INTERLOCAL AGREEMENT FOR THE INSTALLATION AND MAINTENANCE OF TRAFFIC SIGNAL CABINET ARTINTERLOCAL AGREEMENT FOR THE INSTALLATION AND
MAINTENANCE OF TRAFFIC SIGNAL CABINET ART
THIS AGREEMENT, made by and between Pinellas County, a political
subdivision of the State of Florida ("County"), and the City of Clearwater, a municipal
corporation of the State of Florida ("City"), collectively "Parties".
RECITALS:
WHEREAS this Agreement is made and entered between the Parties pursuant to
Section 163.01, Florida Statutes, the "Florida Interlocal Cooperation Act of 1969;" and
WHEREAS the County recognizes that public art enhances quality of life for
residents and visitors while supporting and promotion Pinellas County as an arts
destination; and
WHEREAS in furtherance thereof, the County has established a public arts
program which includes, but is not limited to, the selection and installation of vinyl traffic
signal cabinet wraps upon County owned and maintained traffic signal cabinets; and
WHEREAS the City has established a public arts program which includes, but is
not limited to, the selection and installation of vinyl traffic signal cabinet wraps upon City
owned and maintained traffic signal cabinets; and
WHEREAS, said vinyl wraps have been positively received by the community
and have seemingly deterred vandalism to the underlying infrastructure; and
WHEREAS the Parties recognize that the deterrent of vandalism to the County's
infrastructure within the City is of mutual benefit to the Parties; and
WHEREAS the County owns, controls and/or maintains traffic signal cabinets
("Cabinets") on certain County and State roads within the Municipality, upon which the
Parties wish to place artistic vinyl traffic signal cabinet wraps ("Art"); and
WHEREAS the Parties recognize and agree that the Art installed pursuant to this
Agreement constitute "government speech" of the Parties. The City, in its sole
1
discretion determines which Cabinets are appropriate for Art and what Art the City
wishes to display and provides the proposed locations and art to the County for
approval or rejection; and
WHEREAS the City accepts responsibility for the placement, maintenance, and
removal of any Art approved by the County and installed pursuant to this Agreement.
NOW THEREFORE, in consideration of the mutual covenants and agreements
contained herein, it is hereby agreed by and between the Parties as follows:
SECTION 1
COUNTY'S COMMITMENT
1. The County hereby agrees that the City can install or have a contractor
install County -approved Art on County approved Cabinets located within the
Municipality.
2. The County, through its Director of Public Works, or designee, will, upon
the City's request and in the County's sole discretion, determine which Cabinets are
suitable for wrapping. The County will make this determination within thirty (30) days of
the City's request made pursuant to Section 2 below.
3. The County, through its Director of Public Works, or designee, will, upon
the City's request and in the County's sole discretion, approve all Art prior to it being
placed or installed pursuant to this Agreement. The County will approve or reject
proposed Art within thirty (30) days of submission of proofs by the City pursuant to
Section 2 below.
4. The County will continue to maintain its right-of-way and infrastructure as
it did prior to the effective date of this Agreement.
2
SECTION 2
CITY'S COMMITMENT
1. City will identify which Cabinets within the City's municipal limits the City
desires to place Art and will request the County, through its Director of Public Works,
identify whether or not the Cabinets are appropriate for Art.
2. The City will notify the County of the traffic signal cabinets upon which the
City desires to place Art but will not place Art until the County has identified appropriate
Cabinets which the City may use pursuant to this Agreement.
3. If Art is not placed upon an identified and approved Cabinet within three
(3) months of Cabinet approval by the County, the City will confirm with the County that
the Cabinet remains suitable for Art.
4. The City will not submit proposed Art to the County until after the Art has
been approved by the City and the City has determined that installation of such Art on
designated Cabinets is suitable for the community where the Art is being placed.
5. The City must comply with all ordinances of Pinellas County relating to
public art and design. Notwithstanding contrary provisions in the Pinellas County Code,
as may be amended, the City will maintain all Art installed pursuant to this Agreement.
6. All proposed Art must comply with the Traffic Signal Cabinet Wrap
Directives attached hereto as Exhibit A.
