD WVD PRODUCER CONTACT NAME: FAXPHONE (A/C, No):(A/C, No, Ext): E-MAIL ADDRESS: INSURER A : INSURED INSURER B : INSURER C : INSURER D : INSURER E : INSURER F : POLICY NUMBER POLICY EFF POLICY EXPTYPE OF INSURANCE LIMITS(MM/DD/YYYY)(MM/DD/YYYY) AUTOMOBILE LIABILITY UMBRELLA LIAB EXCESS LIAB WORKERS COMPENSATION AND EMPLOYERS' LIABILITY DESCRIPTION OF OPERATIONS / LOCATIONS / VEHICLES (ACORD 101, Additional Remarks Schedule, may be attached if more space is required) AUTHORIZED REPRESENTATIVE EACH OCCURRENCE $ DAMAGE TO RENTEDCLAIMS-MADE OCCUR $PREMISES (Ea occurrence) MED EXP (Any one person)$ PERSONAL & ADV INJURY $ GEN'L AGGREGATE LIMIT APPLIES PER:GENERAL AGGREGATE $ PRO-POLICY LOC PRODUCTS - COMP/OP AGGJECT OTHER:$ COMBINED SINGLE LIMIT $(Ea accident) ANY AUTO BODILY INJURY (Per person)$ OWNED SCHEDULED BODILY INJURY (Per accident)$AUTOS ONLY AUTOS HIRED NON-OWNED PROPERTY DAMAGE $AUTOS ONLY AUTOS ONLY (Per accident) $ OCCUR EACH OCCURRENCE CLAIMS-MADE AGGREGATE $ DED RETENTION $ PER OTH-STATUTE ER E.L. EACH ACCIDENT E.L. DISEASE - EA EMPLOYEE $If yes, describe under E.L. DISEASE - POLICY LIMITDESCRIPTION OF OPERATIONS below INSURER(S) AFFORDING COVERAGE NAIC # COMMERCIAL GENERAL LIABILITY Y / N N / A (Mandatory in NH) SHOULD ANY OF THE ABOVE DESCRIBED POLICIES BE CANCELLED BEFORE THE EXPIRATION DATE THEREOF, NOTICE WILL BE DELIVERED IN ACCORDANCE WITH THE POLICY PROVISIONS. THIS IS TO CERTIFY THAT THE POLICIES OF INSURANCE LISTED BELOW HAVE BEEN ISSUED TO THE INSURED NAMED ABOVE FOR THE POLICY PERIOD INDICATED. NOTWITHSTANDING ANY REQUIREMENT, TERM OR CONDITION OF ANY CONTRACT OR OTHER DOCUMENT WITH RESPECT TO WHICH THIS CERTIFICATE MAY BE ISSUED OR MAY PERTAIN, THE INSURANCE AFFORDED BY THE POLICIES DESCRIBED HEREIN IS SUBJECT TO ALL THE TERMS,EXCLUSIONS AND CONDITIONS OF SUCH POLICIES. LIMITS SHOWN MAY HAVE BEEN REDUCED BY PAID CLAIMS. THIS CERTIFICATE IS ISSUED AS A MATTER OF INFORMATION ONLY AND CONFERS NO RIGHTS UPON THE CERTIFICATE HOLDER. THIS CERTIFICATE DOES NOT AFFIRMATIVELY OR NEGATIVELY AMEND, EXTEND OR ALTER THE COVERAGE AFFORDED BY THE POLICIES BELOW. THIS CERTIFICATE OF INSURANCE DOES NOT CONSTITUTE A CONTRACT BETWEEN THE ISSUING INSURER(S), AUTHORIZED REPRESENTATIVE OR PRODUCER, AND THE CERTIFICATE HOLDER. IMPORTANT: If the certificate holder is an ADDITIONAL INSURED, the policy(ies) must have ADDITIONAL INSURED provisions or be endorsed. If SUBROGATION IS WAIVED, subject to the terms and conditions of the policy, certain policies may require an endorsement. A statement on this certificate does not confer rights to the certificate holder in lieu of such endorsement(s). COVERAGES CERTIFICATE NUMBER:REVISION NUMBER: CERTIFICATE HOLDER CANCELLATION © 1988-2015 ACORD CORPORATION. All rights reserved.ACORD 25 (2016/03) CERTIFICATE OF LIABILITY INSURANCE DATE (MM/DD/YYYY) $ $ $ $ $ The ACORD name and logo are registered marks of ACORD 9/23/2021 License # 0757776 (877) 825-2681 (951) 231-2572 27987 Ride Art LLC Attn: Jonathan Russell 2410 Valley Street Berkeley, CA 94702 A 1,000,000 X X WS466341 5/6/2021 5/6/2022 100,000 5,000 1,000,000 2,000,000 1,000,000 Revised 9/23/2021 - This certificate rescinds and supersedes any and all prior certificates issued on behalf of the Named Insured. City of South San Francisco are Additional Insured with regard to General Liability per the attached endorsement form CG2012 05/09. Waiver of Subrogation with regard to General Liability applies per the attached endorsement form