Contract - Antonio Munoz - 9/9/2021AGREEMENT FOR THE COMMISSIONING OF ARTWORK
This Agreement for Commissioning of Artwork ("Agreement") is made by and between
the City of Round Rock (hereinafter referred to as the "City") and Antonio Munoz (hereinafter
referred to as the "Artist") to be effective as of the last date of due execution by all parties (the
"Effective Date"). The City and the Artist may each be referred to as "party" or "parties" as the
context may require.
RECITALS
WHEREAS, the City desire to purchase sculptures from the Artist for the Heritage Trail in
Round Rock, Texas (the "Location"); and
WHEREAS, the approximately ten (10) sculptures will be bronze and depict scenes from the
early 1800s Round Rock Settlement (the "Sculpture" or "Sculptures"); and
WHEREAS, the City desires to commission the creation of the Art from the Artist and the Artist
desires to create said Sculptures; and
WHEREAS, the parties desire to enter into this Agreement to set forth in writing their respective
duties and obligations hereunder;
NOW THEREFORE, WITNESSETH:
That for and in consideration of the mutual promises contained herein and other good and
valuable consideration, the receipt and sufficiency of which are hereby acknowledged, it is
mutually agreed by and between the parties as follows:
ARTICLE I
TERM
1.1 The term of this Agreement shall be from the Effective Date until the full and satisfactory
completion of the work as specified in Article III and in accordance with the terms of this
Agreement.
ARTICLE II
RETENTION OF ARTIST
2.1 Retention. The City does hereby retain the Artist to perform the work and services
described herein.
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2.2 Independent Contractor. The Artist is an independent contractor and will furnishall.
supervision, labor, materials, supplies, equipment, costs and all other incidentals, except
as specifically provided in this Agreement. This Agreement does not create a
joint pa ership, empioyer-empioyee, or venture relationship between the parties.
2.3 NonassiPnabili The Artist may not assign any rights, benefits, or claims arising under
the Agreement without the prior written consent of the City.
ARTICLE III
AR'Y'IST'S OBLIGATIONS
301 General, The Artist will create the Sculptures within the of this 0 a
competent and professional manner. The Artist will pay all costs associated with the
creation of the Sculptures, including but not limited to labor, materials, travel expenses
and other incidentals.
3.2 The Art. The work performed under this Agreement shall consist of creation of ten (10)
(3)phases in Exhibit "'A" attached hereto andSculptures in three as
incorporated herein by reference for all purposes.
3.3 Time Schedule. The Artist shall Produce the Sculptures in Phase I in approximately
fifteen (15) months, the Sculptures i*n Phase 2 in approximately
the next.twenty (20)
months, and the Sculptures in Phase three (3) in approximately the next twenty-five (25)
months.
3.5 Risk of Loss. The Artist has the sole responsibility, and bears all risk, for damage or loss
of the Sculptures during fabrication. The Artist shall take such measures as are
reasonably necessary to protect the Sculptures fromloss or magecreation,during the
storage, transportation, and delivery of the Sculptures.
3.6 Artist's Warranties. The Artist warrants and represents the following:
(A) Ownerslaiu. The Artist is the sole owner of the Sculptures and has full power and
authority to make this Agreement. The Sculptures do not infringe any copyright,
violate any -property rights, or contain any scandalous, libelous, or unlawful
matter,
(B) Title. immediately upon installation of the Sculptures and receipt of payment in
full by the Artist, the City shall acquire good title to the Sculptures and the
Sculptures shall be free from any and all claims, liens, and charges byany person
or entity, including but not limited to, any employee, supplier, or subcontractor of
the Artist.
(C) Defects. The Sculptures shall be constructed i*n a workmanlike manner and shall
be free from any and all defective materials or workmanship. Upo'n request from
the City, the Artist shall remedy, or pay to remedy, any loss or damage resulting
from defective materials or workmanship.
3*7 Imdemnificatioae. The Artist shall defend, indemnify, and hold harmless the City and
their licensees, agents, and employees against all claims, suits, costs, damages, and
expenses that the City or its licensees, agents and employees may sustain by reason of
any scandalous, libelous, or unlawful matter contained or alleged to be contained in the
Sculptures or any infringement or violation by the Sculptures of any copyright or
property right. If any such claim shall arise during the term of this Agreement, the City
may withhold any sums due to the Artist under this Agreement until such claim or suit
has been settled or withdrawn. The Artist further agrees to defend, indemnify, and hold
harmless the City and its licensees, agents and employees against all claims, suits, costs,
damages, and expenses that the City or its licensees, agents or employees may sustain by,
reason of any negligent action of the Artist.
