PSA with Brookhart Jonquil zo
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PROFESSIONAL SERVICES AGREEMENT
BETWEEN
THE CITY OF MIAMI BEACH, FLORIDA
AND
BROOKHART JONQUIL
FOR
ARTISTIC SERVICES PERTAINING TO THE ARTISTIC COMPETITION:
NO VACANCY, MIAMI BEACH: A CONTEMPORARY ART HAPPENING
OCT 1 7 2022
This Professional Services Agreement (Agreement) is entered into this 28th day of
September , 2022 ("Effective Date"), between the CITY OF MIAMI BEACH,
FLORIDA, a municipal corporation organized and existing under the laws of the State of Florida,
having its principal offices at 1700 Convention Center Drive, Miami Beach, Florida, 33139 (the
"City"), and BROOKHART JONQUIL an independent contractor, whose address is 7775
Crespi Blvd. Apt 4, Miami Beach, FL 33141 ("Artist").
SECTION 1
DEFINITIONS
Agreement: This Agreement between the City and Artist, including any exhibits and
amendments thereto.
City Manager: The chief administrative officer of the City.
City Manager's
Designee: The City staff member who is designated by the City Manager to administer
this Agreement on behalf of the City. The City Manager's designee shall be
the Tourism and Culture Department Director.
Artist: For the purposes of this Agreement, Artist shall be deemed to be an
independent contractor, and not an agent or employee of the City.
Services: All services, work and actions by the Artist performed or undertaken
pursuant to the Agreement.
Fee: Amount paid to the Artist as compensation for Services.
Risk Manager: The Risk Manager of the City, with offices at 1700 Convention Center
Drive, Third Floor, Miami Beach, Florida 33139; telephone number (305)
673-7000, Ext. 6435; and fax number(305)673-7023.
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SECTION 2
SCOPE OF SERVICES
2.1 In consideration of the Fee to be paid to Artist by the City,Artist shall provide the work and
services described in Exhibit "A" hereto(the"Services").
Although Artist may be provided with a schedule of the available hours to provide its Services,
the City shall not control nor have the right to control the hours of the Services performed by the
Artist;where the Services are performed (although the City will provide Artist with the appropriate
location to perform the Services); when the Services are performed, including how many days a
week the Services are performed; how the Services are performed, or any other aspect of the
actual manner and means of accomplishing the Services provided. Notwithstanding the
foregoing, all Services provided by the Artist shall be performed in accordance with the terms and
conditions set forth in Exhibit "A" and to the reasonable satisfaction of the City Manager. If there
are any questions regarding the Services to be performed, Artist should contact the following
person:
Brandi Reddick, Cultural Affairs Manager
City of Miami Beach Tourism and Culture Department
1755 Meridian Avenue, 5th Floor
Miami Beach, FL 33139
BrandiReddickmiamibeachfl.gov
SECTION 3
TERM
The term of this Agreement ("Term") shall commence upon execution of this Agreement by all
parties hereto and shall have a term of four(4) months, starting on September 1, 2022 through
December 31, 2022.
Notwithstanding the Term provided herein,Artist shall adhere to any specific timelines,schedules,
dates, and/or performance milestones for completion and delivery of the Services, as same is/are
set forth in the timeline and/or schedule referenced in Exhibit"A" hereto.
3.1 INSTALLATION
Artist must have all components of their artwork installed at their pre-selected Venue no later than
November 15, 2022. For the avoidance of doubt, "Venue" shall mean a hotel located in Miami
Beach that is (1) open and accessible to the public, (2)ADA compliant, (3)willing to dedicate at
least 100 square feet of public space for the Artist's display, and (4)willing to permit the City and
the Artist to photograph the artwork and the venue during the event for promotional purposes.
The Artist bears all responsibility for the installation of their artwork.
3.2 PLACEMENT OF ARTWORK
Artists artwork will be displayed in a publicly accessible area of a hotel within the City of Miami
Beach. Placement of artwork will be decided upon by the No Vacancy, Curatorial Advisory
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Committee and Cultural Affairs staff. Artist is responsible for the installation and removal of said
artwork. Any artwork that is left outside or unattended for any duration of time, the Artists is
responsible for securing and safeguarding the artwork during the duration of the competition.
3.3 HOURS OF OPERATION
Artist agrees to publicly display their artwork in a Venue(as defined in Section 3.1). The artwork
shall be on display at the following dates and times:
November 17—December 8, 2022
Monday—Saturday: 12:00 p.m.—9:00 p.m.