CG2404 05/09. Should the policies be cancelled before the expiration date, Hub International Insurance Services Inc. (Hub), independent of any rights which may be afforded within the policies to the certificate holder named below, will provide to such certificate holder notice of such cancellation within thirty (30) days of the cancellation date, except in the event the cancellation is due to non-payment of premium, in which case Hub will provide to such certificate holder notice of such cancellation within ten (10) days of the cancellation date. City of South San Francisco, Capital Projects 500 N. Canal St. South San Francisco, CA 94080 RIDEART-01 PGOWDA HUB International Insurance Services Inc. 580 California Street Suite 1300 San Francisco, CA 94104 Nancy Adams [email protected] Northfield Insurance Company X X X DocuSign Envelope ID: 65235A64-D84D-4132-A128-A0F50A5B5C49 POLICY NUMBER: WS466341 COMMERCIAL GENERAL LIABILITY CG 2012 05 09 THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. ADDITIONAL INSURED -STATE OR GOVERNMENTAL AGENCY OR SUBDIVISION OR POLITICAL SUBDIVISION -PERMITS OR AUTHORIZATIONS This endorsement modifies insurance provided under the following: COMMERCIAL GENERAL LIABILITY COVERAGE PART SCHEDULE State Or Governmental Agency or Subdivision or Political Subdivision: City of South San Francisco, Capital Projects, 500 N. Canal Street, South San Francisco, CA 94080 Information required to complete this Schedule, if not shown above, will be shown in the Declarations. Section II -Who Is An Insured is amended to include as an insured any state or governmental agency or subdivision or political subdivision shown in the Schedule, subject to the following provisions: 1. This insurance applies only with respect to operations performed by you or on your behalf for which the state or governmental agency or subdivision or political subdivision has issued a permit or authorization. 2. This insurance does not apply to: a. "Bodily injury", "property damage" or "personal and advertising injury" arising out of operations performed for the federal government, state or municipality; or b. "Bodily injury" or "property damage" included within the "products-completed operations hazard". CG2012 0509 Copyright, Insurance Services Office, Inc., 2008 Page 1 of 1 DocuSign Envelope ID: 65235A64-D84D-4132-A128-A0F50A5B5C49 POLICY NUMBER: WS466341 COMMERCIAL GENERAL LIABILITY CG 24 04 05 09 WAIVER OF TRANSFER OF RIGHTS OF RECOVERY AGAINST OTHERS TO US This endorsement modifies insurance provided under the following: COMMERCIAL GENERAL LIABILITY COVERAGE PART PRODUCTS/COMPLETED OPERATIONS LIABILITY COVERAGE PART SCHEDULE Name of Person or Organization: City of South San Francisco, Capital Projects, 500 N. Canal Street, South San Francisco, CA 94080 Information required to complete this Schedule, if not shown above, will be shown in the Declarations. The following is added to Paragraph 8. Transfer Of Rights Of Recovery Against Others To Us of Section IV - Conditions: We waive any right of recovery we may have against the person or organization shown in the Schedule above because of payments we make for injury or damage arising out of your ongoing operations or "your work" done under a contract with that person or organization and included in the "products-completed operations hazard". This waiver applies only to the person or organization shown in the Schedule above. CG 24 04 05 09 Copyright, Insurance Services Office, Inc., 