AG 23-031 - HISTORICAL SOCIETY OF FEDERAL WAYU
U
U RETURN TO: EXT:
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CITY OF FEDERAL WAY LAW DEPARTMENT ROUTING FORM
1. ORIGINATING DEPT./DIV: FWCC
2. ORIGINATING STAFF PERSON: Trisha Plucknett EXT: 6921 3. DATE REQ. BY:
4. TYPE OF DOCUMENT (CHECK ONE):
❑ CONTRACTOR SELECTION DOCUMENT (E.G., RFB, RFP, RFQ)
❑ PUBLIC WORKS CONTRACT ❑ SMALL OR LIMITED PUBLIC WORKS CONTRACT
❑ PROFESSIONAL SERVICE AGREEMENT ❑ MAINTENANCE AGREEMENT
❑ GOODS AND SERVICE AGREEMENT ❑ HUMAN SERVICES / CDBG
❑ REAL ESTATE DOCUMENT ❑ SECURITY DOCUMENT (E.G. BOND RELATED DOCUMENTS)
❑ ORDINANCE ❑ RESOLUTION
❑ CONTRACT AMENDMENT (AG#): ❑ INTERLOCAL
Q OTHER Loaned Art Agreement
5. PROJECT NAME: Single Owner Art Show
6. NAME OF CONTRACTOR: Historical Society of Federal Way
ADDRESS: TELEPHONE
E-MAIL: FAX:
SIGNATURENAME: Gerald Knutzen TITLE President
7. EXHIBITS AND ATTACHMENTS: ❑ SCOPE, WORK OR SERVICES .IN COMPENSATION ❑ INSURANCE REQUIREMENTS/CERTIFICATE A ALL
OTHER REFERENCED EXHIBITS ❑ PROOF OF AUTHORITY TO SIGN ❑ REQUIRED LICENSES ❑ PRIOR CONTRACT/AMENDMENTS
8. TERM: COMMENCEMENT DATE: upon execution COMPLETION DATE: December 31, 2023
9. TOTAL COMPENSATION $1,000.00 (INCLUDE EXPENSES AND SALES TAX, IF ANY)
(IF CALCULATED ON HOURLY LABOR CHARGE - ATTACH SCHEDULES OF EMPLOYEES TITLES AND HOLIDAY RATES)
REIMBURSABLE EXPENSE: ❑ YES ❑ NO IF YES, MAXIMUM DOLLAR AMOUNT: $
IS SALES TAX OWED t5YES ®NO IF YES, $ PAID BY: ❑ CONTRACTOR ❑ CITY
RETAINAGE: RETAINAGE AMOUNT: ❑ RETAINAGE AGREEMENT (SEE CONTRACT) OR ❑ RETAINAGE BOND PROVIDED
❑ PURCHASING: PLEASE CHARGE TO: 00 1 -7200-352-573-23-410
10. DOCUMENT/CONTRACT REVIEW INITIAL / DATE REVIEWED INITIAL / DATE APPROVED
❑ PROJECT MANAGER CS 02/08/23
❑ DIRECTOR
❑ RISK MANAGEMENT (IF APPLICABLE)
R LAW JE 2/9/23
11. COUNCIL APPROVAL (IF APPLICABLE) COMMITTEE APPROVAL DATE: COUNCIL APPROVAL DATE:
12. CONTRACT SIGNATURE ROUTING
❑ SENT TO VENDOR/CONTRACTOR DATE SENT: DATE REC'D:
❑ ATTACH: SIGNATURE AUTHORITY, INSURANCE CERTIFICATE, LICENSES, EXHIBITS
❑ CREATE ELECTRONIC REMINDER/NOTIFICATION FOR 1 MONTH PRIOR TO EXPIRATION DATE
(Include dept. support staff if necessary and feel free to set notification more than a month in advance if council approval is needed.)
INITIAL / DATE SIGNED
d AW DEPARTMENT 'L JI Lr
❑ SIGNATORY (MAYOR OR DIRECTOR)
❑ CITY CLERK « 7� w
❑ ASSIGNED AG# AG# " - C bx
COMMENTS:
I used the template for Single Artist Art Show and changed it to Single Owner Art Show as we have done in the past for this contract - I tried to catch all of the references to "Artist" and changed them to "Owner'.
I also changed the notary section to reflect that it is a corporation and not an individual.
