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BLD2022-1154+ARTIST RESUME AND CONTRACT+8.26.2022_3.58.11_PM+3075877alff earl walk edmonds CONTRACT FOR SERVICES Art Walk Edmonds, a 501(c)(3) non-profit organization seeks to sponsor artwork that will enhance the overall character and atmosphere of Edmonds' downtown core and support a welcoming environment. The design of the mural should take into consideration the location of the wall, the architecture of the structure, the viewing angles of the surface and the impact on the surrounding area. This Agreement is entered into by and between Art Walk Edmonds, hereinafter referred to as the "CLIENT" and AJ Power, hereinafter referred to as the "ARTIST" for producing one in the series. 1. Scope of Services to be performed by the ARTIST a. The ARTIST shall perform all services and furnish materials as necessary for the design and fabrication of the Artwork. b. The ARTIST shall determine the artistic expression, design and materials of the Artwork based upon discussions with the CLIENT. c. The ARTIST shall attend design and fabrication coordination meetings by phone, email or in person if needed, with the CLIENT, business owner, and building owner, as appropriate, to communicate about the Artwork and to ensure appropriate integration and/or installation of the Artwork. d. The ARTIST shall design, fabricate, deliver/transfer title, and install the Artwork as agreed upon in discussions with the CLIENT. e. The ARTIST shall procure and maintain for the duration of the Agreement, insurance against claims for injuries to persons or damage to property which may arise from or in connection with the performance of the work hereunder by the ARTIST. f. The ARTIST must create the artwork within an all-inclusive budget. This budget includes all costs associated with the design, fabrication, delivery and installation of the artwork. The artist fee includes design, fabrication, supervision, installation verification, artist travel, administration, liability insurance, and tax. 2. Compensation a. Services will be paid at the rate set forth in Exhibit I, not to exceed a maximum of $9500, including all fees, taxes and reimbursable expenses. b. It is understood that the CLIENT has no obligation whatsoever with respect to sales commissions or any agreements with galleries or other artists with whom the ARTIST may contract now or in the future. c. The ARTIST shall complete and provide a W-9 form (request for Taxpayer Identification Number and Certification) to the CLIENT prior to or along with the first billing invoice. No payment will be issued without a Taxpayer Identification Number and an invoice from the ARTIST. 3. Revisions & Change Orders a. The CLIENT shall serve as the Creative Director, guiding the ARTIST in the initial design of the project. The ARTIST agrees to take direction from the CLIENT on proposed changes to initial design concept. The CLIENT retains the right to 3 (three) revisions to arrive at a final approved design. b. Change Order Requests Design: Any revisions and/or changes after 3 (3) revisions will be evaluated for viability, cost and schedule impact by the ARTIST. If there are any costs and schedule impacts to the project they shall be presented to the CLIENT in writing for review and approval before commencing work. P.O. Box 246, Edmonds, WA 98020-0246 1 www.artwalkedmonds.com 1 425.298.7947 1 info@artwalkedmonds.com Art Walk Edmonds is a 501(c)3 nonprofit arts organization. 2 earl walk edmonds c. Change Order Requests during implementation: The ARTIST is responsible for careful inspection of the existing building wall surface to determine if it is suitable for mural work prior to estimation and entering into contract agreement with the CLIENT. In the event that any unforeseen circumstances should arise during the execution phase of the project, the ARTIST shall alert the CLIENT in writing before continuation of work. Only CLIENT approved change orders shall be executed by the ARTIST. 4. Term The term of this Agreement shall commence August 12, 2022 and end at midnight on the 31 st day of December 2022. 