2008 Page 1 of 1 DocuSign Envelope ID: 65235A64-D84D-4132-A128-A0F50A5B5C49 Page 1 of 2 Page 2 of 2Certificate of Insurance Allstate Northbrook Indemnity Company Policy number: 967 427 709 02 1 01 0 07 4 21 0 9 2 7 R 3 0 3 7 8 8 1000000R3 0 3 7 8 8 0 2 1 CW 00 0 21 0 9 2 7 09 1 3 5 0 00 3 7 8 8 00 1 00 1 00 5 6 4 7 00 The Loss Payable Clause of such policy provides: "The company reserves the right to cancel such policy at any time as provided by its terms, but in such case the company shall notify the Lienholder when not less than ten days thereafter such cancellation shall be effective as to the interest of said Lienholder therein and the company shall have the right, on like notice, to cancel this agreement." The Additional Interest Endorsement of such policy, in part, provides: "...such insurance as is afforded by the policy" for automobile liability insurance listed on the reverse side hereof applies also to the person or organization named as Additional Interested Party. "As respects such...interest, no cancellation...and no endorsement...adversely affecting such additional interest, shall be effective until ten (10) days following the mailing of written notice (to the person or organization) of such cancellation or endorsement..." DocuSign Envelope ID: 65235A64-D84D-4132-A128-A0F50A5B5C49 City of South San Francisco P.O. Box 711 (City Hall, 400 Grand Avenue) South San Francisco, CA City Council Resolution: RES 153-2021 File Number: 21-481 Enactment Number: RES 153-2021 RESOLUTION APPROVING A PUBLIC ART AGREEMENT WITH RIDE ART, LLC OF BERKELEY, CALIFORNIA FOR THE CALTRAIN PUBLIC ART INSTALLATION (PROJECT NO. PF2102) IN AN AMOUNT NOT TO EXCEED $464,000, AND AUTHORIZING THE CITY MANAGER TO EXECUTE THE AGREEMENT. WHEREAS, in November 2020, City staff issued a nationwide Call for Entries for public art to be installed at the South San Francisco Caltrain Plaza; and WHEREAS, staff received 16 proposals from 15 artists by the January 5, 2021, submission deadline; and WHEREAS, at the May 8. 2021, meeting of the Caltrain Plaza Art Selection Committee, the Committee voted in favor of recommending to City Council for approval the design, installation and purchase of the Inspire Sculpture and Gear Benches by Ride Art, LLC, and other related work, for a total contract amount of $464,000; and WHEREAS, the City and Ride Art have negotiated a Public Art Agreement to memorialize the terms of the work proposal and other related requirements; and WHEREAS, the project is included in the City of South San Francisco's Fiscal Year 2020-21 Capital Improvement Program as the Caltrain Plaza Public Art Project (Project No. pf2102), with sufficient funding appropriate to cover its costs. NOW, THEREFORE, BE IT RESOLVED, by the City Council of the City of South San Francisco that the City Council hereby approves the Public Art Agreement between the City and Ride Art, LLC for the design, purchase, installation and other related work by Ride Art regarding artworks for the Caltrain Plaza Project, in the amount of $464,000, attached hereto and incorporated herein as Exhibit A. BE IT FURTHER RESOLVED that the City Manager is hereby authorized to execute the agreement on behalf of the City in substantially the same form as Exhibit A, upon timely submission by Ride Art, LLC of the signed contract and all other documents, subject to approval as to form by the City Attorney, and take all other actions consistent with the intent of this Resolution that do not materially alter or increase the City's obligations under the agreement. City of South San Francisco Page 1 DocuSign Envelope ID: 65235A64-D84D-4132-A128-A0F50A5B5C49 File Number. 