ARTICLE IV
PAYMENT OBLIGATIONS
4*1 Payments. Payments shall be made to the Artist for each Sculpture as each Sculpture is
created as follows:
(A) Anon-refundable deposit of one-half of the cost of a Sculpture (the "Deposit")
prior to the commencement of work on a Sculpture.
(B) Aess progrpayment of one-fourth of the cost of a Sculpture*(the "Progress
Payment") shall be due upon approval of completion of the original clay
Sculpture.
(C) Upon delivery and installation of a Sculpture at the Location, the City shall. remit
the balance of the cost of the Sculpture (the "Final Payment") to the Artist.
The intention of the parties is for the Artist to create at least ten (10) Sculptures for the
total not -to -exceed amount of dour Hundred Ninety -Two Thousand and No/100
Dollars (ICA-v92,000.00) as set forth in Exhibit "A." In the event the Artist is unable to
complete ten (10) Sculptures for the not -to -exceed amount of $492,000-00, through no
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fault of the Artist, the Artist must immediately provide the City documentation regarding
changes in the cost of materials or circumstances, and the parties may adjust the Scope of
Work accordingly, including the number of Sculptures required. Regardless, of any
change in the Scope of Work, the City shall not be liable for payment to the Artist for any
more than t492,000.00 without a written Supplemental Agreement approved by the City
Manager or the governing body of the City.
4.2, &AMrovals. Within ten (10) days of any request for approval contemplated by this
Agreement, the City shall respond to such request in writing, either approving or
disapproving. If the City disapproves of any stage of the Sculptures, the City shall
provide written comments reflecting the reasons for such disapproval.
ARTICLE V
COPYRIG T AND RIEPRODUC'I'ION RIGTS
5ol Covvriehts. The Artist reserves the common-law copyright to all works commissioned
by the City that are created by the Artist, including all reproduction rights and the right to
claim statutory copyright. No work may, be reproduced by anyone without,the prior
approval of the Artist, with the exception of graphic reproductions as set forth in Section
5.2. The City is not responsible for any third -party infringement of the Artist's .copyright
and is not responsible for protecting the intellectual property rights of -the Artist. The
Artist expressly acknowledges and agrees that the Sculptures may be photographed by
the public and media.
5*2 Graphic Rel2roductions.- - - - -_ The Artist grants the City and its assigns an irrevocable
NOWSOMN
license to make and use graphic reproductions of the Sculptures, including Artist -
provided two-dimensional graphic reproductions, for any and all purposes, including but
not limited to brochures, media publicity, fundraising media and all other graphic media,
digital or otherwise. The rights granted under this paragraph are royalty -free, unrestricted
and permanent. All reproductions by the City will contain a credit line that includes the
Artist's name and the title of the Sculptures depicted.
ARTICLE.V1
TERMINATION
6ol Termination for Cause. If the City determines that the Artist has failed to comply'wi*th
the terms of this Agreement, the City may suspend or terminate this Agreement.. Prior to
suspension or termination, the City shall notify the Artist of the need to take. corrective
action. If the corrective action is not taken within thirty (30) days of the date of the
notice, the City may terminate or suspend the Agreement. The City reserves the right to
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withhold further pay-m-ents and prohibit'the Artist from incurring additional obligations of
funds during the investigation of the alleged compliance breach and,pend ing corrective'.
action by the Artist or a decision by the. pity to te''minate the Agreement. If the
Agreement is terminated under -this par.agraph; the Artist�'S,hall provide an accounting of
all expenses incurred'by* the Artist Under this Ag'rdement-pnor to the date o'f termination.
Within ten �10) days of approval'of the acc',ounting,b_y the City, the Aftist shall remit to
the'Cl*ty all fiands paid to the Artist under this. Agreement in excess of the. expenses
incurred. The rights and remedies provided in this,paragraph are. not exclusive and are it
6.2 Termination for Convenience. The City of Round Rock may, by fifte'en,(15) days
written notice, termin'ate this Agreement, in whole.or-in part, with or without cause. If
ftiAds pledged to the,City for the,creation of the,.Sculptures, whether public or private, are
Withdrawn, reduced,. or I i�anfed in any way afte.r the. Effective Date. of this Agreement,and
prior to completion of the S�culptures, the ,City may terminate the Agreement without the
fifteen (15) day notice requirement, subject to remnegotiation at the C1,6ty's discretion
under any'new funding limitations,and conditions. If the Agreement is terminated under
this paragraph, lhe'�'Art`st may retain al l nds''aid to the Artist. under this Agreement
prior to the date of the term'ination. Retention of amounts previously paid is lhe'.iiijftist's
sole and exclusive remedy in the event of termination under this Agreement.