Sunday: 12 p.m. —8:00 p.m.
3.1 DEINSTALLATION
Artist must have all components of their artwork removed from the selected Venue no later than
December 15, 2022, or mutually agreed upon date with hotel property.
SECTION 4
FEE
4.1 In consideration of the Services to be provided,Artist shall be compensated on a fixed fee
basis, in the amount of$10,000.00(the"Fee")to conceive, produce, deliver, install, uninstall,and
remove the artwork. This fee is all-inclusive and must cover all expenses, shipping, and travel
associated with the project. 80%of this stipend will be paid upon acceptance into the competition.
The remaining 20%of this fee will be paid upon successful completion of the competition.
4.2 The Fee is inclusive of all expenses; no reimbursement shall take place.
4.3 Payable as follows
A. 80%of the Fee ($8,000)will be paid upon acceptance into the competition and within
15 days of execution of this agreement.
B. The remaining 20% of the Fee ($2,000) will be paid upon successful completion of
services and acceptance of all deliverables by the City.
C. Professional artists participating in No Vacancy, Miami Beach are eligible for a$5,000
People's Choice Award and/or a $20,000 Juried Award. Awards will be given as
fellowships to individual artists. Fellowships are taxable as provided by federal law.
Refer to IRS Publication 520. The City of Miami Beach defines a professional artist as
a person who has created a recognized body of original works of art within an artistic
discipline over a sustained period of time, and who is striving to achieve the highest
level of professional recognition.
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4.4 PAYMENT SCHEDULE
Upon receipt of an acceptable and approved application, the first payment shall be made within
fifteen (15) days for that portion(or those portions) of the Services satisfactorily rendered.
Upon completion of the competition,the second payment shall be made within forty-five(45)days
for that portion (or those portions) of the Services satisfactorily rendered.
4.5 SALES
Artist may sell their work during No Vacancy. The City of Miami Beach will not broker sales nor
charge a commission. All sales of any artwork sold must be handled entirely by the artist/art
gallery, or broker of the artist and the buyer.
SECTION 5
TERMINATION
5.1 TERMINATION FOR CAUSE
If the Artist shall fail to fulfill in a timely manner, or otherwise violates, any of the covenants,
agreements, or stipulations material to this Agreement, the City, through its City Manager, shall
thereupon have the right to terminate this Agreement for cause. Prior to exercising its option to
terminate for cause, the City shall notify the Artist of its violation of the particular term(s) of this
Agreement and shall grant Artist ten (10) days to cure such default. If such default remains
uncured after ten(10)days,the City may terminate this Agreement without further notice to Artist.
Upon termination, the City shall be fully discharged from any and all liabilities, duties, and terms
arising out of, or by virtue of, this Agreement.
Notwithstanding the above, the Artist shall not be relieved of liability to the City for damages
sustained by the City by any breach of the Agreement by the Artist. The City, at its sole option
and discretion, shall be entitled to bring any and all legal/equitable actions that it deems to be in
its best interest in order to enforce the City's rights and remedies against Artist. The City shall be
entitled to recover all costs of such actions, including reasonable attorneys' fees.
5.2 TERMINATION FOR CONVENIENCE OF THE CITY
THE CITY MAY ALSO, THROUGH ITS CITY MANAGER, AND FOR ITS
CONVENIENCE AND WITHOUT CAUSE, TERMINATE THE AGREEMENT AT ANY
TIME DURING THE TERM BY GIVING WRITTEN NOTICE TO ARTIST OF SUCH
TERMINATION; WHICH SHALL BECOME EFFECTIVE WITHIN THIRTY (30) DAYS
FOLLOWING RECEIPT BY THE ARTIST OF SUCH NOTICE. ADDITIONALLY, IN THE
EVENT OF A PUBLIC HEALTH, WELFARE OR SAFETY CONCERN, AS
DETERMINED BY THE CITY MANAGER, IN THE CITY MANAGER'S SOLE
DISCRETION, THE CITY MANAGER, PURSUANT TO A VERBAL OR WRITTEN
NOTIFICATION TO ARTIST, MAY IMMEDIATELY SUSPEND THE SERVICES UNDER
THIS AGREEMENT FOR A TIME CERTAIN, OR IN THE ALTERNATIVE, TERMINATE
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THIS AGREEMENT ON A GIVEN DATE. IF THE AGREEMENT IS TERMINATED FOR
CONVENIENCE BY THE CITY, ARTIST SHALL BE PAID FOR ANY SERVICES
SATISFACTORILY PERFORMED UP TO THE DATE OF TERMINATION; FOLLOWING
WHICH THE CITY SHALL BE DISCHARGED FROM ANY AND ALL LIABILITIES,
DUTIES, AND TERMS ARISING OUT OF, OR BY VIRTUE OF, THIS AGREEMENT.