21-481 Enactment Number: RES 153-2021 At a meeting of the City Council on 7/28/2021, a motion was made by Councilmember Nicolas, seconded by Councilmember Coleman, that this Resolution be approved. The motion passed. Yes: 5 Mayor Addiego, Vice Mayor Nagales, Councilmember Nicolas, Councilmember Coleman, and Councilmember Flores Attest by Lc— sa Govea Acosta, City Clerk City of South San Francisco Page 2 DocuSign Envelope ID: 65235A64-D84D-4132-A128-A0F50A5B5C49 Certificate Of Completion Envelope Id: 65235A64D84D4132A128A0F50A5B5C49 Status: Completed Subject: Please DocuSign: Ride Art.pdf Source Envelope: Document Pages: 28 Signatures: 9 Envelope Originator: Certificate Pages: 6 Initials: 4 Kari Jung AutoNav: Enabled EnvelopeId Stamping: Enabled Time Zone: (UTC-08:00) Pacific Time (US & Canada) Stamps: 1 329 Miller Ave South San Francisco, CA 94080 [email protected] IP Address: 199.181.122.2 Record Tracking Status: Original 10/13/2021 9:37:39 AM Holder: Kari Jung [email protected] Location: DocuSign Security Appliance Status: Connected Pool: StateLocal Storage Appliance Status: Connected Pool: Carahsoft OBO City of South San Francisco Location: DocuSign Signer Events Signature Timestamp Philip Vitale [email protected] Security Level: Email, Account Authentication (None) Signature Adoption: Pre-selected Style Using IP Address: 24.6.154.56 Sent: 10/13/2021 9:47:08 AM Viewed: 10/15/2021 8:03:24 AM Signed: 10/15/2021 8:05:24 AM Electronic Record and Signature Disclosure: Accepted: 11/23/2020 8:59:25 AM ID: ba99879e-62ab-4fd3-b5c6-c61aa50daa33 Saori Russell [email protected] Chief Executive Manager Ride Art LLC Security Level: Email, Account Authentication (None) Signature Adoption: Pre-selected Style Using IP Address: 135.180.146.65 Sent: 10/15/2021 8:05:32 AM Viewed: 10/15/2021 8:48:26 AM Signed: 10/15/2021 8:54:18 AM Electronic Record and Signature Disclosure: Accepted: 10/15/2021 8:48:26 AM ID: a65fe261-ed71-4017-85fe-f28bd7fb1294 Jonathan Russell [email protected] Chief Executive Manager Security Level: Email, Account Authentication (None)Signature Adoption: Uploaded Signature Image Using IP Address: 73.89.241.72 Sent: 10/15/2021 8:54:26 AM Viewed: 10/15/2021 9:37:53 AM Signed: 10/15/2021 9:44:54 AM Electronic Record and Signature Disclosure: Accepted: 10/15/2021 9:37:53 AM ID: cfa71b28-c92c-475a-9be6-fe6d5a4c86d8 Jacob Gilchrist [email protected] Capital Projects Director City of South San Francisco Security Level: Email, Account Authentication (None) Signature Adoption: Drawn on Device Using IP Address: 135.180.154.42 Sent: 10/15/2021 9:45:00 AM Viewed: 10/19/2021 10:45:20 AM Signed: 10/19/2021 10:46:17 AM Electronic Record and Signature Disclosure: Signer Events Signature Timestamp Accepted: 6/3/2020 9:39:15 AM ID: 834891ca-6dd9-4bba-ad3f-9ab770ad10bc Jason Wong [email protected] Security Level: Email, Account Authentication (None) Signature Adoption: Uploaded Signature Image Using IP Address: 199.181.122.2 Sent: 10/19/2021 10:46:24 AM Viewed: 10/19/2021 11:27:18 AM Signed: 10/19/2021 11:28:54 AM Electronic Record and Signature Disclosure: Accepted: 9/7/2021 10:54:17 AM ID: 3d748ba4-2514-4bd9-8f2e-4da172f662f3 Claire Lai [email protected] Approved as to Form- City Attorney Signing Group: City Attorney Security Level: Email, Account Authentication (None) Signature Adoption: Pre-selected Style Using IP Address: 206.169.145.130 Sent: 10/19/2021 11:29:03 AM Viewed: 10/19/2021 3:20:33 PM Signed: 10/19/2021 3:33:50 PM Electronic Record and Signature Disclosure: Accepted: 10/19/2021 3:20:33 PM ID: 639c685c-2b9a-428b-863c-fd266ec36ff5 Mike Futrell [email protected] City Manager Security Level: Email, Account Authentication (None)Signature Adoption: Pre-selected Style Using IP Address: 76.210.6.93 Sent: 10/19/2021 3:33:56 PM Resent: 10/21/2021 9:17:14 AM Viewed: 10/22/2021 7:48:37 AM Signed: 10/22/2021 7:48:44 AM Electronic Record and Signature Disclosure: Accepted: 10/22/2021 7:48:37 AM ID: 956e640d-0218-468a-b3c5-3135897d1d1b Rosa Govea Acosta [email protected] City Clerk City of South San Francisco Signing Group: City Clerk Security Level: Email, Account Authentication (None) Signature Adoption: Pre-selected Style Using IP Address: 199.181.122.2 Sent: 10/22/2021 7:48:53 AM Resent: 10/22/2021 11:15:37 AM Resent: 10/25/2021 12:49:29 PM Viewed: 10/25/2021 1:29:32 PM Signed: 10/25/2021 1:49:55 PM Electronic Record and Signature Disclosure: Not Offered via DocuSign In Person Signer Events Signature Timestamp Editor Delivery Events Status Timestamp Agent Delivery Events Status Timestamp Intermediary Delivery Events Status Timestamp Certified Delivery Events Status Timestamp Carbon Copy Events Status Timestamp Witness Events Signature Timestamp Notary Events Signature Timestamp Envelope Summary Events Status Timestamps Envelope Sent Hashed/Encrypted 10/13/2021 9:47:08 AM Certified Delivered Security Checked 10/25/2021 1:29:32 PM Signing Complete Security Checked 10/25/2021 1:49:55 PM Completed Security Checked 10/25/2021 1:49:55 PM Payment Events Status Timestamps Electronic Record and Signature Disclosure ELECTRONIC RECORD AND SIGNATURE DISCLOSURE From time to time, Carahsoft OBO City of South San Francisco (we, us or 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Ride Art Studio Saori Ide & Jonathan Russell 2410 Valley Street Berkeley, CA 94702 ADDITIONAL SERVICES REQUEST Project Name: INSPIRE – a wind sculpture Location: Karyl Matsumoto Plaza, SSF, CA Scope: Due to the delay of the Karyl Matsumoto Plaza construction, the artists, Ride Art Studio, has agreed to store the public art piece, titled “INSPIRE” at Ride Art’s studio in Berkeley for the duration of construction until the plaza was available for installation. The city has agreed on the storage fee of $500/month starting on 12/18/2023 and ending on 7/18/2024 at a total cost of $3,500.00 Additionally, the artists were asked to purchase risk insurance on the artwork for the duration of storage period. The insurance premium was $2,750. Above additional expenses were pre-approved by Philp Vitale, Deputy Director of Capital Projects. Please see our attached Invoice #1038 for a total balance of $6,250.00 Ride Art Studio Saori Ide and Jonathan Russell 2410 Valley Street Berkeley, CA 94702 (415) 902-0343 [email protected] ANY PROPRIETOR/PARTNER/EXECUTIVEOFFICER/MEMBER EXCLUDED? INSR ADDL SUBR LTR INSD WVD PRODUCER CONTACT NAME: FAXPHONE (A/C, No):(A/C, No, Ext): E-MAIL ADDRESS: INSURER A : INSURED INSURER B : INSURER C : INSURER D : INSURER E : INSURER F : POLICY NUMBER POLICY EFF POLICY EXPTYPE OF INSURANCE LIMITS(MM/DD/YYYY)(MM/DD/YYYY) AUTOMOBILE LIABILITY UMBRELLA LIAB EXCESS LIAB WORKERS COMPENSATION AND EMPLOYERS' LIABILITY DESCRIPTION OF OPERATIONS / LOCATIONS / VEHICLES (ACORD 101, Additional Remarks Schedule, may