HomeMy WebLinkAboutVarious One Main Street Gallery Artist Agreements 2019 3, 1(0.
AUBURN
,OSE[HAN xi?-1)
YOU��G�NEO One Main Street Gallery Artist Agreement
This Agreement, entered into to be effective on the date the last party hereto executes
this Agreement is between the ity of Auburn (hereinafter referred to as the
"BORROWER"); and 1---,'e. (hereinafter referred to as the
"LENDER").
RECITALS: LENDER has been selected to install the artwork described below
(hereinafter described and referred to as the "WORK") in Downtown Auburn
roN ,,4 4/N hereinafter referred to as the "SITE") for the Art on
Main'Gallery at One Main Street (hereinafter referred to as the "EXHIBITION").
AGREEMENT
LENDER shall execute and install the WORK in accordance with the design proposal
attached as Exhibit "A" and the following description and specifications:
NAME OF PUBLIC ART PROJECT:
LENDER: aG.k-` � L5E-.
ADDRESS: -'62e) 1 y — I
PHONE: 2 S 7 — 3 (2.13
E-MAIL: GL10 C� � �lint)
jSe..L 1461 ( bfrt r
LOAN PERIOD: 0cti (1+ 2-of JM /6)
TITLE OF WORK: FctclI v`JOCc ›
MEDIUM: /lM/1)(.ed -�c eGriet, (9Q4/le LcGi late j
DIMENSIONS: H:/.51/ W:/6/ D:
SELLING PRICE: 6L9"l)
1. ARTIST'S WORK. LENDER agrees to create, loan for exhibition, and deliver the
WORK at LENDER'S expense, to the SITE. The specific date of installation and
delivery shall be on or before October 18, 2019 and will be coordinated between
BORROWER and LENDER. LENDER is required and is responsible for installing
and removing the WORK, at LENDER'S sole expense and assumptions of all
risk, at the termination of the exhibit period should the WORK not be purchased
at the end of the exhibit period. LENDER further agrees to provide WORK that
does not exceed an appraised value of $10,000.
Page 1 of 6
AUBURN
„oTHAN You,MAG ft 0 One Main Street Gallery Artist Agreement
2. EXHIBITION. During the term of the loan period, BORROWER shall have the
exclusive right to possession of the WORK, and the WORK may not be removed during
the Loan Period. The WORK shall remain in the possession of the BORROWER for the
time specified on the face of this Agreement, but may be withdrawn from exhibition at
any time by the BORROWER.
3. SALE OF WORK. In the event that the piece is purchased at the conclusion of the
EXHIBITION, the BORROWER shall allow the LENDER first right of refusal for the
purchase of the artwork.
4. REMOVAL. All WORK must be removed by January 10, 2020 and the SITE must be
returned to its original condition upon removal of the WORK. If the LENDER fails to
remove the WORK within two weeks after such termination, then the BORROWER may
place the WORK in public storage for the account of the LENDER or may retain
possession and charge storage fees at market rate, and carry insurance on the WORK,
and the BORROWER shall have a lien for the storage fees and cost of the insurance. If
the LENDER has not claimed the WORK after six months from the last day of the Loan
Period, the work shall be deemed an unrestricted gift to the BORROWER.
5. USE OF CERTAIN CITY-OWNED EQUIPMENT. The BORROWER may, as a
courtesy, assist with the installation under the direction of the artist. If needed, the
LENDER may borrow certain equipment from the City to assist with the installation and
removal of the WORK (e.g. ladder). The LENDER recognizes and acknowledges that
any equipment is being provided by the City in an "as-is, where-is" condition, without
warranty. In consideration of the City's agreement to lend the equipment on request by
the LENDER, the LENDER, on behalf of themselves, their heirs, assigns and personal
representatives, waive and release any and all rights and causes of action for damages
or injury which the LENDER may have or which may accrue to them hereafter, whether
now known or unknown, against the City of Auburn, its employees, officials, officers and
agents for any and all loss, damage or injury or claim or legal action thereof on account
of any injury or death to the LENDER or damage to their property arising out of or in
connection with the use of the borrowed equipment. The LENDER further agrees to
hold harmless, defend and indemnify the City of Auburn, its employees, officials, officers,
agents and volunteers from any and all claims of liability for injury or damage suffered by
third parties or entities arising out of the LENDER's use of the equipment and any use of
the equipment by an agent of LENDER.
6. COMPENSATION. BORROWER agrees to pay LENDER a $1,000 stipend that will be
split into two payments. The first payment of $800 will be paid upon the satisfactory
completion of installation of the WORK as accepted by the City of Auburn Arts
Coordinator. The second payment of $200 will be paid upon de-installation of the
WORK leaving the gallery space clean and in the condition it was prior to the WORK
installation.
7. REPRODUCTIONS. LENDER grants BORROWER a non-exclusive license to make
photographs and other two-dimensional reproductions of the WORK for educational,
public relations, arts promotional, marketing, and non-commercial purposes during the
Page 2 of 6
AUBURN
_E rxnrr You,tiuciNEo One Main Street Gallery Artist Agreement
Loan Period. On any such reproductions, BORROWER shall take reasonable measures
to identify LENDER as the creator of the WORK.
8. MAINTENANCE AND REPAIRS. LENDER understands that the WORK shall be
displayed publicly in a space that receives direct sunlight and is not humidity or
temperature controlled. The parties acknowledge that during the term of the Loan
Period, maintenance of the WORK is anticipated to be minimal, but when needed must
be completed by the LENDER. The parties agree that they shall coordinate periodic
inspections and assessments of the condition of the WORK for the purpose of
coordinating any maintenance necessary to preserve the condition of the WORK and to
maintain its condition for public safety purposes, which maintenance will be provided by
LENDER at LENDER'S sole expense. If repair of the WORK is necessary during the
term of this Agreement, LENDER shall repair the WORK at LENDER'S sole expense. If
the WORK is damaged to the extent it becomes aesthetically compromised and/or
cannot be repaired or cleaned to the satisfaction of the BORROWER, LENDER shall
remove the WORK from the Premises at LENDER'S sole expense.
9. INDEPENDENT CONTRACTOR STATUS.
(A) LENDER is engaged as an independent contractor and will be responsible for any
federal, state and local taxes and fees applicable to payments.