5.3 TERMINATION FOR INSOLVENCY
The City also reserves the right to terminate the Agreement in the event the Artist is placed
either in voluntary or involuntary bankruptcy or makes an assignment for the benefit of creditors.
In such event, the right and obligations for the parties shall be the same as provided for in
Section 5.2.
SECTION 6
INDEMNIFICATION AND INSURANCE REQUIREMENTS
6.1 INDEMNIFICATION
Artist agrees to indemnify and hold harmless the City of Miami Beach and its officers,employees,
agents,and contractors,from and against any and all actions(whether at law or in equity),claims,
liabilities, losses, and expenses, including, but not limited to, attorneys' fees and costs, for
personal, economic or bodily injury, wrongful death, loss of or damage to property, which may
arise or be alleged to have arisen from the negligent acts, errors, omissions or other wrongful
conduct of the Artist, its officers, employees, agents, contractors, or any other person or entity
acting under Artist's control or supervision, in connection with, related to, or as a result of the
Artist's performance of the Services pursuant to this Agreement. To that extent, the Artist shall
pay all such claims and losses and shall pay all such costs and judgments which may issue from
any lawsuit arising from such claims and losses, and shall pay all costs and attorneys' fees
expended by the City in the defense of such claims and losses, including appeals. The Artist
expressly understands and agrees that any insurance protection required by this Agreement or
otherwise provided by the Artist shall in no way limit the Artist's responsibility to indemnify, keep
and save harmless and defend the City or its officers, employees, agents and instrumentalities
as herein provided.
The parties agree that one percent(1%)of the total compensation to Artist for performance of the
Services under this Agreement is the specific consideration from the City to the Artist for the
Artist's indemnity agreement. The provisions of this Section 6.1 and of this indemnification shall
survive termination or expiration of this Agreement.
6.2 INSURANCE REQUIREMENTS
The Artist shall maintain and carry in full force during the Term, the following insurance:
1. Artist General Liability, in the amount of$100,000;
The insurance must be furnished by insurance companies authorized to do business in the State
of Florida. All insurance policies must be issued by companies rated no less than "B+" as to
management and not less than "Class VI" as to strength by the latest edition of Best's Insurance
Guide, published by A.M. Best Company, Oldwick, New Jersey, or its equivalent.
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All of Artist's certificates shall contain endorsements providing that written notice shall be given
to the City at least thirty(30)days prior to termination,cancellation or reduction in coverage in the
policy. The insurance certificates for General Liability shall include the City as an additional
insured and shall contain a waiver of subrogation endorsement.
Original certificates of insurance must be submitted to the City's Risk Manager for approval(prior
to any work and/or services commencing)and will be kept on file in the Office of the Risk Manager.
The City shall have the right to obtain from the Artist specimen copies of the insurance policies in
the event that submitted certificates of insurance are inadequate to ascertain compliance with
required coverage.
The Artist is also solely responsible for obtaining and submitting all insurance certificates for any
sub-Artists.
Compliance with the foregoing requirements shall not relieve the Artist of the liabilities and
obligations under this Section or under any other portion of this Agreement.
The Artist shall not commence any work and or services pursuant to this Agreement until all
insurance required under this Section has been obtained and such insurance has been approved
by the City's Risk Manager.
SECTION 7
LITIGATION JURISDICTIONNENUE/JURY TRIAL WAIVER
This Agreement shall be construed in accordance with the laws of the State of Florida. This
Agreement shall be enforceable in Miami-Dade County, Florida, and if legal action is necessary
by either party with respect to the enforcement of any or all of the terms or conditions herein,
exclusive venue for the enforcement of same shall lie in Miami-Dade County, Florida. By entering
into this Agreement,Artist and the City expressly waive any rights either party may have to a trial
by jury of any civil litigation related to or arising out of this Agreement.