6:,3 Death or Inca�acity. If the Artist becomes unable to .comply with the terms of this
Agreement due to death or incapacitation, such death or incapacity shall not be deemed a
breach of this Agreement. However, nothing in this Section obligate s the City to'' accept
the Sculptures. If the Artist dies or becomes'inc'pacitated during the term O'-f this..
Agreement, the Agreement shall continue or terminate as follows:
(A) In the'event of incapacity, the City may assign the Artist's obligations and
services under thias Agreement lo another artist in its sole*,, discretion.
Alternatively, the City may elect to terminate:this Agreement. A termination
under this paragraph shall be treated as -a termination far convenience under
paragraph 6.2.
(B) In the event of the, death of the Artist, this Agreement shall terminate effective as
the date of death. The exeCUtor; a dministrator, or heirs of the.Artist's estate. shall
all.the Work. completed by the Artist under this Agreement in whatever form it
may be in at the time of death.. The City shall not be*.obligated 'to make any,
additional payments under this,Agreement f
ollovving,the death of the' rtist. The,
City, may not represent tYae Sculptures, or ether work, to be the completed'work of
the Artist unless agreed upon by. the Artist's executor, administrator or heirs:
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6.4 Riebt of Refusg' flo The'City has the right to, refuse, tie Scu-lptures. Such refusal shall, be
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(I)) Nothing contained --,herein restricts the.: transmission of routine communications
between the'p'arties.
Avnlicable Law; Ea��orcem�rst affid �etaue: This Agreement is performable and
enforceable in the,City of Round. Rock, W'11"amson County, Texas. If le'al action is
necessary,, by any party with respect to the' enfor'cement of .any or.all of the terms of
conditions of this.'Agreement, exclusive venue for same lies,in-, the courts of Williamson
County, Texas. This Agreement is governed by*and constfued i'n' accordance. with the
laws and court decisions of the State of Texas. The partie-s e"kpressly agTee.that no claims
or disputes between, the parties-'arising.out.of or relating. to, this Agreement shall be
submitted to or decided by any' ar,bitration proceeding, inclu�ding W1'Pthout I imitation, any,
proceeding under the* Federal Arbitration Act (9 UDC Se'ction 1-1-4)o
Entire A�reegne�t. Tanis Agreement constitutes the entire agreement between the'
parties. No representation, warranty, covenant, agreement, or' -condition not,.expressed in
this Agreement will'be'binding upon the parties hereto or will affect or be effective to
interpret, change or restriction. the provisions of this agreement. This Agreement may
only be amended or supplemented by a written agreement executed by' all parties.
Count�r�a�ts. This Agreement may be*executed in as many- counterparts as may be
convenient or required. It is not n'ec1es9ArYr that the signature of all persons required to
bind any party appear on each co'Unterpart. All'.rparts will'c'ollectively constitute a
single instrument...
Force' maieure. None of the partle s shall be deemed in Violati"on,of this AgTeementi`f a
parry is prevented from performing any of its obligations hereun.'der'b y reasons of force
majeure. For purposes'of this,Agreement, `force Majeure" means an act of terror
committed within the United States of America that materially impairs business'
operations; a prolonged:.and unforeseen, strike.-, riot, or�occurrence.of clvil disobedience
materially impairs business operations; a prolonged.. and unforeseen shortage_ of f4el,-
that
labor,,- or material; delay related to,or caused by a severe,weather event,,such as- a tornado,
a hurricane, or flooding; interruption of utilities; fire or other, casualty; or any other act of
God beyond a party.'s reasonable control, which could not be avoided by'th-e exercise.of
due care.
Time is of the Essence. The parties agree that time is of the essence of this Agreement
and that any failure by a party to fulfill its obli9-
Aations within the t*imeframes. in this
wi
ll constitute a material breach. of this., Agroemeiftt.
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7.7 Severa.bilitY. The provisions of this Agreement are severable. If any term or provision
is illegal or invalid for any reason whatsoever, such illegality or invalidity shall not affect
the validity of the remainder of the Agreement.
IN WITNESS WHEREOF, the City and the Artist have executed this Agreement on the dates
indicated below.
CITY OF ROUND ROCK, TEXAS ARTIST
0
Dat(
ATTEST:
By: v�,� _
Sara L. White, City Clerk
FOR CIT PV ROETO AS OFORM:
By: ALA) L 16 1.44
Stephan q Sheets, City Attorney
By:,
Antonio Mun'oz, Artist
Date: -AA
o� 2?� 2 1
Exhibit "A",
City �� �Oun,d Rock-...Parks',I�spattnient
He'rlta��e Tr'' �I �roni� Stattr�s Pr�oposal
The following propc�sai iS,for a set of ten sculptures.
depicting scents from early 18�0's Round lock S';ettlementT_ A
The Project.