(B) LENDER and its subcontractors and employees are independent contractors not
employees of the BORROWER and are not eligible for any benefits through
BORROWER, including without limitation, federal social security, health benefits,
workers' compensation, unemployment compensation, and retirement benefits.
10. INSURANCE. BORROWER shall provide insurance for the Work once the WORK is
installed on site. BORROWER accepts no responsibility for any error or deficiency in
information furnished to BORROWER'S insurers or for lapses in coverage.
11. LOSS AND ASSUMPTION OF RISK. LENDER agrees and consents to assume the
risk and hold BORROWER harmless from any loss or damage to the WORK during the
term of the Loan Agreement for amounts not covered by BORROWER'S insurance
policy referenced in Section 9 above, including the amount of any deductibles. Further,
LENDER acknowledges and agrees that the BORROWER has no obligation to provide
and BORROWER will not be providing any security for the WORK during its display in
the EXHIBITION.
Regardless of whether installation occurs within the term of the Loan Agreement, the
above assumption of risk and hold harmless specifically includes any damage to the
WORK or to third-party property or personal injury caused by the WORK, installation of
the WORK or modifications made to the artwork to accommodate installation.
12. ASSIGNMENT. LENDER shall not assign this Agreement, in whole or in part, or any
right or obligation, without the prior written approval of BORROWER.
13. WARRANTY. LENDER represents and warrants to BORROWER that the WORK is
unencumbered and no third party has any claim of ownership or claim of right to possess
the WORK. Additionally, LENDER represents and warrants to BORROWER that
Page 3 of 6
AUBURN
���ETHAN YOU,MAGlNEO One Main Street Gallery Artist Agreement
LENDER has full right, power and authority to grant the rights LENDER has granted to
the BORROWER under this Loan Agreement and BORROWER'S public display and
copying and distributing images of the WORK will not infringe the copyrights or other
intellectual property rights of any other person nor violate any rights of privacy or any
other statutory or common law rights of any third person.
14. DEFAULT. If the LENDER fails to fulfill in timely and proper manner its obligations
under this agreement, or if the LENDER shall violate any of the terms of this agreement,
the BORROWER shall have the right to sue for specific performance, to immediately
terminate this agreement and withhold payments in excess of fair compensation of
WORK completed, and recover charges. Not withstanding the above, the LENDER shall
not be relieved of liability to the BORROWER for damages sustained by virtue of any
breach of this agreement by the LENDER.
15. SEVERABILITY. If any term of this Agreement is held to be illegal, void or
unenforceable for any reason, such holding shall not affect the validity and enforceability
of any other term of this Agreement.
16. ENTIRE AGREEMENT. This Agreement constitutes the entire Agreement of the
parties with respect to the subject matter of this Agreement, and supersedes and
replaces any prior written or oral agreements, or understandings between the parties.
17. GOVERNING LAW AND VENUE. This Agreement shall be governed by and
construed in accordance with the laws of the State of Washington. The venue for any
action commenced under this agreement shall be exclusively in King County,
Washington.
18. ATTORNEY'S FEES. In the event of arbitration or litigation arising out of, or in any
way related to any term set forth in this Agreement, the prevailing party, in addition to
any other relief awarded, shall be entitled to recover its reasonable attorney's fees and
court costs at arbitration, trial and/or on appeal.
19. NONWAIVER. The waiver by any party of a breach or violation of any term of this
Agreement by the other party shall not operate or be construed as a waiver of any
subsequent breach.
20. AMENDMENTS. Any amendment to this Agreement must be made in writing and
signed by the party against whom enforcement is sought.
21. NOTICES. All notices required by this contract shall be in writing and mailed to the
parties at the addresses set forth below or at such other address that a party shall
specify. If the LENDER fails to notify BORROWER of his/her current address, notice
shall be deemed sufficient if BORROWER mails notice to the address of LENDER
provided below.
Page 4 of 6
AUBURN
�E r,,�N You,,,qG,NEo One Main Street Gallery Artist Agreement
ARTIST:
Each of the following parties agrees to all of the above terms and conditions of this Loan
Agreement.
ARTIST:
By. -{- Date:lD f 1
Print Name: ec / Fre,
CITY:
City of Auburn
By; \ -' Date /0/l tis
Daryl Faber, Director of Parks, Arts and Recreation, City of Auburn
Page 5 of 6
r
AUBURN
�O�ET�IAN YOU(��L�NEO One Main Street Gallery Artist Agreement
Exhibit A j `,�
d.�
LENDER'S artwork titled FI VvIOOd5 has been selected by a
jurying process for display as part of the City of Auburn's One Main Street Gallery program. It is
understood that the LENDER will display the work that was selected.
LENDER SHALL
1) Deliver and install WORK in good condition in accordance with specifications described
in Exhibit A. LENDER shall leave WORK and SITE in good condition, as clean and safe
as it was found, when installation is complete. BORROWER will not be held financially
responsible for any injuries or damages caused by the installation process.
2) Provide BORROWER with detailed maintenance plan, and description of proposed
installation plans, the materials, and fabrication methods used in WORK.
3) Deliver to the SITE in accordance with the LENDER's original artwork submission
4) Install the WORK in a manner acceptable to the BORROWER
5) As a courtesy, a staff will be onsite to assist with the installation under the guidance of
the LENDER. The city does not assume responsibility for any damage at the time of
installation, or any results of the welding work done.
Page 6 of 6
r i
AUBURNRequest for use of City of Auburn
Art on Main Gallery Equipment
,,,00THAN You,MAGINEo 910 9th Street SE, Auburn, WA 98002 1253-931-3043
ARTIST NAME eG Fr-e- LtS e.
be
1<-7 f
EMAIL be'c.,ky 4--re s8 6k1_l lNlckt.,
PRIMARY PHONE #253-380.-121
SECONDARY PHONE # c, '1
//11^ kw_ CITY/ZI t �"qt tJA / �7 cr
ADDRESS 4600I �J
EVENT DATE (S) O� b-� tit) . to) 2e2e
PICK UP DATEC,1 /7 RETURN DATE (prior to 5pm on M-For4pm on Saturday) /1)15-
REASON FOR EQUIPMENT USE ART ON MAIN GALLERY INSTALLATION
EQUIPMENT REQUESTED: (List each item of equipment requested for use) QUANTITY:
Little Giant Ladder 1
Orange Construction Cones and bases 2
Keys to Gallery Set of 2
You will receive a confirmation by mail or email regarding what equipment may be available for
your use along with instruction for pick-up and return of equipment.