5. Ownership / Title a. Full title and rights to the Artwork design shall pass to the CLIENT upon the CLIENT's final payment for the design phase. ARTIST may not duplicate the design Artwork for which the CLIENT paid the ARTIST. CLIENT fully owns the design, drawings, and specifications at that time. b. Title to the Artwork itself shall pass to the CLIENT upon the delivery of Artwork to the CLIENT, and payment for that portion of the agreement as per the terms of Exhibit I. 6. Warranty a. The ARTIST warrants that the Artwork is the original product of the ARTIST's own creative efforts. b. The ARTIST shall deliver the Artwork to the CLIENT free and clear of any liens and claims arising from any source whatsoever. c. The ARTIST warrants that the execution and fabrication of the Artwork will be performed in a professional manner; and the Artwork as fabricated and installed, will be free of defects in material and workmanship; and reasonable maintenance of the WORK will not require procedures substantially in excess of those described in the maintenance recommendations to be submitted by the ARTIST. d. The ARTIST shall guarantee the Artwork from faults of material and workmanship for four (4) years from the date of installation. The ARTIST is not responsible for damage due to vandalism, natural disaster or accidents or other events beyond the ARTIST's control. 6. Independent Contractor Relationship a. The nature of the relationship between the ARTIST and the CLIENT during the period of the services shall be that of an independent contractor, not employee. b. The ARTIST, not the CLIENT, shall have the power to control and direct the details, manner or means of services. Specifically, but not by means of limitation, the ARTIST shall have no obligation to work any particular hours or particular schedule and shall retain the right to designate the means of performing the services covered by this Agreement. c. The CLIENT shall not be responsible for withholding or otherwise deducting federal income tax or Social Security or contributing to the State Industrial Insurance Program, or otherwise assuming the duties of an employer with respect to the ARTIST or any employee of the ARTIST. 7. Artist's Rights a. The CLIENT agrees to reasonably assure that the Artwork is properly maintained and protected. This does not preclude the CLIENT's right to move the Artwork or remove it from display. P.O. Box 246, Edmonds, WA 98020-0246 1 www.artwalkedmonds.com 1 425.298.7947 1 info@artwalkedmonds.com Art Walk Edmonds is a 501(c)3 nonprofit arts organization. pg. 2 a)Yeart walk edmonds b. The CLIENT will endeavor not to modify the artwork. If an alteration should occur, the Artwork will no longer be represented as a work of the Artist, without the Artist's written permission. c. For all repairs and restorations, other than ordinary maintenance, to the extent practical, the ARTIST shall be given the opportunity to accomplish such repairs and restorations at a reasonable fee. If the CLIENT and ARTIST cannot agree regarding repairs, the CLIENT may accomplish such repairs as it deems necessary. d. Nothing in this contract shall be construed so as to impose obligation on the part of the CLIENT as to method of sale or disposal and any determination relating to the method of sale or disposal. e. The ARTIST agrees to notify the CLIENT of changes in the Artist's address and failure to do so shall be deemed a waiver of the Artist's rights enumerated in the paragraphs above. f. Once the CLIENT has paid for the commission/design of the Artwork, and purchased the original Artwork, the ARTIST agrees the CLIENT owns the full legal rights to the specific design purchased and ARTIST may not sell this design to any other individual or entity. g. However, the CLIENT authorizes ARTIST to make photographs, drawings or other two-dimensional reproductions of Artwork fully purchased by the CLIENT without prior consent of the CLIENT if utilized for the sole use for Artist's portfolio, advertising, marketing, brochures or similar material through any medium. S. Termination a. The CLIENT reserves the right to terminate or suspend this Agreement at any time, due to unanticipated causes, such as natural disasters, legal issues, etc.; by giving fourteen (14) days written notice to ARTIST if 1. the ARTIST substantially breaches any duty, obligation, or service required pursuant to this contract; or 2. the duties, obligations, or services required herein become impossible, illegal, or not feasible. 3. Expected or actual funding is limited in any way prior to the termination date set forth above b. In the event this Agreement is terminated by the CLIENT, 1. the ARTIST shall be entitled to payment for all hours worked and reimbursable expenses incurred to the effective date of termination, less all payments previously made; and 2. all rights to the ARTIST's Work shall revert to the ARTIST and the CLIENT shall not have the right to construct the Artist's work. This provision shall not prevent the CLIENT from seeking any legal remedies it may have for the violation or non-performance of any of the provisions of this Agreement and any such charges due the CLIENT shall be deducted from the final payment due the ARTIST. 