7. Upon approval by the County pursuant to Section 1, and with at least ten
(10) days' notice to the County, the City may install, or have a contractor install on its
behalf, the Art on approved cabinets.
8. Upon completion of the Art installation, the City must notify the County.
9. To the extent any permits or permissions are required from any local,
state, or federal agencies, other than the County, the City must obtain the requisite
permits and permissions.
10. As part of the permit responsibilities, a Maintenance of Traffic Plan will be
required if any part of any bike lane, sidewalk or travel lane is to be closed for the
installation, maintenance or removal of the wrap.
3
11. After installation, the City must maintain the Art in a reasonable condition
— although minimal wear and tear from the natural elements is acceptable, the Art must,
generally, remain in its original condition. If any Art is vandalized or otherwise damaged,
within fifteen days of receipt of notice from the County, or other notice made directly to
the City, the City must, at its discretion, either (a) restore the Art to its pre -damage
condition or (b) remove the Art and restore the Cabinet to the condition that it was in
immediately prior to Art installation; the County may extend this fifteen (15) day deadline
upon request and in its sole discretion. Pending restoration or removal, the City may,
and upon the County's request, must cover any damage on the Art.
12. Any agreement the City enters into regarding Art to be designed and
installed pursuant to this Agreement must recognize and accept the County's rights
pursuant hereto.
13. During the term of this Agreement, any contractors or subcontractors hired
by the City, for the installation and maintenance of the Project, must provide and
maintain the following type of insurance with companies meeting the qualifications
below:
A. Comprehensive General Liability Insurance including, but not limited to,
Independent Contractor, Contractual, Premises/Operations, Products/Completed
Operations, Explosion, Collapse and Underground and Personal Injury covering
the liability assumed under indemnification provisions of this License, with limits of
liability for personal injury and/or bodily injury, including death and, property
damage of not less than $1,000,000 per occurrence and $2,000,000 aggregate
limit. Coverage must be on an occurrence basis, and the policy must include Broad
Form Property Damage coverage, and Fire Legal Liability of not less than $50,000,
per occurrence, unless otherwise stated by exception herein.
B. Workers Compensation must be provided at limits no less than those required by
law; Employers' Liability Insurance of not less than $500,000 for each accident.
C. Any insurance company providing the required coverages above must have a
Best's rating of at least A- VIII.
D. Insurance coverage must be primary and non-contributory.
4
E. To the extent permitted by law, all policies providing liability coverage(s), other
than professional liability and workers compensation policies, obtained by the
Contractor and any subcontractors to meet the requirements of this Agreement
must be endorsed to include Pinellas County, a Political Subdivision of the State
of Florida and the City of Clearwater as primary, non-contributory. Additional
Insureds indicating coverage on certificate boxes is not adequate. A copy of the
actual endorsement or policy declaration page indicating such coverage must be
submitted along with Certificate.
F. Insurance policies, other than Professional Liability, must include waivers of
subrogation in favor of Pinellas County, and the City of Clearwater from the
contractor and subcontractor(s). Indicating such coverage on certificate is not
adequate. A copy of the actual endorsement or policy declaration page indicating
such coverage must be submitted along with Certificate.
14. The City will cause any third -party contractor to indemnify, hold harmless,
pay on behalf of, defend and pay the costs of defense of the County, its officers,
employees, and agents from and against all claims, damages, losses, and expenses,
arising out of or resulting from the construction, installation, placement, or maintenance
of Art by or on behalf of the City pursuant to this Agreement. The City must additionally
indemnify, hold harmless, and pay the costs of defense of the County, its officers,
employees and agents from any and all claims, damages, losses and expenses, arising
out of or resulting from the City's negligence in the City's obligations contained herein.
Costs of defense includes reasonable attorney's fees should the County deem it
necessary to retain outside counsel due to the nature of the claim, or, should the County
deem it appropriate to use in-house attorneys as per its usual course, costs of defense
is limited to actual costs, excluding attorney's fees. The County and City are fully
responsible for their own acts of negligence and their respective agents' acts of
negligence, when such agents are acting within the scope of their employment; and
may be liable for any damages resulting from said negligence to the extent permitted by
Section 768.28 Florida Statutes. Nothing herein should be construed as a waiver of any
5
immunity from or limitation of liability that the County or City may be entitled to under the
doctrine of sovereign immunity or Section 768.28, Florida Statutes.