The undersigned accepts and assumes full responsibility for the equipment during the time of possession and full
responsibility of any accidents that may occur while the equipment is in the possession of my organization. The undersigned
assumes full responsibility for replacement of borrowed equipment, if damage to equipment occurs.
The Borrower agrees to defend, indemnify and hold harmless The City, its agents, employees and officials, from all causes
of action, demands and claims, including the cost of their defense, from and against any and all claims, suits, actions, or
liabilities for injury or death of any person, or for loss or damage to property arising out of the Borrower's use of the
equipment, activities, or from any activity,work or thing done, permitted, or suffered by Borrower when using the equipment,
except for liability caused due to the s.le negligence • the City.
/
Signature of Borrower: i ' �' Date: o /I/
OFFICE USE ONLY
Date Reserved in CLASS Pick-up Date: Return Date:
Other Notes
3,\Lo,�
fa-00
AUBURN
�.°�`"A`1YOQ`h1AG1N�O One Main Street Gallery Artist Agreement
This Agreement, entered into to be effective on the date the last party hereto executes
this Agreement is between the City of Auburn (hereinafter referred to as the
"BORROWER"); and_Angie Hinojos Yusuf (hereinafter referred to as the
"LENDER").
RECITALS: LENDER has been selected to install the artwork described below
(hereinafter described and referred to as the "WORK") in Downtown Auburn Art on Main
Gallery hereinafter referred to as the "SITE")for the Art on Main Gallery
at One Main Street (hereinafter referred to as the "EXHIBITION").
AGREEMENT
LENDER shall execute and install the WORK in accordance with the design proposal
attached as Exhibit "A" and the following description and specifications:
NAME OF PUBLIC ART PROJECT:
LENDER: Angie Hinojos Yusuf
ADDRESS: 18008 ne 196th st., Woodinville WA, 98077
PHONE: 425 7364322
E-MAIL: angieyusuf@yahoo.com
LOAN PERIOD: July 20 -October 6, 2019
TITLE OF WORK: 1894
MEDIUM: G pdmr IAJ' Dd
DIMENSIONS: H: 6 h W: D:
SELLING PRICE: $ 2 "04 °(-3
1. ARTIST'S WORK. LENDER agrees to create, loan for exhibition, and deliver the
WORK at LENDER'S expense, to the SITE. The specific date of installation and
delivery shall be on or before July 20th, 2019 and will be coordinated between
BORROWER and LENDER. LENDER is required and is responsible for installing
and removing the WORK, at LENDER'S sole expense and assumptions of all
risk, at the termination of the exhibit period should the WORK not be purchased
at the end of the exhibit period. LENDER further agrees to provide WORK that
does not exceed an appraised value of$10,000.
Page 1 of 6
A -
a itt THAN YOuNAGINF.O
One Main Street Gallery Artist Agreement
2. EXHIBITION. During the term of the loan period, BORROWER shall have the
exclusive right to possession of the WORK, and the WORK may not be removed during
the Loan Period. The WORK shall remain in the possession of the BORROWER for the
time specified on the face of this Agreement, but may be withdrawn from exhibition at
any time by the BORROWER.
3. SALE OF WORK. In the event that the piece is purchased at the conclusion of the
EXHIBITION, the BORROWER shall allow the LENDER first right of refusal for the
purchase of the artwork.
4. REMOVAL. All WORK must be removed by October 11, 2019 and the SITE must be
returned to its original condition upon removal of the WORK. If the LENDER fails to
remove the WORK within two weeks after such termination, then the BORROWER may
place the WORK in public storage for the account of the LENDER or may retain
possession and charge storage fees at market rate, and carry insurance on the WORK,
and the BORROWER shall have a lien for the storage fees and cost of the insurance. If
the LENDER has not claimed the WORK after six months from the last day of the Loan
Period, the work shall be deemed an unrestricted gift to the BORROWER.
5. USE OF CERTAIN CITY-OWNED EQUIPMENT. The BORROWER may, as a
courtesy, assist with the installation under the direction of the artist. If needed, the
LENDER may borrow certain equipment from the City to assist with the installation and
removal of the WORK (e.g. ladder). The LENDER recognizes and acknowledges that
any equipment is being provided by the City in an "as-is, where-is" condition, without
warranty. In consideration of the City's agreement to lend the equipment on request by
the LENDER, the LENDER, on behalf of themselves, their heirs, assigns and personal
representatives, waive and release any and all rights and causes of action for damages
or injury which the LENDER may have or which may accrue to them hereafter, whether
now known or unknown, against the City of Auburn, its employees, officials, officers and
agents for any and all loss, damage or injury or claim or legal action thereof on account
of any injury or death to the LENDER or damage to their property arising out of or in
connection with the use of the borrowed equipment. The LENDER further agrees to
hold harmless, defend and indemnify the City of Auburn, its employees, officials, officers,
agents and volunteers from any and all claims of liability for injury or damage suffered by
third parties or entities arising out of the LENDER's use of the equipment and any use of
the equipment by an agent of LENDER.
6. COMPENSATION. BORROWER agrees to pay LENDER a $1,000 stipend that will be
split into two payments. The first payment of$800 will be paid upon the satisfactory
completion of installation of the WORK as accepted by the City of Auburn Arts
Coordinator. The second payment of$200 will be paid upon de-installation of the
WORK leaving the gallery space clean and in the condition it was prior to the WORK
installation.
7. REPRODUCTIONS. LENDER grants BORROWER a non-exclusive license to make
photographs and other two-dimensional reproductions of the WORK for educational,
public relations, arts promotional, marketing, and non-commercial purposes during the
Page 2 of 6
•
AUBURN
ocs,THAN Y°u'Mac►0° One Main Street Gallery Artist Agreement
Loan Period. On any such reproductions, BORROWER shall take reasonable measures
to identify LENDER as the creator of the WORK.