Ten sii�htly larger than life (115%) bro*nze statile,s:
Horse.and nder (about 9' tall) raping
Tonkaw*a Native approaching.about 7',�tall)
steer being pulled by rider (45'' at,shoul-
-oung,dea�)
Grazing Longhorn Cow (4.5',at' shoulder)
Standing Calf (3.5shoulder)
Standing Longhorn (5.5' at shoulder)
Sitting cowboy #1 by a camp site. fire (about 5' tall)
Standing cowboy- #2 by camp fire'(abo,ut 7' tall)..
Sitting cowboy #3 by camp fire (about 5' tall)
Fire Pit with all the period cookware
'T1ae project is to be set at the west side of the Round Roe.,k4t.the'new, .Heritage Trail Park and will consist, of
ten somewhat realistic larger than life scenes that relate to eack► other:
The first one consists of a horse' and rider i*n* full motion roping a young steer with a Iariat.
Tneri*der 1*s about to change direction after lassoing the steer that after feelang th,, e pull changes direction in,,.'
full motion.
Not far.from there Longhorn family is standing,by: A full gown Steer Watches, with head Aurried to its left,
inte
ntly at the noise caused by the,roped steer. Next to him a cow calmly grazes unaffected by' the connmotion
while hey calf nurses by her si*de.
From there we see a camp fire scene composed of three rugged cowboys'on a coffee brake'. Two df them'' are sit'-
Ling facing each other by the fire whip ,another'.one stannds behind'them. The one,on the le�'t holds a coffee pat
on his right hand and carefully and paying attention pours untb,ain ug held by the- extended arm of the other.,,
sitting -,man who with turned head and body looks to the opposite side: The third cowboy stands closer to the-.
guy that pours and with his_ right hand'on, that nan's shoulder also locks to the other side while he waves', -with
his left hand. At a distance a'fi gure is approaching distra�cting �vo of the men. A Tbnkawa brave that was 1"n
the area on atabbt ihunt had seen the smoke and decides to come. towards the three men offering his catch,.
Antonio Munoz • 512.699.4358 e 9�1 E Liberty, Round �ioc8c, YX 7�664 • Moonha'wk620gmail.0o
Exhibit "A"
Exhibl*t'7A°-'
The Materiels.
The statues will consist of a rigid metal armature surrounded by caryed Styrofoam. The finished layer will b''
sculpted on medium to hard oil based'elay to provide a food amount of detail. After the -clay. onginals are fin-
ished polyurethane- rubber molds and!.fiberglass' shells will be pulled to aid in the bronze casting. The bronze''
'.
foundry will then use the molds to produce wqx�p,atterns and do the reproduction in bronze of the original art.
Bronze should be fini*s&�ec� with'a dark brown, slightly bluish patina to match a lT the pieces from these scenes.'
Original artwork.
All artwork except for the horse and ricer will be original material specific to this project,. A pencil sketch'
willbe provided at the beginning to establish a proper direceion to the project. 13efore full size statues may be
started a refined and detailed model or,ma''uette at more or less 1;8 scale will be presented for discussion and
approval.
Exhibit •'A••
ApProxunate Cost - The numbers.'
Piece Mod:elang Casting Total
Scene 1
Horse! Rider *$30,000 $43,000,�$73,000
Roped Steer. $18,000,$�,2;a00 $40,000
Tonkaw'a Native $26,000 $22,000.$48,000
Scene 2
Standing Steer $32.5000�$30,000 $62..000
Grazing. Steer zl�.52,000:$30 jQ00 $62',000-
2850Calf $00 $16,400 $411,000
Scene 3
cow,",boy Cook #1 $26*000. $22000.,.,,$48'000
Cowboy Cook #1 $26.000 $22,000 $48,000
Cowboy Cook'# 1 �26.000 $22,OOQ $48,000
Fire Pit. $12,000 $7,000 $19�00(i
TOTAL FOR TI3E PROJECT $492,000''
Critique and Ch-nges.
Client or,c.iernts are allowed and encouraged to provide sorfte..Input.'to the. artwork. Once the, model has
been approved there will be two other times that will allow for. move input or critique. of the pieces: Half way
through the sculpting process (intermediate phase of clay modeling.) .and at the'end of the detail phase an.
before the mold making phase,.
