The following contract for Judy Taylor's mural for the Maine Department of Labor office in Augusta was provided to The New England Journal of Aesthetic Research by Maine Arts Commmission Director Donna McNeil on March 28, 2011. PERCENT FOR ART CONTRACT AGREEMENT made September, 21st 2007 by and between Department of Labor , c/o Jane Gilbert Deputy Commissioner, Department of Labor. 19 Union Street, PO Box 259 Augusta Maine. 04332, 207/287-3787 and State of Maine, (hereinafter called the “Contracting Agency”), and Judy Taylor , HC33, Box 224A, Seal Cove, Maine, 04674. (207)-244-5545. WHEREAS, the contracting agency, through an advisory selection committee, solicited proposals for artwork for the Public Art project Department of Labor, Augusta, Maine (hereinafter called the “Project”); and WHEREAS, the contracting agency approved said proposal for funding and the Maine Arts Commission (hereinafter called the “Commission”) ratified said proposal and process of the advisory selection committee under the Percent for Art Act (27 MRSA §451, et. seq.); NOW, THEREFORE, the parties do hereby agree as follows: 1. Delegation of Authority: The contracting agency hereby delegates authority under this agreement to Jane Gilbert Deputy Commissioner, Department of Labor. 19 Union Street, PO Box 259 Augusta Maine. 04332, 207/287-3787 to be its representative in all matters regarding the administration of the agreement. The artist agrees to work with, and to cooperate fully with said representative of the contracting agency. 2. Description of Artwork: The artist will create and install the following work of art: Title(s): Dimensions: Material: Description of the Work: The above work of the artist is hereinafter referred to as the “work.” 3. Standards of Performance: The artist has familiarized him/herself with the site and the local conditions under which the work is to be installed, and had correlated his/her observations with the contracting agency. 4. Changes in Design: The artist shall create the work in accordance with the approved design. Recognizing that the shift in scale from model to full scale requires artistic adjustments, the artist reserves the right to make minor changes in the final work as is deemed aesthetically or structurally necessary. 5. Permanent Location: The permanent location of the work shall be: Department of Labor, Augusta, Maine 6. Price and Payment Schedule: The contracting agency will pay the artist a total sum of Sixty Thousand Dollars ($60,000.00). Payment shall be made in the following sequence: $25,000.00 upon signing of this agreement by the artist and the contracting agency’s representative; $25,000.00 upon completion of half (1/2) the required construction or creation of the work, as defined in this section; $10,000 upon completion and final acceptance of the installed work by the contracting agency and the receipt from the artist of maintenance instructions and photographic documentation as referred to in this agreement. To receive payments subsequent to the initial payment, the artist shall submit a billing or invoice to the contracting agency when each of the stages outlined above have been reached. Failure of the contracting agency to notify the artist within 14 days of filling of the nonacceptance of the artist’s estimation of degree of completion forecloses future objection, and payment is authorized. The contracting agency shall have the right of entry to the premises where the work is being done and/or where materials for the work are stored for purposes of inspecting the work and materials; and for recovering the work or materials in the case of default by the artist under this contract. 7. Final Acceptance: Final acceptance will be reached when the contracting agency signifies that the work has been completed and installed according to terms of this agreement. Official sole ownership of the work occurs when a letter of final acceptance is sent by the contracting agency to the artist. This letter will initiate the final payment process, and final payment will be made within thirty (30) days of the date of acceptance. Copies of the letter of acceptance shall be forwarded to the Commission and to the Bureau of General Services. Failure of the contracting agency to notify the artist within 14 days of nonacceptance of the work forecloses future objections, and payment shall be authorized. 8. Assignment of Work: The work and services of the artist are personal and shall not be assigned, sublet or transferred. This shall not prohibit the artist from employing qualified personnel who shall work under his/her supervision. 9. Artist as Independent Contractor: The artist agrees to perform all work under this agreement as an independent contractor and not as an agent or employee of the State of Maine. The artist as independent contractor shall furnish all supervision, labor, materials, equipment, supplies, other incidentals, as well as storage, transportation, shipping, and installation of the work. 10. Inspection and Review: The contracting agency shall have the right at reasonable times and with advance notice to review the work while in the process of execution and to request and receive progress reports. 11. Installation Time Schedule: The artist will begin work upon receipt of the first check due, and shall complete the work and installation thereof by the date of August 15 2008, unless that date is extended by the contracting agency, in which case it shall become the responsibility of the artist to store the work before its installation. In the event that the work and the installation are not completed by the above date, the artist shall incur a penalty of 1% of the remaining balance which would be due the artist upon completion and installation under this agreement for each day after the above date until completion of the work and installation. The artist may request an extension of time from the contracting agency within five (5) days of the originally agreed upon installation date. If an extension is granted, a new installation date shall be agreed upon in writing, and the above penalty shall not apply unless the new date is not met. If an extension of time is granted it shall be documented in writing. 12. Documentation and Records: Within thirty (30) days of installation of the work, the artist shall furnish the Commission with a minimum of six (6) professional quality images, and shall provide a full written narrative description of the work and written directions if special care is needed to maintain the work. 13. Public Notice: The contracting agency agrees to provide and install an identification plaque for the work within thirty (30) days of the final acceptance date. The written contents of the plaque shall include at least the following information: Title of Artwork: Year : Artist : Commissioned for The Department of Labor and the citizens of Maine under the Maine Percent for Art Act administered by the Maine Arts Commission. The plaque shall be of such medium and design as to be appropriate to the work itself and the permanent location of the work, and the artist shall be consulted as to design. In the case of a series of works, the artist and the contracting agency will reach agreement in writing concerning the number of plaques needed for appropriate identification. 