8. MAINTENANCE AND REPAIRS. LENDER understands that the WORK shall be
displayed publicly in a space that receives direct sunlight and is not humidity or
temperature controlled. The parties acknowledge that during the term of the Loan
Period, maintenance of the WORK is anticipated to be minimal, but when needed must
be completed by the LENDER. The parties agree that they shall coordinate periodic
inspections and assessments of the condition of the WORK for the purpose of
coordinating any maintenance necessary to preserve the condition of the WORK and to
maintain its condition for public safety purposes, which maintenance will be provided by
LENDER at LENDER'S sole expense. If repair of the WORK is necessary during the
term of this Agreement, LENDER shall repair the WORK at LENDER'S sole expense. If
the WORK is damaged to the extent it becomes aesthetically compromised and/or
cannot be repaired or cleaned to the satisfaction of the BORROWER, LENDER shall
remove the WORK from the Premises at LENDER'S sole expense.
9. INDEPENDENT CONTRACTOR STATUS.
(A) LENDER is engaged as an independent contractor and will be responsible for any
federal, state and local taxes and fees applicable to payments.
(B) LENDER and its subcontractors and employees are independent contractors not
employees of the BORROWER and are not eligible for any benefits through
BORROWER, including without limitation, federal social security, health benefits,
workers' compensation, unemployment compensation, and retirement benefits.
10. INSURANCE. BORROWER shall provide insurance for the Work once the WORK is
installed on site. BORROWER accepts no responsibility for any error or deficiency in
information furnished to BORROWER'S insurers or for lapses in coverage.
11. LOSS AND ASSUMPTION OF RISK. LENDER agrees and consents to assume the
risk and hold BORROWER harmless from any loss or damage to the WORK during the
term of the Loan Agreement for amounts not covered by BORROWER'S insurance
policy referenced in Section 9 above, including the amount of any deductibles. Further,
LENDER acknowledges and agrees that the BORROWER has no obligation to provide
and BORROWER will not be providing any security for the WORK during its display in
the EXHIBITION.
Regardless of whether installation occurs within the term of the Loan Agreement, the
above assumption of risk and hold harmless specifically includes any damage to the
WORK or to third-party property or personal injury caused by the WORK, installation of
the WORK or modifications made to the artwork to accommodate installation.
12. ASSIGNMENT. LENDER shall not assign this Agreement, in whole or in part, or any
right or obligation, without the prior written approval of BORROWER.
13. WARRANTY. LENDER represents and warrants to BORROWER that the WORK is
unencumbered and no third party has any claim of ownership or claim of right to possess
the WORK. Additionally, LENDER represents and warrants to BORROWER that
Page 3 of 6
AUBURN
0, ..f.AN YOU,AgAGINEv
One Main Street Gallery Artist Agreement
LENDER has full right, power and authority to grant the rights LENDER has granted to
the BORROWER under this Loan Agreement and BORROWER'S public display and
copying and distributing images of the WORK will not infringe the copyrights or other
intellectual property rights of any other person nor violate any rights of privacy or any
other statutory or common law rights of any third person.
14. DEFAULT. If the LENDER fails to fulfill in timely and proper manner its obligations
under this agreement, or if the LENDER shall violate any of the terms of this agreement,
the BORROWER shall have the right to sue for specific performance, to immediately
terminate this agreement and withhold payments in excess of fair compensation of
WORK completed, and recover charges. Not withstanding the above, the LENDER shall
not be relieved of liability to the BORROWER for damages sustained by virtue of any
breach of this agreement by the LENDER.
15. SEVERABILITY. If any term of this Agreement is held to be illegal, void or
unenforceable for any reason, such holding shall not affect the validity and enforceability
of any other term of this Agreement.
16. ENTIRE AGREEMENT. This Agreement constitutes the entire Agreement of the
parties with respect to the subject matter of this Agreement, and supersedes and
replaces any prior written or oral agreements, or understandings between the parties.
17. GOVERNING LAW AND VENUE. This Agreement shall be governed by and
construed in accordance with the laws of the State of Washington. The venue for any
action commenced under this agreement shall be exclusively in King County,
Washington.
18. ATTORNEY'S FEES. In the event of arbitration or litigation arising out of, or in any
way related to any term set forth in this Agreement, the prevailing party, in addition to
any other relief awarded, shall be entitled to recover its reasonable attorney's fees and
court costs at arbitration, trial and/or on appeal.
19. NONWAIVER. The waiver by any party of a breach or violation of any term of this
Agreement by the other party shall not operate or be construed as a waiver of any
subsequent breach.
20. AMENDMENTS. Any amendment to this Agreement must be made in writing and
signed by the party against whom enforcement is sought.
21. NOTICES. All notices required by this contract shall be in writing and mailed to the
parties at the addresses set forth below or at such other address that a party shall
specify. If the LENDER fails to notify BORROWER of his/her current address, notice
shall be deemed sufficient if BORROWER mails notice to the address of LENDER
provided below.
Page 4 of 6
AUBURN
00tr`ANYO".AG1N, One Main Street Gallery Artist Agreement
ARTIST:
Each of the f. owing parties agrees to all of the above terms and conditions of this Loan
Agreemen
ARTI
By: imilA 1 i/i5)(9.
, - / f
Print Name: s ,
CITY:
City of Auburn /
By: � Date '2 1/ S ( /y
Daryl Faber, Director of Parks, Arts and Recreation, City of Auburn
Page 5 of 6
AUBURN
00 THAN YOU imAGINEO
One Main Street Gallery Artist Agreement
Exhibit A
LENDER's artwork titled 1894 has been selected by a
jurying process for display as part of the City of Auburn's One Main Street Gallery program. It is
understood that the LENDER will display the work that was selected.
LENDER SHALL
1) Deliver and install WORK in good condition in accordance with specifications described
in Exhibit A. LENDER shall leave WORK and SITE in good condition, as clean and safe
as it was found, when installation is complete. BORROWER will not be held financially
responsible for any injuries or damages caused by the installation process.
2) Provide BORROWER with detailed maintenance plan, and description of proposed
installation plans, the materials, and fabrication methods used in WORK.
3) Deliver to the SITE in accordance with the LENDER's original artwork submission
4) Install the WORK in a manner acceptable to the BORROWER
5) As a courtesy, a staff will be onsite to assist with the installation under the guidance of
the LENDER. The city does not assume responsibility for any damage at the time of
installation, or any results of the welding work done.