Reasonable changes could me made daring thosetimes that are Withii the initial scope of. the project.
Significant and unforeseen changes will be' subject to price increases and,deadline reviews. Artist wi ll not be
.liable for other major changes discussed dater and',,notiontegrat6d to tie initial proposal and contract unless
Properly addressed.
The Opportnuuty.
I thank you for your cons ideration of tay talent and dedication to aid with this project. Thank you for the Oppor-
tunity of the submission of this proposal.and possibly represent nly community in'such an honorable undertak-
ing. 11. ook forward to get this- project: on'it's'way and help the Round, Ro.,ck Parks in anyway I can to make this
a successful -venture.
Antonio Munoz 512a699n4358 • 901 E Lkber' Round. R0 ok TX.7,8664 • Moon* ha wk62@
9maiicom
exhibit "A"
This agreement is made the, dayr of �(-U� USlop* , �� 1 (year) by and between:
Name: 1� ins M,� �(U`Z (Artist)
Address: L l izov� K-, 7&At6`�
Phone: �(L� e/3'� E-mail: won kr�wlC�ZZL4� �
and:
Na-me: (City of Round Rock)
Address:
Phone: E-maiL
now
The.,parties agree as follows:
The Project: Round Rock Parks Department commission of a set of ten bronze statues for.the':,
new development of the Heritage Trail Park in the City of Round Roc�k:
C''
opy�igh�: Artist reserves the common-law copyright to aIC works commissioned by the City
Of Round Rock that are created by the.Artist, including all reproduction rights and the right, to'
claim,statutory copyright. No' -work rn*-aY,.,be reproduced''byany,one without the,prior written apen
P roval of Artist.
Project priceo Parties will agree on price in writing prior to the,cornmencernen t of artwork.
Payment Termss A nonrefundable deposit of ona',h�lfof the agreed price per piece (ten total) is
required,before work commences. A' rmgress pa,yme�t one qu�r�erwill be due upon approval
of completion of original clay sculpture�._(prior to molding and casting). Finalgaarterpayment is
due upon delivery or installation of.artwork(s).
(:ancel-atoions. In the event of cancellation of this as-s'ig.,n,.m-ent, ownership of all copyrights and'
the ong,inal artwork is retained by the artist and a cancellation fee consisting of all production
costs to date, plus one-third of the original production fee shall be paid to the artist.,
Credit lines. The artist shall. receive a credit line with any editorial usage.
Modifications. Modifications of the agreement mist be written, except those which the
contract may include,,and the client shall be obligatedlo-pay, fees or expenses Ahat'wereorally
authorized in order to progress work promptly.
Attorneys Fees: In any proceeding bo enforce any part of this contract, the aggrieved- party
shall,be entitled to reasonable attorneys' fees in addition to.any available remedy.
IN WITNESS WHEREOF the parties hereto have executed this Agreement on the day and year
written above.
Artist
City. Of Round Rock Parks representative
Antonio Munoz 512,,699u4358 901 E Liberty, Round Rick, TX 78664 s Moonhawk62@gMal 0
rri
This Page is too large to OCR
CERTIFICATE OF INTERESTED PARTIES FORm 1295
10fl
Complete Nos. 1- 4 and 6 if there are interested parties.
OFFICE USE ONLY
Complete Nos, 1, 21 3, 5, and 6 if there are no interested parties.
CERTIFICATION OF FILING
Certificate Number:
1
Name of business entity filing form, and the city, state and country of the business entity's place
of business.
2021-793979
Antonio Munoz
Round Rock, TX United States
gate Filed:
08/23/2021
2
Name of governmental entity or state agency that is a party t - o the contract for which the form is
being filed.
City of Round Rock Parks and recreation
gate acknowledged:
08/25/2021
g
Provide the identification number used by the governmental entity or state agency to track or identify the contract, and provide a
description of the services, goods, or other property to be provided under the contract.
000000 Bronze Statues
10 Bronze Sculptures commission for Heritage Trail Park development
Nature of interest
4
Name of Interested PartyCity,State,
Country (place of business)
(check applicable)
Controlling
Intermediary
Antonio, Munoz
Round Rock, TX United States
X
5
Check only if there is NO Interested Party. ❑
6
UNSWORN DECLARATION
My name is ,and my date of birth is
My address is I . - ----I
(street) (city) (state) (zip code) (country)
declare under penalty of perjury that the foregoing is true and correct.
Executed in County, State of , on the day of , 20
(month) (year)
Signature of authorized agent of contracting business entity
(Declarant)
Forms provided by Texas Ethics Commission www, ethics. state Ax, us Version V1.1,191b5cdc