9. Risk of Loss The risk of loss or damage to the artwork shall be borne by the ARTIST until final acceptance, and the ARTIST shall take such measures as are necessary to protect the artwork from loss or damage until final acceptance, provided that the risk of loss from vandalism shall be borne by the CLIENT for any portion of the artwork subsequent to installation but prior to final acceptance. 10. Hold Harmless a. The ARTIST shall defend, indemnify, and hold the CLIENT, its officers and volunteers harmless from any and all claims, injuries, damages, losses or suits including attorney fees resulting from the negligent, gross negligent and/or intentional acts, errors or omissions of the ARTIST, its agents or employees arising out of or in connection with the performance of this Agreement, except for injuries and damages caused by the sole negligence of the CLIENT. P.O. Box 246, Edmonds, WA 98020-0246 1 www.artwalkedmonds.com 1 425.298.7947 1 info@artwalkedmonds.com Art Walk Edmonds is a 501(c)3 nonprofit arts organization. pg. 3 art walls edmonds b. Should a court of competent jurisdiction determine that this Agreement is subject to RCW 4.24.115, then, in the event of liability for damages arising out of bodily injury to persons or damages to property caused by or resulting from the concurrent negligence of the ARTIST and the CLIENT, its officers and volunteers, the ARTIST'S liability hereunder shall be only to the extent of the ARTIST's negligence. It is further specifically and expressly understood that the indemnification provided herein constitutes the ARTIST`s waiver of immunity under industrial Insurance, Title 51 RCW, solely for the purpose of this indemnification. I I.Entire Contract/Waiver of Default a. The parties agree that this contract is the complete expression of the terms hereto and any oral representations or understandings not incorporated herein are excluded. Both parties recognize that time is of the essence in the performance of the provisions of this contract b. Waiver of any default shall not be deemed to be a waiver of any subsequent default. c. Waiver of breach of any provision of the contract shall not be construed to be a modification of the terms of the contract unless stated to be such through written approval by the CLIENT, which shall be attached to the original contract. CLIENT: Signature ARTIST: Signature Print names ill-e �� Print name AJ Power Title C hac.c..,f^ — o Date l Title Owner- AJ Power Studio Date 8/25.2022 P.O. Box 246, Edmonds, WA 98020-0246 l www.ar},vaJkedmonds.com 1 425.298.7947 I infooaartwalkedmonds.com Art Walk Edmonds is a 501 (c)3 nonprofit arts organization. pg. 4 dmw*TZq w art walk edmonds EXHIBIT I Scope of Service A. Definitions ARTIST: AJ Power CLIENT: Art Walk Edmonds SITE: 114 4" Ave N WALL: South Wall WORK: South Facing Wall that overlooks lawn of Motto Insurance building B. General The ARTIST shall be responsible for all services and furnish all supplies, materials, and equipment as necessary for the design, wall preparation, and execution of the artwork. This will include sealing the WORK at the SITE, as previously determined by the ARTIST, ART WALK EDMONDS and BUILDING OWNERS. The WORK is described as follow: The ARTIST shall be responsible for the design creation, site preparation and installation of artwork on the wall described in section A as approved by the CLIENT. Final design will be presented to the CLIENT for approval. C. Execution of Work The ARTIST shall approach the design and execution of the work in accordance with the proposed process and timeline which was agreed upon by both ARTIST and CLIENT, including any additional or updated plans when mutually approved. 1 . The ARTIST shall provide all labor and materials necessary to: • Design a mural acceptable to CLIENT and BUILDING OWNERS • Prepare the wall to accept a new mural • Produce and complete a finished work of art (mural) on the WALL. • Seal the mural • Submit Maintenance Document 2. The ARTIST shall coordinate the schedule for implementation and completion of work with CLIENT. 3. The CLIENT shall have the right to review the WORK at reasonable times during the process. D. Payment Schedule Payment 1 : $3167 Deposit for project initiation, design meetings with CLIENT and agreement of design concept Payment 2: $3167 upon CLIENT's acceptance of final design P.O. Box 246, Edmonds, WA 98020-0246 1 www.artwalkedmonds.com 1 425.298.7947 1 info@artwalkedmonds.com Art Walk Edmonds is a 501(c)3 nonprofit arts organization. pg. 5 a)Yeart walk edmonds Payment 3: $3166 upon completed delivery, installation, and transfer of artwork title. Invoices are required before payment can be processed. EXHIBIT II Schedule for Service A. Design concept and definition July 20 2022 B. Presentation of design concept August 3 2022 C. Presentation of final design August 19 2022 D. Initial preparation of wall September 5 2022 E. Begin Mural installation September 7 2022 F. Completion of