Page 6 of 6
ArjDlJpJ. j Request for use of City of Auburn
V Art on Main Gallery Equipment
o0z�"vou1MAGI to 910 9th Street SE, Auburn, WA 98002 1253-931-3043
ARTIST NAME1 .and 414 0103 VIA (LA.-ft
EMAIL R.A.CtJet/uSuc@ ya116LaCCM_
U I -ZZ
PRIMARY PHONE # " a 5 - 736 ` ECONDARY PHONE #
ADDRESS -OC.� 6, / ? CITY/ZIP
EVENT DATE (S)
PICK UP DATE J Zfl/5 RETURN DATE (prior to Spm on M-For 4pm on Saturday) 7/1 6-1 II.
REASON FOR EQUIPMENT USE ART ON MAIN GALLERY INSTALLATION
EQUIPMENT REQUESTED: (List each item of equipment requested for use) QUANTITY:
Little Giant Ladder 1
Orange Construction Cones and bases 2
Keys to Gallery Set of 2
,C ik kitS 4 J(.0-m_
I 1 r
You receive a confirmation y mail or email regarding what equipment may be available for
your use along with instruction for pick-up and return of equipment.
The undersigned accepts and assumes full responsibility for the equipment during the time of possession and full
responsibility of any accidents that may occur while the equipment is in the possession of my organization.The undersigned
assumes full responsibility for replacement of borrowed equipment, if damage to equipment occurs.
The Borrower agrees to defend, indemnify and hold harmless The City, its agents, employees and officials,from all causes
of action,demands and claims, including the cost of their defense,from and against any and all claims,suits,actions,or
liabilities for injury or death of any person,or for loss or damage to property arising out of the Borrower's use of the
equipment, activities,or from any activity, w. k or thing done •ermitted,or suffered by Borrower when using the equipment,
except for liability caused due to the sole r, gligence of t'e ' ity. _
Signature of Borrower: �/' ate: 7//S l /
9 /
OFFICE USE ONLY
Date Reserved in CLASS Pick-up Date: Return Date:
Other Notes:
A1),[
900
AUBURN
o0
MAN YOLi`"'AOINE° Outdoor Sculpture Gallery Artist Agreement
AGREEMENT
This Agreement, entered into to be effective on the date the last party hereto executes
this Agreement is between the City of Auburn (hereinafter referred to as the
"BORROWER"); and Patricia Vader (hereinafter referred to as the
"LENDER").
RECITALS: LENDER has been selected to install the artwork described below
(hereinafter described and referred to as the "WORK") in Downtown Auburn
CIRCLES hereinafter referred to as the "SITE") for the Outdoor
Sculpture Gallery—Art on Main (hereinafter referred to as the "EXHIBITION").
LENDER shall execute and install the WORK in accordance with the design proposal
attached as Exhibit "A" and the following description and specifications:
NAME OF PUBLIC ART PROJECT:
LENDER:_PATRICIA_VADER
ADDRESS:_1085_Pereira_Road,_Martinez,_CA94553
PHONE: 925_229_2450
EMAIL: jpatriciavader@gmail.com
LOAN PERIOD: September 2018 — September 2019
TITLE OF WORK: CIRCLES
MEDIUM: steel_and aluminum
DIMENSIONS: H: 12' W: 5' D: 2'
SELLING PRICE: $_10,000
TERMS
1. ARTIST'S WORK. LENDER agrees to create, loan for exhibition, and deliver the
WORK at LENDER'S expense, to the SITE. The specific date of installation and delivery
shall be at an agreed upon date and time in September 2018 and will be coordinated
between BORROWER and LENDER. LENDER is responsible for removing the WORK,
at LENDER'S sole expense, at the termination of the exhibit period should the WORK
not be purchased at the end of the exhibit period.
Page 1 of 6
AUBURN
o�ETw'N You NAG INE° Outdoor Sculpture Gallery Artist Agreement
2. INSTALLATION. The LENDER as a courtesy will assist with the installation under
the direction of the artist and have available equipment and supplies arranged prior to
the date of installation.
3. EXHIBITION. During the term of the loan period, BORROWER shall have the
exclusive right to possession of the WORK, and the WORK may not be removed during
the Loan Period. The WORK shall remain in the possession of the BORROWER for the
time specified on the face of this Agreement, but may be withdrawn from exhibition at
any time by the BORROWER at the BORROWER'S expense and returned to LENDER.
4. SALE OF WORK. If the piece is purchased at the conclusion of the EXHIBITION, the
BORROWER shall allow the LENDER first right of refusal for the purchase of the
artwork.
5. REMOVAL. All WORK must be removed at agreed upon time within 2 weeks of the
termination of the exhibition in September 2019 and the SITE must be returned to its
original condition upon removal of the WORK. If the LENDER fails to remove the WORK
within two weeks after such termination, then the BORROWER may place the WORK in
public storage for the account of the LENDER or may retain possession and charge
storage fees at the market rate, and carry insurance on the WORK, and the
BORROWER shall have a lien for the storage fees and cost of the insurance. If the
LENDER has not claimed the WORK after six months from the last day of the Loan
Period, the WORK shall be deemed an unrestricted gift to the BORROWER.
6. COMPENSATION. BORROWER agrees to pay LENDER a fee of One Thousand
Dollars ($1,000.00) for the loaned WORK. Compensation will be paid upon the
satisfactory completion of installation of the WORK as accepted by the City of Auburn
Arts Coordinator.
7. REPRODUCTIONS. LENDER grants BORROWER a non-exclusive license to make
photographs and other two-dimensional reproductions of the WORK for educational,
public relations, arts promotional, marketing, and non-commercial purposes during the
Loan Period. On any such reproductions, BORROWER shall take reasonable measures
to identify LENDER as the creator of the WORK.
8. MAINTENANCE AND REPAIRS. LENDER understands that the WORK shall be
maintained outdoors in a non-secure environment for public display, and that the WORK
will be exposed to the elements, pollution, and other adverse environmental conditions.