be attached if more space is required) AUTHORIZED REPRESENTATIVE EACH OCCURRENCE $ DAMAGE TO RENTEDCLAIMS-MADE OCCUR $PREMISES (Ea occurrence) MED EXP (Any one person)$ PERSONAL & ADV INJURY $ GEN'L AGGREGATE LIMIT APPLIES PER:GENERAL AGGREGATE $ PRO-POLICY LOC PRODUCTS - COMP/OP AGGJECT OTHER:$ COMBINED SINGLE LIMIT $(Ea accident) ANY AUTO BODILY INJURY (Per person)$ OWNED SCHEDULED BODILY INJURY (Per accident)$AUTOS ONLY AUTOS HIRED NON-OWNED PROPERTY DAMAGE $AUTOS ONLY AUTOS ONLY (Per accident) $ OCCUR EACH OCCURRENCE CLAIMS-MADE AGGREGATE $ DED RETENTION $ PER OTH-STATUTE ER E.L. EACH ACCIDENT E.L. DISEASE - EA EMPLOYEE $If yes, describe under E.L. DISEASE - POLICY LIMITDESCRIPTION OF OPERATIONS below INSURER(S) AFFORDING COVERAGE NAIC # COMMERCIAL GENERAL LIABILITY Y / N N / A (Mandatory in NH) SHOULD ANY OF THE ABOVE DESCRIBED POLICIES BE CANCELLED BEFORE THE EXPIRATION DATE THEREOF, NOTICE WILL BE DELIVERED IN ACCORDANCE WITH THE POLICY PROVISIONS. THIS IS TO CERTIFY THAT THE POLICIES OF INSURANCE LISTED BELOW HAVE BEEN ISSUED TO THE INSURED NAMED ABOVE FOR THE POLICY PERIOD INDICATED. NOTWITHSTANDING ANY REQUIREMENT, TERM OR CONDITION OF ANY CONTRACT OR OTHER DOCUMENT WITH RESPECT TO WHICH THIS CERTIFICATE MAY BE ISSUED OR MAY PERTAIN, THE INSURANCE AFFORDED BY THE POLICIES DESCRIBED HEREIN IS SUBJECT TO ALL THE TERMS,EXCLUSIONS AND CONDITIONS OF SUCH POLICIES. LIMITS SHOWN MAY HAVE BEEN REDUCED BY PAID CLAIMS. THIS CERTIFICATE IS ISSUED AS A MATTER OF INFORMATION ONLY AND CONFERS NO RIGHTS UPON THE CERTIFICATE HOLDER. THIS CERTIFICATE DOES NOT AFFIRMATIVELY OR NEGATIVELY AMEND, EXTEND OR ALTER THE COVERAGE AFFORDED BY THE POLICIES BELOW. THIS CERTIFICATE OF INSURANCE DOES NOT CONSTITUTE A CONTRACT BETWEEN THE ISSUING INSURER(S), AUTHORIZED REPRESENTATIVE OR PRODUCER, AND THE CERTIFICATE HOLDER. IMPORTANT: If the certificate holder is an ADDITIONAL INSURED, the policy(ies) must have ADDITIONAL INSURED provisions or be endorsed. If SUBROGATION IS WAIVED, subject to the terms and conditions of the policy, certain policies may require an endorsement. A statement on this certificate does not confer rights to the certificate holder in lieu of such endorsement(s). COVERAGES CERTIFICATE NUMBER:REVISION NUMBER: CERTIFICATE HOLDER CANCELLATION © 1988-2015 ACORD CORPORATION. All rights reserved.ACORD 25 (2016/03) CERTIFICATE OF LIABILITY INSURANCE DATE (MM/DD/YYYY) $ $ $ $ $ The ACORD name and logo are registered marks of ACORD 8/24/2024 License # 0757776 (805) 682-2571 10673 Ride Art LLC Attn: Jonathan Russell 2410 Valley Street Berkeley, CA 94702 A 1,000,000 X X CPV0073445 5/6/2024 5/6/2025 100,000 5,000 1,000,000 2,000,000 2,000,000 Per Project Agg 5,000,000 City of South San Francisco are Additional Insured with regard to General Liability per the attached endorsement form CG2012 12/19. Waiver of Subrogation with regard to General Liability applies per the attached endorsement form EPA-1719. Should the policies be cancelled before the expiration date, Hub International Insurance Services Inc. (Hub), independent of any rights which may be afforded within the policies to the certificate holder named below, will provide to such certificate holder notice of such cancellation within thirty (30) days of the cancellation date, except in the event the cancellation is due to non-payment of premium, in which case Hub will provide to such certificate holder notice of such cancellation within ten (10) days of the cancellation