SECTION 8
LIMITATION OF CITY'S LIABILITY
The City desires to enter into this Agreement only if in so doing the City can place a limit on the
City's liability for any cause of action,for money damages due to an alleged breach by the City of
this Agreement, so that its liability for any such breach never exceeds the sum of$10,000. Artist
hereby expresses its willingness to enter into this Agreement with Artist's recovery from the City
for any damage action for breach of contract to be limited to a maximum amount of$10,000.
Accordingly, and notwithstanding any other term or condition of this Agreement, Artist hereby
agrees that the City shall not be liable to the Artist for damages in an amount in excess of$10,000
for any action or claim for breach of contract arising out of the performance or non-performance
of any obligations imposed upon the City by this Agreement.
Nothing contained in this section or elsewhere in this Agreement is in any way intended to be a
waiver of the limitation placed upon the City's liability, as set forth in Section 768.28, Florida
Statutes.
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SECTION 9
DUTY OF CARE/COMPLIANCE WITH APPLICABLE LAWS/PATENT RIGHTS; COPYRIGHT;
AND CONFIDENTIAL FINDINGS
9.1 DUTY OF CARE
With respect to the performance of the Services contemplated herein, Artist shall exercise that
degree of skill, care, efficiency and diligence normally exercised by reasonable persons and/or
recognized professionals with respect to the performance of comparable work and/or services.
9.2 COMPLIANCE WITH APPLICABLE LAWS
In its performance of the Services, Artist shall comply with all applicable laws, ordinances, and
regulations of the City, Miami-Dade County, the State of Florida, and the federal government, as
applicable.
9.3 PATENT RIGHTS; COPYRIGHT; CONFIDENTIAL FINDINGS
Any work product arising out of this Agreement, as well as all information specifications,
processes, data and findings, are intended to be the property of the City and shall not otherwise
be made public and/or disseminated by Artist, without the prior written consent of the City
Manager, excepting any information, records etc.which are required to be disclosed pursuant to
Court Order and/or Florida Public Records Law.
All reports, documents, articles, devices, and/or work produced in whole or in part under this
Agreement are intended to be the sole and exclusive property of the City,and shall not be subject
to any application for copyright or patent by or on behalf of the Artist or its employees or sub-
Artists, without the prior written consent of the City Manager.
SECTION 10
GENERAL PROVISIONS
10.1 AUDIT AND INSPECTIONS
Upon reasonable verbal or written notice to Artist,and at any time during normal business hours
(i.e. 9AM — 5PM, Monday through Fridays, excluding nationally recognized holidays), and as
often as the City Manager may, in his/her reasonable discretion and judgment, deem necessary,
there shall be made available to the City Manager, and/or such representatives as the City
Manager may deem to act on the City's behalf, to audit, examine, and/or inspect, any and all
other documents and/or records relating to all matters covered by this Agreement. Artist shall
maintain any and all such records at its place of business at the address set forth in the"Notices"
section of this Agreement.
10.2 INSPECTOR GENERAL AUDIT RIGHTS
A. Pursuant to Section 2-256 of the Code of the City of Miami Beach, the City has established
the Office of the Inspector General which may, on a random basis, perform reviews, audits,
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inspections and investigations on all City contracts, throughout the duration of said
contracts. This random audit is separate and distinct from any other audit performed by or on
behalf of the City.
B. The Office of the Inspector General is authorized to investigate City affairs and empowered
to review past, present and proposed City programs, accounts, records, contracts and
transactions. In addition, the Inspector General has the power to subpoena witnesses,
administer oaths, require the production of witnesses and monitor City projects and programs.
Monitoring of an existing City project or program may include a report concerning whether the
project is on time, within budget and in conformance with the contract documents and
applicable law. The Inspector General shall have the power to audit, investigate, monitor,
oversee, inspect and review operations, activities, performance and procurement process
including but not limited to project design, bid specifications, (bid/proposal) submittals,
activities of the Artist, its officers, agents and employees, lobbyists, City staff and elected
officials to ensure compliance with the Contract Documents and to detect fraud and
corruption. Pursuant to Section 2-378 of the City Code, the City is allocating a percentage of
its overall annual contract expenditures to fund the activities and operations of the Office of
Inspector General.