The parties acknowledge that during the term of the Loan Period, maintenance of the
WORK is essential although anticipated to be minimal.
a) The parties agree that they shall coordinate periodic inspections and
assessments of the condition of the WORK for the purpose of cleaning
necessary to preserve the condition of the WORK, at LENDER's sole expense.
b) If monitoring shows any problems or issues with the WORK beyond anticipated
elemental exposure, such as vandalism or damages by third parties that
Page 2 of 6
AUBURN
THA
N You imAcistv Outdoor Sculpture Gallery Artist Agreement
compromise the integrity of the WORK for public safety purposes, the Parties will
contact each other and meet to discuss repair needs. Any vandalism repairs
shall be submitted for coverage to the BORROWER'S property insurance
subject to any applicable deductible as referenced below in Sections 10 and 11,
and then covered by LENDER.
c) If repair of the WORK is necessary for faulty craftsmanship or materials —
warranty repairs —during the term of this Agreement, maintenance and repair of
the WORK will be provided by LENDER at LENDER'S sole expense.
d) If the WORK is damaged by a non-warranty manner, to the extent it becomes
aesthetically compromised and/or cannot be repaired or cleaned to the
satisfaction of the BORROWER, LENDER shall remove the WORK from the
Premises at BORROWER's sole expense. If the damage is due to a warranty
issue the expense shall be the sole burden of the LENDER.
9. INDEPENDENT CONTRACTOR STATUS.
a) LENDER is engaged as an independent contractor and will be responsible for
any federal, state and local taxes and fees applicable to payments.
b) LENDER and its subcontractors and employees are independent contractors not
employees of the BORROWER and are not eligible for any benefits through
BORROWER, including without limitation, federal social security, health benefits,
workers' compensation, unemployment compensation, and retirement benefits.
10. INSURANCE. BORROWER shall provide property insurance for the WORK once
the WORK is installed on site. BORROWER accepts no responsibility for any error or
deficiency in information furnished to BORROWER'S insurers or for lapses in coverage
not due to BORROWER'S negligence.
11. LOSS AND ASSUMPTION OF RISK. LENDER agrees and consents to assume the
risk and hold BORROWER and their employees, volunteers and elected official's
harmless from any loss or damage to the WORK during the term of the Loan Agreement
for amounts not covered by BORROWER'S property insurance policy referenced in
Section 10 above, including the amount of any deductibles. Further, LENDER
acknowledges and agrees that the BORROWER has no obligation to provide and
BORROWER will not be providing any security for the WORK during its display in the
EXHIBITION.
Regardless of whether installation occurs within the term of the Loan Agreement, the
above assumption of risk and hold harmless specifically includes any damage to the
WORK or to third-party property caused by installation of the WORK or modifications
made to the artwork to accommodate installation.
12. ASSIGNMENT. LENDER shall not assign this Agreement, in whole or in part, or any
right or obligation, without the prior written approval of BORROWER.
Page 3 of 6
AuBuRN
14,0 N YOU lMgGINE� Outdoor Sculpture Gallery Artist Agreement
13. WARRANTY. LENDER represents and warrants to BORROWER that the WORK is
unencumbered and no third party has any claim of ownership or claim of right to possess
the WORK. Additionally, LENDER represents and warrants to BORROWER that
LENDER has full right, power and authority to grant the rights LENDER has granted to
the BORROWER under this Loan Agreement and BORROWER'S public display and
copying and distributing images of the WORK will not infringe the copyrights or other
intellectual property rights of any other person nor violate any rights of privacy or any
other statutory or common law rights of any third person.
14. DEFAULT. If the LENDER fails to fulfill in timely and proper manner its obligations
under this agreement, or if the LENDER shall violate any of the terms of this agreement,
the BORROWER shall have the right to sue for specific performance, to immediately
terminate this agreement and withhold payments in excess of fair compensation of
WORK completed, and recover charges. Not withstanding the above, the LENDER shall
not be relieved of liability to the BORROWER for damages sustained by virtue of any
breach of this agreement by the LENDER.
15. SEVERABILITY. If any term of this Agreement is held to be illegal, void or
unenforceable for any reason, such holding shall not affect the validity and enforceability
of any other term of this Agreement.
16. ENTIRE AGREEMENT. This Agreement constitutes the entire Agreement of the
parties with respect to the subject matter of this Agreement, and supersedes and
replaces any prior written or oral agreements, or understandings between the parties.
17. GOVERNING LAW AND VENUE. This Agreement shall be governed by and
construed in accordance with the laws of the State of Washington. The venue for any
action commenced under this agreement shall be exclusively in King County,
Washington.
18. ATTORNEY'S FEES. In the event of arbitration or litigation arising out of, or in any
way related to any term set forth in this Agreement, the prevailing party, in addition to
any other relief awarded, shall be entitled to recover its reasonable attorney's fees and
court costs at arbitration, trial and/or on appeal.
19. NONWAIVER. The waiver by any party of a breach or violation of any term of this
Agreement by the other party shall not operate or be construed as a waiver of any
subsequent breach.
20. AMENDMENTS. Any amendment to this Agreement must be made in writing and
signed by the party against whom enforcement is sought.
21. NOTICES. All notices required by this contract shall be in writing and mailed to the
parties at the addresses set forth below or at such other address that a party shall
specify. If the LENDER fails to notify BORROWER of his/her current address, notice
shall be deemed sufficient if BORROWER mails notice to the address of LENDER
provided below.
Page 4 of 6
AUBURN
OWETHANYOUti, /MA GlNEN) Outdoor Sculpture Gallery Artist Agreement
EXECUTION
Each of the following parties agrees to all of the above terms and conditions of this Loan
Agreement.
ARTIST:
By: Date: _6-21-2018
Print Name: _Patricia Vader
CITY:
City of Auburn
(13
h•�A Date 7//l11 9
Daryl Faber, Director of Parks, Arts and Recreation, City of Auburn
Page 5 of 6
AUBURN
pwETHAN YOut AGlNEO Outdoor Sculpture Gallery Artist Agreement
Exhibit A
LENDER's artwork titled CIRCLES has been
selected by a jurying process for display as part of the City of Auburn's Outdoor Sculpture Gallery
program. It is understood that the LENDER will display the work that was selected.
LENDER SHALL
1) Deliver and install WORK in good condition in accordance with specifications described
in Exhibit A. LENDER shall leave WORK and SITE in good condition, as clean and safe
as it was found, when installation is complete. BORROWER will not be held financially
responsible for any injuries or damages caused by the installation process.