2/2017
CITY OF CITYHALL
., 33325 8thASouth
Federal Way FederaW, Way, WA 98003
-6325
(253) 835-7000
www cityoffederalway com
LOANED ART AGREEMENT
FOR
PUBLIC DISPLAY OF HISTORICAL ARTWORK
This Loaned Art Agreement ("Agreement") is made between the City of Federal Way, a Washington municipal
corporation ("City"), and the Historical Society of Federal Way ("Owner"), a Washington nonprofit corporation. The
City and Owner (together "Parties") are located and do business at the below addresses which shall be valid for any
notice required under this Agreement:
HISTORICAL SOCIETY OF FEDERAL WAY: I CITY OF FEDERAL WAY:
Gerald Knutzen
1600 SW Dash Point Road #1 25
Federal Way, WA 98023
(206) 618-5762 (telephone)
Cassie Swan
876 S 333rd St
Federal Way, WA 98003-6325
(253) 835-6928 (telephone)
(253) 835-6929 (facsimile)
.com
A. The City is interested in borrowing works of art to display at City facilities for the benefit of its citizens; and
B. The Owner desires to loan certain works of art to the City.
The Parties agree as follows:
1. Loan of Artwork. The Owner hereby agrees to loan, at no expense to the City, except as otherwise
specifically provided for in Section 5 of this Agreement, the works of art described in Exhibit "A" attached hereto
and incorporated herein by this reference ("Artwork").
2. Delivery. The Owner shall be responsible for the transportation of the Artwork in connection with its
delivery to a location specified by the City and the removal of the Artwork upon the termination of this Agreement.
3. Display. The City may display the Artwork at any City facility or any location where the City determines that
such display will directly benefit its citizens. The location of the Artwork within such facilities or locations shall be
as designated by the Mayor or his or her designees. The City agrees to pay any reasonable costs in connection with
hanging the Artwork. The City shall select the person or entity to perform such hanging services. The City may
remove the Artwork from display at any time, for any reason, in its sole discretion.
4. Term. The term of this Agreement shall commence upon the effective date of this Agreement and shall
continue until removal of the Artwork, which date shall be no later than December 31, 2023 ("Term"). This
Agreement may be extended for additional periods of time upon the mutual written agreement of the City and the
Artist. Prior to the expiration of the Term, this Agreement maybe terminated immediately, with or without cause by
the City. The Artist may cancel this Agreement only upon thirty (30) days' prior written notice to the City.
5. Compensation. In consideration of the Owner loaning Artwork for the Term, the City agrees to pay the
Owner an amount not to exceed One Thousand Dollars and No/100 Dollars ($1,000.00) including any applicable
sales tax, to be paid in three (3) installments at the conclusion of each display as follows: Display 1 - $333.33,
Display 2 - $333.33, and Display 3 - $333.34. Payments shall be issued within 30 days of each panel removal.
LOANED ART AGREEMENT — Single Artist - 1 - 1/2022
CITY OF CITY HALL
Federal Way 33325 8th Avenue South
� Federa@ Way, WA 98003-6325
(253) 835-7000
www cityoffederalway com
6. 1 nde endent Owner/Conflict of Interest. The Owner agrees that he or she is an independent contractor and
that the City shall be neither liable nor obligated to pay the Owner sick leave, vacation pay or any other benefit of
employment, nor to pay any social security or other tax which may arise as an incident of employment. The Owner
shall pay all income and other taxes as due. Industrial or any other insurance which is purchased for the benefit of
the City, regardless of whether such may provide a secondary or incidental benefit to the Owner, shall not be deemed
to convert this Agreement to an employment contract.
7. Indetnnification. The Owner agrees to indemnify and hold the City, its elected officials, officers, employees,
agents, and volunteers harmless from any and all claims, demands, losses, actions and liabilities (including costs and
all attorney fees) to or by any and all persons or entities, including, without limitation, their respective agents,
licensees, or representatives, arising from, resulting from, or connected with this Agreement to the extent caused by
the negligent acts, errors or omissions of the Owner or its agents or by the Owner's breach of this Agreement. The
provisions of this Section shall survive the expiration or termination of this Agreement with respect to any event
occurring prior to such expiration or termination.
8. Damage to Artwork. In the event the Artwork is damaged, other than bynormal wear and tear, while it is in
the possession of the City, the City agrees to pay the Owner for such damage to the extent the City's comprehensive
general liability insurance covers such property damage, less any deductibles. Concurrent with the execution of this
Agreement, the Owner shall provide the title, a detailed description of the Artwork, and a statement of objective
value of such Artwork, preferably to be accompanied by an appraisal. For Artwork valued at greater than Twenty -
Five Thousand and No/100 Dollars ($25,000.00), the Owner hereby agrees to indemnify and hold the City, its
elected officials, officers, employees, agents, and volunteers harmless from any and all claims, demands, damage to
Artwork, losses, actions and liabilities (including costs and all attorney fees) in excess of $25,000.00 to or by any
and all persons or entities arising from, resulting from, or connected with this Agreement. At the end of the Term,
the Owner shall examine the condition of the Artwork. Owner's acceptance of the return of the Artwork constitutes
Owner's agreement that the Artwork is in good condition and waiver of any and all claims against the City. The
provisions of this Section shall survive the expiration or termination of this Agreement with respect to any event
occurring prior to such expiration or termination.