date. City of South San Francisco, Capital Projects 500 N. Canal St. South San Francisco, CA 94080 RIDEART-01 WMENG HUB International Insurance Services Inc. 40 E Alamar Ave Santa Barbara, CA 93105 Penn-Star Insurance Company X X X POLICY NUMBER: COMMERCIAL GENERAL LIABILITY CG 20 12 12 19 THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. CG 20 12 12 19 © Insurance Services Office, Inc., 2018 Page 1 of 1 ADDITIONAL INSURED – STATE OR GOVERNMENTAL AGENCY OR SUBDIVISION OR POLITICAL SUBDIVISION – PERMITS OR AUTHORIZATIONS This endorsement modifies insurance provided under the following: COMMERCIAL GENERAL LIABILITY COVERAGE PART SCHEDULE State Or Governmental Agency Or Subdivision Or Political Subdivision: Information required to complete this Schedule, if not shown above, will be shown in the Declarations. A. Section II – Who Is An Insured is amended to include as an additional insured any state or governmental agency or subdivision or political subdivision shown in the Schedule, subject to the following provisions: 1. This insurance applies only with respect to operations performed by you or on your behalf for which the state or governmental agency or subdivision or political subdivision has issued a permit or authorization. However: a. The insurance afforded to such additional insured only applies to the extent permitted by law; and b. If coverage provided to the additional insured is required by a contract or agreement, the insurance afforded to such additional insured will not be broader than that which you are required by the contract or agreement to provide for such additional insured. 2. This insurance does not apply to: a. "Bodily injury", "property damage" or "personal and advertising injury" arising out of operations performed for the federal government, state or municipality; or b. "Bodily injury" or "property damage" included within the "products-completed operations hazard". B. With respect to the insurance afforded to these additional insureds, the following is added to Section III – Limits Of Insurance: If coverage provided to the additional insured is required by a contract or agreement, the most we will pay on behalf of the additional insured is the amount of insurance: 1. Required by the contract or agreement; or 2. Available under the applicable limits of insurance; whichever is less. This endorsement shall not increase the applicable limits of insurance. CPV0073445 CITY OF SOUTH SAN FRANCISCO, CAPITAL PROJECT 500 N. CANAL STREET, SOUTH SAN FRANCISCO, CA 94080 THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. EPA-1719 (01/2014) Includes copyrighted material of ISO Commercial Risk Services, Inc. with its permission. Copyright, ISO Commercial Risk Services, Inc. Page 1 of 1 BLANKET WAIVER OF TRANSFER OF RIGHTS OF RECOVERY AGAINST OTHERS TO US This endorsement modifies insurance under the following: COMMERCIAL GENERAL LIABILITY COVERAGE PART PRODUCTS/COMPLETED OPERATIONS LIABILITY COVERAGE PART The following is added to SECTION IV-CONDITIONS, Paragraph 8. Transfer Of Rights Of Recovery Against Others To Us: We waive any right of recovery we may have against a person or organization because of payments we make for injury or damage arising out of your ongoing operations or "your work" and included in the "products completed operations hazard” provided you have agreed to do so in writing in a contract or agreement with that person or organization. All other terms and conditions of the policy apply.