2) Provide BORROWER with detailed maintenance plan, and description of proposed
installation plans, the materials, and fabrication methods used in WORK.
3) Deliver to the SITE in accordance with the LENDER's original artwork submission
4) Install the WORK in a manner acceptable to the BORROWER
5) As a courtesy, a staff will be onsite to assist with the installation under the guidance of
the LENDER. The city does not assume responsibility for any damage at the time of
installation, or any results of the welding work done.
Page 6 of 6
A lie"
AUBURN
oncTRAN YOU'MAGft Outdoor Sculpture Gallery Artist Agreement
AGREEMENT
This Agreement, entered into to be effective on the date the last party hereto executes
this Agreement is between the City of Auburn (hereinafter referred to as the
"BORROWER"); and Ken Turner (hereinafter referred to as the "LENDER").
RECITALS: LENDER has been selected to install the artwork described below
(hereinafter described and referred to as the"WORK") in Downtown Auburn_Site 3, 1st
St NE and N Division hereinafter referred to as the "SITE") for the Outdoor
Sculpture Gallery—Art on Main (hereinafter referred to as the"EXHIBITION").
LENDER shall execute and install the WORK in accordance with the design proposal
attached as Exhibit "A" and the following description and specifications:
NAME OF PUBLIC ART PROJECT:
LENDER: Ken Turner
ADDRESS: 2110 18th Ave. S., Seattle, WA 98144
PHONE: (206) 325-4709
E-MAIL: kenturner2Cajuno.com
LOAN PERIOD: September 2018 —September 2019
TITLE OF WORK: Time Management
MEDIUM: stainless steel
DIMENSIONS: H: 87" W: 28" D: 24"
SELLING PRICE: $ 8000.00
TERMS
1. ARTIST'S WORK. LENDER agrees to create, loan for exhibition, and deliver the
WORK at LENDER'S expense, to the SITE. The specific date of installation and delivery
shall be at an agreed upon date and time in September 2018 and will be coordinated
between BORROWER and LENDER. LENDER is responsible for removing the WORK,
at LENDER'S sole expense, at the termination of the exhibit period should the WORK
not be purchased at the end of the exhibit period.
Page 1 of 6
AUBURN
00T"A"YO"'"AGR4 ° Outdoor Sculpture Gallery Artist Agreement
2. INSTALLATION. The LENDER as a courtesy will assist with the installation under the
direction of the artist and have available equipment and supplies arranged prior to the date of
installation.
3. EXHIBITION. During the term of the loan period, BORROWER shall have the exclusive right
to possession of the WORK, and the WORK may not be removed during the Loan Period. The
WORK shall remain in the possession of the BORROWER for the time specified on the face of
this Agreement, but may be withdrawn from exhibition at any time by the BORROWER at the
BORROWER'S expense and returned to LENDER.
4. SALE OF WORK. If the piece is purchased at the conclusion of the EXHIBITION, the
BORROWER shall allow the LENDER first right of refusal for the purchase of the artwork.
5. REMOVAL. All WORK must be removed at agreed upon time within 2 weeks of the
termination of the exhibition in September 2019 and the SITE must be returned to its original
condition upon removal of the WORK. If the LENDER fails to remove the WORK within two
weeks after such termination, then the BORROWER may place the WORK in public storage for
the account of the LENDER or may retain possession and charge storage fees at the market
rate, and carry insurance on the WORK, and the BORROWER shall have a lien for the storage
fees and cost of the insurance. If the LENDER has not claimed the WORK after six months from
the last day of the Loan Period, the WORK shall be deemed an unrestricted gift to the
BORROWER.
6. COMPENSATION. BORROWER agrees to pay LENDER a fee of One Thousand Dollars
($1,000.00) for the loaned WORK. Compensation will be paid upon the satisfactory completion
of installation of the WORK as accepted by the City of Auburn Arts Coordinator.
7. REPRODUCTIONS. LENDER grants BORROWER a non-exclusive license to make
photographs and other two-dimensional reproductions of the WORK for educational, public
relations, arts promotional, marketing, and non-commercial purposes during the Loan Period.
On any such reproductions, BORROWER shall take reasonable measures to identify LENDER
as the creator of the WORK.
8. MAINTENANCE AND REPAIRS. LENDER understands that the WORK shall be maintained
outdoors in a non-secure environment for public display, and that the WORK will be exposed to
the elements, pollution, and other adverse environmental conditions. The parties acknowledge
that during the term of the Loan Period, maintenance of the WORK is essential although
anticipated to be minimal.
a) The parties agree that they shall coordinate periodic inspections and assessments of the
condition of the WORK for the purpose of cleaning necessary to preserve the condition
of the WORK, at LENDER's sole expense.
b) If monitoring shows any problems or issues with the WORK beyond anticipated
elemental exposure, such as vandalism or damages by third parties that compromise the
integrity of the WORK for public safety purposes, the Parties will contact each other and
meet to discuss repair needs. Any vandalism repairs shall be submitted for coverage to
the BORROWER'S property insurance subject to any applicable deductible as
Page 2 of 6
AUBURN
T`�
Mo� '"Yo"'"'aciNE° Outdoor Sculpture Gallery Artist Agreement
referenced below in Sections 10 and 11, and then covered by LENDER.
c) If repair of the WORK is necessary for faulty craftsmanship or materials —warranty
repairs —during the term of this Agreement, maintenance and repair of the WORK will
be provided by LENDER at LENDER'S sole expense.
d) If the WORK is damaged by a non-warranty manner, to the extent it becomes
aesthetically compromised and/or cannot be repaired or cleaned to the satisfaction of
the BORROWER, LENDER shall remove the WORK from the Premises at
BORROWER's sole expense. If the damage is due to a warranty issue the expense
shall be the sole burden of the LENDER.
9. INDEPENDENT CONTRACTOR STATUS.
a) LENDER is engaged as an independent contractor and will be responsible for any
federal, state and local taxes and fees applicable to payments.
b) LENDER and its subcontractors and employees are independent contractors not
employees of the BORROWER and are not eligible for any benefits through
BORROWER, including without limitation, federal social security, health benefits,
workers' compensation, unemployment compensation, and retirement benefits.