14. Warranty: The artist warrants that the design of work being commissioned is the original product of his/her own creative efforts. The artist warrants that the work is an edition of one (1), except, for example, in the case of the purchase of signed, limited edition prints. The artist agrees to deliver the work to the contracting agency free and clear of any liens or claims arising from any source whatsoever. 15. Indemnity and Liability: The artist shall, at his own cost and expense, defend and indemnify, and hold harmless the contracting agency, their officers, agents and employees, from and against all claims, damages, losses and expenses, including attorneys’ fees, arising out of, or resulting from, the performance of this agreement, provided that such claim, damage, loss or expense (1) is attributable to bodily injury, sickness, disease or death, or to injury to, or destruction of, tangible property, including the loss of use therefrom, and (2) is caused in whole or in part by any negligence, act, or omission of the artist, anyone directly or indirectly employed by him, or anyone for whose act he may be liable, except to the extent that it is caused in part by the contracting agency, their officers, agents, or employees. The artist further agrees to defend, indemnify, and hold harmless the contracting agency, their officers, agents, or employees from and against any claims or liens of his subcontractors, and his and their laborers, materialmen, mechanics, and suppliers. Such obligation shall not be construed to negate or abridge any other obligation of indemnification running to the artist that would otherwise exist. The extent of the indemnification provision shall not be limited by any provision for insurance contained in this agreement. Before final payment is approved, the artist shall supply a completed certification of payment of debts and claims and a lien release. 16. Insurance: Prior to the execution of this agreement, the artist shall provide the contracting agency with a certificate evidencing automobile liability insurance in an amount not less than $300,000 combined single limit for each occurrence. Said certificate shall name any subcontractors employed by the artist and shall guarantee the contracting agency thirty (30) days written notice prior to cancellation. The Commission shall carry comprehensive general liability insurance. The artist shall notify the Commission of installation times and dates at least 14 days prior to installation, and shall notify the Commission immediately upon completion of installation. 17. Compliance with Laws: In the performance of the work, the artist shall comply with all applicable federal, state, and local laws, rules and regulations. 18. Copyright: The artist expressly reserves every right available to him/her in common law or under the Federal Copyright Act to control the making and dissemination of copies or reproductions of the work, except as those rights are limited by this agreement. The artist shall not unreasonably refuse the contracting agency and/or Commission permission to reproduce the work graphically for purposes strictly for the sole use and benefit of the public. All reproductions of the work shall contain a credit to the artist and a copyright notice substantially in the following form: “Copyright, artist’s name, year of publication,” in such a manner and location as shall comply with the US Copyright laws. The artist agrees to give a credit substantially in the following form: “Originally owned by The Department of Labor and the State of Maine” in any public showing of reproductions of the work. 19. Non-Destruction/Alteration: The contracting agency agrees that it will not intentionally destroy or alter the work in any way whatsoever without prior consultation with the Commission and the artist. 20. Maintenance: As a condition of, and prior to, final acceptance of the work, the artist shall supply the contracting agency with written maintenance instructions. During his/her lifetime, the artist will supply, at no charge, advice as to problems arising in relation to maintenance of the work. The artist shall incur at no cost to him/her as a result of giving this advice. 21. Repairs: The contracting agency shall make every reasonable effort to consult with the artist and a professional conservator in all matters concerning repairs and restoration of the work. All restoration work shall be done in accordance with the Code of Ethics and Standards of Practice of the American Institute of Conservation (AID), 3545 Williamsburg Lane, NW, Washington, DC 20008. 22. Relocation: The work will be placed in the location for which it was selected. The contracting agency agrees that the artist and the Commission will be notified if, for any reason, the work has to be removed or moved to a new location. The artist and the Commission have the right to advise or consult with the contracting agency or its designee regarding this treatment of the work. 23. Ownership of Documents and Models: Drawings, specifications, and models of the work, or which relate to the work, including all preliminary studies, shall be the property of the artist following completion of the work under this agreement or following termination of the agreement by the contracting agency without fault on the part of the artist. Under these circumstances, they shall not be used by the artist on other projects or extensions of this project except pursuant to a subsequent agreement in writing between the artist and the contracting agency. 24. Notice: The artist agrees to notify the contracting agency of changes in his address within ninety (90) days of that change and failure to do so shall be deemed a waiver of artist’s rights listed in this agreement. All communications and notices required or permitted under this agreement shall be in writing and shall be deemed sufficiently served if hand delivered or sent by certified First Class Mail to the Commission. 25. Termination: This agreement may be terminated by the contracting agency upon written notice to the artist in the event of failure by the artist to perform in accordance with the terms of this agreement. Nothing herein shall abrogate any claims which the contracting agency may have against the artist for failure to perform in accordance with this agreement, including any claim for reimbursement of funds advanced to the artist under section 6 above. 26. Non-Waiver: Except as expressly provided in this agreement, no failure or waiver or successive failures or waivers on the part of either party hereto, their successors or permitted assigns, in the enforcement of any condition, covenant or article of this agreement shall operate as a discharge of any condition, covenant or article, nor render the same invalid, not impair the right of either party hereto, their successors or permitted assigns, to enforce the same in the event of any subsequent breaches by the other party hereto, its successors or permitted assigns. 27. Modification of this Agreement: This agreement may be amended or modified only if in writing and signed by the parties, and represents the entire agreement of the parties. Signatory Date Maine Arts Commission: _____________________________________ ________________ Send to following Artist: _____________________________________ ________________ Artist Social Security #: ________ _____ ________ ¬¬ Send to following Contracting Agency: _____________________________________ ________________ (signature and title) (Signature) Send to following _____________________________________ (Title) Bureau of General Services _____________________________________ ________________