9. Pub] icit /Promotion. The City shall have the right to publicize or promote the Artwork in any manner. All
publicity and promotional materials, including, but not limited to brochures, press releases, programs, posters, public
service announcements, fliers, and advertisements shall be designed, written and paid forby the City. The City shall
have the right to photograph or otherwise reproduce the Artwork for any reasonable purposes, including record
keeping, and such publicity and/or promotion.
10. General Provisions. This Agreement contains all of the agreements of the Parties with respect to any matter
covered or mentioned in this Agreement. No provision of this Agreement may be amended or modified except by
written agreement signed by the Parties. This Agreement shall be binding upon and inure to the benefit of the
Parties' successors in interest, heirs and assigns. Any provision of this Agreement which is declared invalid or illegal
shall in no way affect or invalidate any other provision. In the event either of the Parties defaults on the performance
of any terms of this Agreement or either Party places the enforcement of this Agreement in the hands of an attorney,
or files a lawsuit, each Party shall pay all its own attorneys' fees, costs and expenses. The venue for any dispute
related to this Agreement shall be King County, Washington. Failure of the City to declare any breach or default
immediately upon the occurrence thereof, or delay in taking any action in connection with, shall not waive such
breach or default. Time is of the essence in this Agreement and each and all of its provisions in which performance
is a factor.
LOANED ART AGREEMENT — Single Artist - 2 - 1/2022
CITY OF CITY HALL
A F
Fed a ra Wayy eder 8th Avenue South
Federal Way, WA 98003-6325
(253) 835-7000
www cityoffederalway corn
IN WITNESS, the Parties execute this Agreement below, effective the last date written below.
CITY OF FEDERAL, WAY:
HISTORICAL SOCIETY OF FEDERAL WAY:
By:
Gerald Knutzen, Treasurer
DATE: aI3/23
STATE OF WASHINGTON )
) ss.
COUNTY OF k-\0Cn )
ATTEST:
aNw
Steplldnie Courtney. CMC, ity Clerk
APPROVED AS TO FORM:
qJ.Rvi Call, ?Cityt icy
On this day personally appeared before me Gerald Knutzen, to me known to be the Treasurer of Historical Society of
Federal Wav that executed the foregoing instrument, and acknowledged the said instrument to be the free and
voluntary act and deed of said nonprofit corporation, for the uses and purposes therein mentioned, and on oath stated
that he/she was authorized to execute said instrument and that the seal affixed, if any, is the corporate seal of said
corporation.
GIVEN my hand and official seal this day of FG3 R\%�2-Y , 2023
NOTARY PUBLIC
STATE OF WtASHINGTON
RANDY HODGE
Lic. No. 177403
My Appointment Expires
OCTOBER 17,290
f2-Rt DD "-( 1-\o\)(-G
(typed/printed name of notary)
Notary Public in and for the State of Washington.
My commission expires 1 b — \'7 - 23
LOANED ART AGREEMENT — Single Artist - 3 - 1/2022
clrr of CITY HALL
Federal Way 33325 8th Avenue South
FederaG Way„ WA 98003-6325
(253) 835-7000
www cityoffederalway coin
EXHIBIT "A"
DISPLAYED ARTWORK
The Federal Way Historical Society serves the public through researching, preserving, educating and displaying
the history of Greater Federal Way to build a sense of community identity and heritage. The Historical Society is
in the process of planning three installations of loaned artwork panels for display at Federal Way City Hall in
2023. These displays will be changed approximately every four months unless otherwise agreed upon between
Parties. The Owner has plans for displays as follows:
Display #1: Four panels titled "People", "Transportation", "Business," and "Parks" from the Heritage Center.
These panels include photographs and explanations from the book "Federal Way".
Display #2: Four panels featuring the Restoration of Camp Kilworth, which has recently been designated as a
historic site. More information regarding this planned restoration panel will be gathered in the coming months
and included in the display.
Display #3: Four historical panels or a new display featuring the restoration of the Brooklake property. More
information regarding this planned display will be gathered in the coming months and included in the display.
Display topics are subject to change based on Owner's ability to create the above -mentioned panels. Owner will
confirm the panels for each display, including titles and brief descriptions, with the City contact in writing at
least one week prior to changing the displays. The City must approve of each display change prior to installation
of the panels.
LOANED ART AGREEMENT — Single Artist - 4 - 1/2022