mural September 25 2022 G. Acceptance and transfer of artwork title October 9 2022 P.O. Box 246, Edmonds, WA 98020-0246 1 www.artwalkedmonds.com 1 425.298.7947 1 info@artwalkedmonds.com Art Walk Edmonds is a 501(c)3 nonprofit arts organization. pg. 6 Artist Resume AJ POWER Phone: 206.818.3941 Email: ajpower@ajpowerstudio.com Insta: @AJPower Studio Website: www.ampowerstudio.com Born: 1971 Ogden, UT EDUCATION Bachelor of Science OHIO UNIVERSITY 1995 PROFESSIONAL EXPERIENCE 2001-Present AJ Power Studio- Building C Studios Seattle, WA Paintings, Design, Sculpture, Public Art, Private Tutoring Commercial Illustration Clients: Coca-Cola, Atlas Coffee Importers, WA State Lotto, Ohio University (Botany, Biological Sciences, and Paleobotany) Inside -Out Magazine, Lost Horse Press 2019-Present Installations Specialist- Museo Gallery Langley, WA Installation, Handling, Delivery, Consultation 2019-Present Freelance Arts Instructor Seattle Artists League 2019-Present Little Metal Foxes 2021-Present Pratt Fine Arts Center 2004-2015 Kirkland Arts Center 2007 Camp High Rocks, NC 95-99 I've taught and worked with a wide variety of materials: Paint usually, but also Woodworking, Leather, Ceramics, Casting, 20015-2019 Adjunct Professor of Graphic Design- Art Institute of Seattle; Seattle WA Drawing, Design, and Color Fundamentals, Animal Anatomy, Digital Manipulation 00-01 Arts Acquisition (Board Member) Immunex Corporation Bothell, WA 96-98 Agroforestry Volunteer- US Peace Corps The Gambia, West Africa SOME NOTABLE EXHIBITIONS 2021 Museo Gallery. Langley, WA (Current Representation) 2018 Skagit Valley College Exhibition Space 2016 Art in the Pearl. Portland, OR. Best in Show 2011 SAM Gallery Art Sales & Rental Seattle, WA Colombia Center for the Arts. Hood River, OR Artist Resume 2010 Compound Gallery, Portland, OR Corridor Gallery, Tashiro/Kaplan Bldg, Seattle WA Kirkland Performing Arts Center. Seattle, WA 2009 Pratt Gallery (instructor show Tashiro/Kaplan Bldg), Seattle, WA 2007 Gallery 6311. Seattle, WA 2004 City Space Gallery. Seattle WA COLLECTIONS Atlas Coffee Roasters -HQ- Mural Commission and a collection of paintings Van Asselt Community Center (Public Artwork- Metal, Cement, Resin) Seattle WA Seattle Sleep Center. Kirkland WA Bitter Lake Communit Center (Mural) The Max Hotel Seattle WA National Peace Corps Headquarters (batik) Washington DC aor", e art walk edmonds ART MURAL AGREEMENT BETWEEN PROPERTY OWNER AND MPE This agreement is between Alexandria Douglas (Property Owner) and the Mural Project Edmonds (herein called the "MPE"). RECITALS 1. MPE has a program for expanding public experiences with visual art by placing works of art in public places and in places open to the view of the public; and 2. The Property Owner owns the real property situated at 114 411 Ave N (physical address) and is willing to make the south exterior wall (Wall) available for an art mural. 3. MPE will work closely with the Property Owner to clarify the design, including colors, themes, size and scope to determine a concept that is agreeable to both MPE and the Property Owner. 4. After final approval by the City of Edmonds and the MPE of the installed mural, it becomes the property of the MPE but may be removed by either party after a period of five years. 5. The Property Owner is not required to pay for costs associated with the mural, but donations are welcome. The parties agree as follows: This agreement is in effect for at least five years. After the five-year minimum, the agreement may be terminated by either party upon 30 day written notice. Upon termination, the Wall will be restored to its prior condition at the expense of the party who initiated termination. I I P a g e P.O. Box 62, Edmonds, WA 98020 1 www.artwalkedmonds.com 1425.298.7947 1 info@artwalkedmonds.com Art Walk Edmonds is a 501(c)3 nonprofit arts organization. weart walk edmonds Early Termination by Property Owners: If Property Owner terminates this agreement after signing, but before installation or the initial five years are up, Property Owner is responsible for all monies paid out to and owed to artist, City of Edmonds for permitting, and prep work already contracted or completed. The MPE is responsible for the maintenance and necessary repair of the Mural during the life of the agreement. The MPE shall have the right to access the Mural and the Wall for maintenance purposes. The MPE may remove the Mural, if in the sole judgement of the MPE, the Mural cannot be maintained. Mural Project Edmonds Signature: Name/title: Denise Cole, MPE Chair Property Owner Signatur Name/title: Date: Z&1 / Date: 2 1 P a g e D .0. Box 62, Edmonds, WA 98020 1 www.artwalkedmonds.com 1425.298.7947 1 jnfo@artwalkedmonds.corn Art Walk Edmonds is a 501 (c)3 nonprofit arts organization.