15. The City releases and holds the County harmless for any damage to the
Project resulting from the County's right-of-way and Cabinet maintenance.
16. The City is responsible for final inspection of the signal cabinet wrap,
confirming equipment is in operational condition and ensuring all necessary
identification and warning markings are present and up to standards after the artwork is
applied.
17. Any contract entered into by the City in furtherance of the activities
permitted by this Agreement must contain the following indemnification language:
"The Contractor agrees to indemnify, hold harmless, pay on behalf of, defend
Pinellas County, its officers, agents, and employees, and pay the costs of
defense of Pinellas County and its agents and employees from and against all
claims, damages, losses, and expenses arising out of or resulting from the
Contractor's actions undertaken pursuant to this Agreement. The duty to defend
under this paragraph is independent and separate from the duty to indemnify,
and the duty to defend exists regardless of any ultimate liability of the Contractor,
the County, and any indemnified party. The duty to defend arises immediately
upon presentation of a claim by any party and written notice of such claim being
provided to the Contractor. The Contractor's obligation to indemnify and defend
under this Article will survive the expiration or earlier termination of this
Agreement until it is determined by final judgment that an action against the
County for the matter indemnified hereunder is fully and finally barred by the
applicable statute of limitations."
SECTION 3
TERM, TERMINATION AND DEFAULT
1. Unless otherwise terminated, this Agreement will remain in effect for seven (7)
years.
2. Either Party may terminate this Agreement upon thirty (30) days' notice to the
other Party.
6
3. Should the City fail to comply with any requirements of Section 2, it will be in
default. Upon the provision of written notice by the County, the City will have fifteen
(15) days to cure, unless the County extends the time, for good cause shown by the
City. If the City fails to cure a default within the time allowed pursuant to this
Agreement, it will be in default and the County may terminate this agreement with five
(5) days written notice.
4. Unless the County notifies the City, in writing at least thirty (30) days, or in the
case of default — five (5) days, prior to the termination of this Agreement that the County
will assume ownership and maintenance of certain Art, the City must remove all Art
installed pursuant hereto and restore the Cabinets as required herein.
5. Should the City Agency fail to remove all Art in accordance with the preceding
paragraph, the County may do so and bill the City for the cost of removal, which the City
must promptly pay in no more than thirty (30) days after receipt of invoice.
SECTION 4
EFFECTIVE DATE
This Agreement will take effect immediately upon filing with the Clerk of the
Circuit Court in Pinellas County in accordance with the Florida Statutes, Section
163.01(11) and continues in full force and effect until terminated.
SECTION 5
AMENDMENT OR MODIFICATION
1. This Agreement, including the exhibit hereto, constitutes the entire
agreement between the Parties. Any prior understanding or representation of any kind
preceding the date of this Agreement and not expressly incorporated herein will not be
binding on either Party.
2. This Agreement may only be amended by written instrument executed
with the same formality as this Agreement and may be extended by written instrument
executed by the proper authorities for the Parties.
SECTION 6
AMENDMENT OR MODIFICATION
1. If any word, clause, sentence, or paragraph of this Agreement is held
invalid, the remainder of this Agreement will remain in full force.
2. This Agreement is to be construed in accordance with the laws of the
State of Florida and venue for any action brought pursuant hereto is in Pinellas County.
3. Nothing herein creates any third -party beneficiary rights in any person not
a party to this Agreement.
4. All notices and submittals required by law and by this Agreement to be
given by one (1) party to the other must be in writing and sent to the following respective
addresses:
COUNTY:
Tom Washburn
Public Works Department
22211 U.S. Highway 19 North
Clearwater, Florida 33765
phone: 727-464-8804
email: Twashburn@pinellas.gov
CITY:
Amber Brice
Office of the City Manager, Arts & Cultural Affairs Manger
600 Cleveland Street #600 Clearwater, Florida 33755
phone: 727-444-7569
email: amber.brice@myclearwater.com
Either party may designate alternative contact information by providing written
notice to other party at any time.