C. Upon ten (10)days written notice to the Artist,the Artist shall make all requested records and
documents available to the Inspector General for inspection and copying. The Inspector
General is empowered to retain the services of independent private sector auditors to audit,
investigate, monitor, oversee, inspect and review operations activities, performance and
procurement process including but not limited to project design, bid specifications,
(bid/proposal) submittals, activities of the Artist its officers, agents and employees, lobbyists,
City staff and elected officials to ensure compliance with the contract documents and to detect
fraud and corruption.
D. The Inspector General shall have the right to inspect and copy all documents and records in
the Artist's possession, custody or control which in the Inspector General's sole judgment,
pertain to performance of the contract, including, but not limited to original estimate files,
change order estimate files, worksheets, proposals and agreements from and with successful
subcontractors and suppliers, all project-related correspondence, memoranda, instructions,
financial documents, construction documents, (bid/proposal) and contract documents, back-
change documents,all documents and records which involve cash,trade or volume discounts,
insurance proceeds, rebates, or dividends received, payroll and personnel records and
supporting documentation for the aforesaid documents and records.
E. The Artist shall make available at its office at all reasonable times the records, materials, and
other evidence regarding the acquisition (bid preparation) and performance of this contract,
for examination, audit, or reproduction, until three (3) years after final payment under this
contract or for any longer period required by statute or by other clauses of this contract. In
addition:
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i. If this contract is completely or partially terminated,the Artist shall make available records
relating to the work terminated until three (3) years after any resulting final termination
settlement; and
ii. The Artist shall make available records relating to appeals or to litigation or the settlement
of claims arising under or relating to this contract until such appeals, litigation, or claims are
finally resolved.
F. The provisions in this section shall apply to the Artist, its officers, agents, employees,
subcontractors and suppliers. The Artist shall incorporate the provisions in this section in all
subcontracts and all other agreements executed by the Artist in connection with the
performance of this contract.
G. Nothing in this section shall impair any independent right to the City to conduct audits or
investigative activities. The provisions of this section are neither intended nor shall they be
construed to impose any liability on the City by the Artist or third parties.
10.3 ASSIGNMENT, TRANSFER OR SUBCONSULTING
Artist shall not subcontract,assign,or transfer all or any portion of any work and/or service under
this Agreement without the prior written consent of the City Manager, which consent, if given at
all, shall be in the Manager's sole judgment and discretion. Neither this Agreement,nor any term
or provision hereof, or right hereunder, shall be assignable unless as approved pursuant to this
Section, and any attempt to make such assignment(unless approved)shall be void.
10.4 PUBLIC ENTITY CRIMES
Prior to commencement of the Services, the Artist shall file a State of Florida Form PUR 7068,
Sworn Statement under Section 287.133(3)(a) Florida Statute on Public Entity Crimes with the
City's Procurement Division.
10.5 NO DISCRIMINATION
In connection with the performance of the Services,the Artist shall not exclude from participation
in, deny the benefits of, or subject to discrimination anyone on the grounds of race, color,
national origin, sex, age, disability, religion, income or family status.
Additionally, Artist shall comply fully with the City of Miami Beach Human Rights Ordinance,
codified in Chapter 62 of the City Code, as may be amended from time to time, prohibiting
discrimination in employment, housing, public accommodations,and public services on account
of actual or perceived race, color, national origin, religion, sex, intersexuality, gender identity,
sexual orientation, marital and familial status, age, disability, ancestry, height, weight, domestic
partner status, labor organization membership, familial situation, or political affiliation.
10.6 CONFLICT OF INTEREST
Artist herein agrees to adhere to and be governed by all applicable Miami-Dade County Conflict
of Interest Ordinances and Ethics provisions, as set forth in the Miami-Dade County Code, as
may be amended from time to time; and by the City of Miami Beach Charter and Code, as may
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be amended from time to time; both of which are incorporated by reference as if fully set forth
herein.
Artist covenants that it presently has no interest and shall not acquire any interest, directly or
indirectly, which could conflict in any manner or degree with the performance of the Services.
Artist further covenants that in the performance of this Agreement, Artist shall not employ any
person having any such interest. No member of or delegate to the Congress of the United States
shall be admitted to any share or part of this Agreement or to any benefits arising therefrom.
10.7 ARTIST'S COMPLIANCE WITH FLORIDA PUBLIC RECORDS LAW
(A) Artist shall comply with Florida Public Records law under Chapter 119, Florida Statutes,
as may be amended from time to time.
(B) The term "public records" shall have the meaning set forth in Section 119.011(12), which
means all documents, papers, letters, maps, books, tapes, photographs, films, sound
recordings, data processing software, or other material, regardless of the physical form,
characteristics, or means of transmission, made or received pursuant to law or ordinance
or in connection with the transaction of official business of the City.
(C) Pursuant to Section 119.0701 of the Florida Statutes, if the Artist meets the definition of
"Artist" as defined in Section 119.0701(1)(a), the Artist shall:
(1) Keep and maintain public records required by the City to perform the service;
(2) Upon request from the City's custodian of public records, provide the City with a
copy of the requested records or allow the records to be inspected or copied within
a reasonable time at a cost that does not exceed the cost provided in Chapter 119,
Florida Statutes or as otherwise provided by law;
(3) Ensure that public records that are exempt or confidential and exempt from public
records disclosure requirements are not disclosed, except as authorized by law,
for the duration of the contract term and following completion of the Agreement if
the Artist does not transfer the records to the City;
(4) Upon completion of the Agreement, transfer, at no cost to the City, all public
records in possession of the Artist or keep and maintain public records required by
the City to perform the service. If the Artist transfers all public records to the City
upon completion of the Agreement, the Artist shall destroy any duplicate public
records that are exempt or confidential and exempt from public records disclosure
requirements. If the Artist keeps and maintains public records upon completion of
the Agreement,the Artist shall meet all applicable requirements for retaining public
records. All records stored electronically must be provided to the City, upon
request from the City's custodian of public records, in a format that is compatible
with the information technology systems of the City.
(D) REQUEST FOR RECORDS; NONCOMPLIANCE.
(1) A request to inspect or copy public records relating to the City's contract for
services must be made directly to the City. If the City does not possess the
requested records, the City shall immediately notify the Artist of the request, and
the Artist must provide the records to the City or allow the records to be inspected
or copied within a reasonable time.
(2) Artist's failure to comply with the City's request for records shall constitute a breach
of this Agreement,and the City,at its sole discretion, may:(1)unilaterally terminate
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the Agreement; (2) avail itself of the remedies set forth under the Agreement;
and/or(3)avail itself of any available remedies at law or in equity.
(3) A Artist who fails to provide the public records to the City within a reasonable time
may be subject to penalties under s. 119.10.
(E) CIVIL ACTION.
(1) If a civil action is filed against a Artist to compel production of public records relating
to the City's contract for services, the court shall assess and award against the
Artist the reasonable costs of enforcement, including reasonable attorneys' fees,
if:
a. The court determines that the Artist unlawfully refused to comply with the
public records request within a reasonable time; and
b. At least 8 business days before filing the action, the plaintiff provided written
notice of the public records request, including a statement that the Artist has
not complied with the request,to the City and to the Artist.
(2) A notice complies with subparagraph (1)(b) if it is sent to the City's custodian of
public records and to the Artist at the Artist's address listed on its contract with the
City or to the Artist's registered agent. Such notices must be sent by common
carrier delivery service or by registered, Global Express Guaranteed, or certified
mail, with postage or shipping paid by the sender and with evidence of delivery,
which may be in an electronic format.
(3) A Artist who complies with a public records request within 8 business days after
the notice is sent is not liable for the reasonable costs of enforcement.
(F) IF THE ARTIST HAS QUESTIONS REGARDING THE APPLICATION OF CHAPTER
119, FLORIDA STATUTES, TO THE ARTIST'S DUTY TO PROVIDE PUBLIC
RECORDS RELATING TO THIS AGREEMENT, CONTACT THE CUSTODIAN OF
PUBLIC RECORDS AT:
CITY OF MIAMI BEACH
ATTENTION: RAFAEL E. GRANADO, CITY CLERK
1700 CONVENTION CENTER DRIVE
MIAMI BEACH, FLORIDA 33139
E-MAIL: RAFAELGRANADO(caMIAMIBEACHFL.GOV
PHONE: 305-673-7411
SECTION 11
NOTICES
All notices and communications in writing required or permitted hereunder, shall be delivered
personally to the representatives of the Artist and the City listed below or may be mailed by U.S.
Certified Mail, return receipt requested, postage prepaid,or by a nationally recognized overnight
delivery service.