1. Both Parties acknowledge that the records relating to this Agreement and the
carrying out of the obligations hereunder are subject to the provisions of Florida
Statutes, Chapter 119.
[THE REMAINDER OF THIS PAGE IS INTENTIONALLY LEFT BLANK]
8
IN WITNESS WHEREOF, the parties hereto, or their lawful representatives have
executed this Agreement on the date of the last signature as set forth below.
CITY OF CLEARWATER, FLORIDA
Jennifer Poirrier
City Manager
Approved as to form:
David Margolis
City Attorney
Countersigned:
Bruce
Mayor
Attest:
Rosemarie Cali
City Clerk
PINELLAS COUNTY, a political subdivision of the State of Florida, acting by and through its
County Administrator
By:
Joe Lauro, Director of Admin Services
Date:
PCAO 480507
9
Pinellas
County
Public Works
Exhibit A
TRAFFIC SIGNAL CABINET WRAP DIRECTIVE
Participating City or Agency is responsible for the following:
A. Identifying to the Program Manager intersection cross streets of the requested traffic
signal cabinet and simultaneously submitting suggested artwork for the vinyl wrap. Both
traffic signal cabinets and specific traffic signal cabinet wraps must be approved by
Pinellas County prior to the wrapping of the cabinet. Final selection of artwork will be
made by Pinellas County and to the extent multiple submissions of artwork are received
by the participating City or Agency, all artwork so submitted must be given to Pinellas
County for final review and selection.
B. Submitting to the Program Manager prior to final selection, proofs of artwork which is
not copyrighted.
1 Artwork may not display text or contain words or alpha -numeric characters.
Artwork that is deemed as offensive, commercial, religious, political, or
distracting in design or nature will be excluded from consideration. Nothing that
resembles a traffic sign is allowed.
2 Notwithstanding the general prohibition regarding text, words or alpha -numeric
characters, the artist's insignia, name of artwork and year created, along with
the statement "Created by Pinellas County Artist" are permitted to be printed on
the vinyl wrap as part of the artwork. The County, City and/or Agency logo may
also be included. The verbiage must not be visible from the road to avoid
distraction to road users.
C. Coordinating the wrapping of the traffic signal cabinet with an approved vendor and
ensuring that all vents, doors, keyholes, and latches are unobstructed. Photocell
windows must remain uncovered. All identification, contact numbers, warning labels
and official stickers must remain visible or installed by a county official during the
wrapping process upon request and coordination. Installed wraps will be inspected and
corrected by vendor if install does not pass inspection within a timeline acceptable to
the county; if necessary to ensure proper functioning of the traffic signal cabinet, the
County may make emergency modifications, including, but not limited to cutting vents.
Revised: 03.26.24 1
Pinellas
County
Public Works
D. Ensuring that wraps are professionally printed by a vendor approved by the
County and printed on an adhesive vinyl material that is weatherproof (recommended:
3M IJ180CV3 Graphic Film with UV protection laminate).
E. Providing photographs of the completed wrapped traffic signal cabinet to the Program
Manager and permitting unrestricted use by the County, including, but not limited to on
the County website, social media, digital media and presentations.
Standard Traffic Signal Cabinet Dimensions:
Please note that traffic signal cabinet
dimensions vary based on cabinet type and
adjacent cabinet(s), such as the Uninterruptible
Power Service (UPS) cabinet. Each individual
cabinet must be properly measured by the
participating agency and the approved vendor
before the vinyl wrap is ordered or purchased.
Consider that there are four sides to the main
traffic signal cabinet, and that the large side
generally faces traffic. Each side may be its own
creative concept, or it can all be a part of one
larger design.
When the traffic signal cabinet is wrapped, all
vents, doors and latches are to remain
unobstructed. All identification and contact
numbers must remain visible. All warning labels must remain visible. Installed wraps will be
inspected.
*Note: The illustration above is that of a standard traffic signal cabinet that is only to be used
for reference. Traffic signal cabinet dimensions and adjacent cabinet(s) vary based on cabinet
type. Taking measurements of the selected traffic signal cabinet(s) in the field is required by the
participating City or Agency and the approved vendor to enable proper install.
Revised: 03.26.24 2