Until changed by notice, in writing, all such notices and communications shall be addressed as
follows:
TO ARTIST: Brookhart Jonquil, 7775 Crespi Blvd.Apt 4, Miami Beach, FL 33141
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TO CITY: City of Miami Beach
Tourism and Culture
1755 Meridian Avenue, 5th Floor
Miami Beach, Florida 33139
With copy to: City of Miami Beach
Attention: City Manager
1700 Convention Center Drive
Miami Beach, Florida 33139
Notice may also be provided to any other address designated by the party to receive notice if such
alternate address is provided via U.S. certified mail, return receipt requested, hand delivered, or by
overnight delivery. In the event an alternate notice address is properly provided, notice shall be sent
to such alternate address in addition to any other address which notice would otherwise be sent,
unless other delivery instruction as specifically provided for by the party entitled to notice.
Notice shall be deemed given on the date of an acknowledged receipt, or, in all other cases, on the
date of receipt or refusal.
SECTION 12
MISCELLANEOUS PROVISIONS
12.1 CHANGES AND ADDITIONS
This Agreement cannot be modified or amended without the express written consent of the
parties. No modification, amendment, or alteration of the terms or conditions contained herein
shall be effective unless contained in a written document executed with the same formality and of
equal dignity herewith.
12.2 SEVERABILITY
If any term or provision of this Agreement is held invalid or unenforceable, the remainder of this
Agreement shall not be affected, and every other term and provision of this Agreement shall be
valid and be enforced to the fullest extent permitted by law.
12.3 WAIVER OF BREACH
A party's failure to enforce any provision of this Agreement shall not be deemed a waiver of such
provision or modification of this Agreement. A party's waiver of any breach of a provision of this
Agreement shall not be deemed a waiver of any subsequent breach and shall not be construed
to be a modification of the terms of this Agreement.
12.4 JOINT PREPARATION
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The parties hereto acknowledge that they have sought and received whatever competent advice
and counsel as was necessary for them to form a full and complete understanding of all rights
and obligations herein and that the preparation of this Agreement has been a joint effort of the
parties,the language has been agreed to by parties to express their mutual intent and the resulting
document shall not, solely as a matter of judicial construction, be construed more severely against
one of the parties than the other.
12.5 ENTIRETY OF AGREEMENT
The City and Artist agree that this is the entire Agreement between the parties. This Agreement
supersedes all prior negotiations, correspondence,conversations,agreements or understandings
applicable to the matters contained herein, and there are no commitments. agreements or
understandings concerning the subject matter of this Agreement that are not contained in this
document. Title and paragraph headings are for convenient reference and are not intended to
confer any rights or obligations upon the parties to this Agreement.
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IN WITNESS WHEREOF, the parties hereto have caused this Agreement to be executed
by their appropriate officials, as of the date first entered above.
FOR CITY: CITY OF MIAMI BEACH, FLORIDA
ATTEST:
` Bc
By: `.
:s.
City Clerk Manager
ti
OCT 1 ? 2022
Date: Date:
1 1NCORP ORATED:
FOR ARTIST: Brookhart Jonquil, 7775 Crespi Blvd. Apt 4, Miami Beach, FL-3i141V ?6
ATTEST:
By:
Brookhart Jonquil, Artist
Print Name and Title P iRQ4:pa r rrm tness
Date: Sept 28, 2022 Date: Sept 28, 2022
APPROVED AS TO
FORM & LANGUAGE
& FOR EXECUTION
it/1 City Attorney ate
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Exhibit A
Installation: " Liguus"
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My proposal follows my recent work, using plexiglass and water to create prismatic perceptual
distortions, and involving living environments. In this piece, the plexiglass tank takes the form of
a tree snail, native to individual cypress domes and hammocks of the Everglades. A sealed
environment is buoyantly suspended within the water contained by the shell, speaking to the
precariousness of this unique South Florida environment with water on all sides. As the snail
carries its home on its back, this sculpture becomes a miniature world, and asks- how do we
carry the earth? how does the earth carry us? By distorting the view of the enclosed
environment through refraction, the crystalline water creates a heightened sense of perception,
causing the observer to reconstruct a sense of the interior ecosystem in their own mind, a
process that is unconscious and reflexive, and which is experienced as a sense of wonder and
openness. The aesthetic calls to mind NASA engineering and Utopian architectural
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experiments, a feeling of hope for the future through technology. At the same time, the work
reminds us of the complexity of life, that even the smallest living thing surpasses our most
impressive achievements in its simple and perfect interrelationship with its world.
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