10. INSURANCE. BORROWER shall provide property insurance for the WORK once the
WORK is installed on site. BORROWER accepts no responsibility for any error or deficiency in
information furnished to BORROWER'S insurers or for lapses in coverage not due to
BORROWER'S negligence.
11. LOSS AND ASSUMPTION OF RISK. LENDER agrees and consents to assume the risk
and hold BORROWER and their employees, volunteers and elected official's harmless from any
loss or damage to the WORK during the term of the Loan Agreement for amounts not covered
by BORROWER'S property insurance policy referenced in Section 10 above, including the
amount of any deductibles. Further, LENDER acknowledges and agrees that the BORROWER
has no obligation to provide and BORROWER will not be providing any security for the WORK
during its display in the EXHIBITION.
Regardless of whether installation occurs within the term of the Loan Agreement, the above
assumption of risk and hold harmless specifically includes any damage to the WORK or to third-
party property caused by installation of the WORK or modifications made to the artwork to
accommodate installation.
12. ASSIGNMENT. LENDER shall not assign this Agreement, in whole or in part, or any right or
obligation, without the prior written approval of BORROWER.
13. WARRANTY. LENDER represents and warrants to BORROWER that the WORK is
unencumbered and no third party has any claim of ownership or claim of right to possess the
WORK. Additionally, LENDER represents and warrants to BORROWER that LENDER has full
right, power and authority to grant the rights LENDER has granted to the BORROWER under
this Loan Agreement and BORROWER'S public display and copying and distributing images of
Page 3 of 6
* ,
AUBURN
\4,0 �'�,AG�N�° Outdoor Sculpture Gallery Artist Agreement
the WORK will not infringe the copyrights or other intellectual property rights of any other person
nor violate any rights of privacy or any other statutory or common law rights of any third person.
14. DEFAULT. If the LENDER fails to fulfill in timely and proper manner its obligations under
this agreement, or if the LENDER shall violate any of the terms of this agreement, the
BORROWER shall have the right to sue for specific performance, to immediately terminate this
agreement and withhold payments in excess of fair compensation of WORK completed, and
recover charges. Not withstanding the above, the LENDER shall not be relieved of liability to the
BORROWER for damages sustained by virtue of any breach of this agreement by the LENDER.
15. SEVERABILITY. If any term of this Agreement is held to be illegal, void or unenforceable
for any reason, such holding shall not affect the validity and enforceability of any other term of
this Agreement.
16. ENTIRE AGREEMENT. This Agreement constitutes the entire Agreement of the parties
with respect to the subject matter of this Agreement, and supersedes and replaces any prior
written or oral agreements, or understandings between the parties.
17. GOVERNING LAW AND VENUE. This Agreement shall be governed by and construed in
accordance with the laws of the State of Washington. The venue for any action commenced
under this agreement shall be exclusively in King County, Washington.
18. ATTORNEY'S FEES. In the event of arbitration or litigation arising out of, or in any way
related to any term set forth in this Agreement, the prevailing party, in addition to any other relief
awarded, shall be entitled to recover its reasonable attorney's fees and court costs at arbitration,
trial and/or on appeal.
19. NONWAIVER. The waiver by any party of a breach or violation of any term of this
Agreement by the other party shall not operate or be construed as a waiver of any subsequent
breach.
20. AMENDMENTS. Any amendment to this Agreement must be made in writing and signed by
the party against whom enforcement is sought.
21. NOTICES. All notices required by this contract shall be in writing and mailed to the parties
at the addresses set forth below or at such other address that a party shall specify. If the
LENDER fails to notify BORROWER of his/her current address, notice shall be deemed
sufficient if BORROWER mails notice to the address of LENDER provided below.
EXECUTION
Each of the following parties agrees to all of the above terms and conditions of this Loan
Agreement.
ARTIST:
Page 4 of 6
AUBURN
THAN YOU j
GI Outdoor Sculpture Gallery Artist Agreement
EXECUTION
Each of the following parties agrees to all of the above terms and conditions of this Loan
Agreement.
ARTIST: /
By: f,-c, �, -�� Date: / l '
Print Name: Ken Turner
CITY:
City of Auburn
f!c-770th_b,„\ZreNt, Date 71/7/rg
Daryl Faber, Director of Parks, Arts and Recreation, City of Auburn
Page 5 of 6
AUBURN
MO.THANyou IMAGiNEO Outdoor Sculpture Gallery Artist Agreement
Exhibit A
LENDER's artwork titled Time Management has been selected by a
jurying process for display as part of the City of Auburn's Outdoor Sculpture Gallery program. It
is understood that the LENDER will display the work that was selected.
LENDER SHALL
1) Deliver and install WORK in good condition in accordance with specifications described
in Exhibit A. LENDER shall leave WORK and SITE in good condition, as clean and safe
as it was found, when installation is complete. BORROWER will not be held financially
responsible for any injuries or damages caused by the installation process.
2) Provide BORROWER with detailed maintenance plan, and description of proposed
installation plans, the materials, and fabrication methods used in WORK.
3) Deliver to the SITE in accordance with the LENDER's original artwork submission
4) Install the WORK in a manner acceptable to the BORROWER
5) As a courtesy, a staff will be onsite to assist with the installation under the guidance of
the LENDER. The city does not assume responsibility for any damage at the time of
installation, or any results of the welding work done.
Page 6 of 6
(\-6.1Lo6
AUBURN
„,00THAN YOU IMAGINES' Outdoor Sculpture Gallery Artist Agreement
AGREEMENT
This Agreement, entered into to be effective on the date the last party hereto executes
this Agreement is between the City of Auburn (hereinafter referred to as the
"BORROWER"); and 4,e(A ✓"o n (hereinafter referred to as the
"LENDER").
RECITALS: LENDER has been selected to install the artwork described below
(hereinafter described and referred to as the"WORK") in Downtown Auburn
mac
, ay L 4 1 hereinafter referred to as the"SITE")for the
Outdoor Sculpture Gallery—Art on Main (hereinafter referred to as the "EXHIBITION").
LENDER shall execute and install the WORK in accordance with the design proposal
attached as Exhibit "A" and the following description and specifications:
NAME OF PUBLIC ART PROJECT:
LENDER: .40‘s0,1.
ADDRESS: /5-8$— J;11.f, OaQ 9 7X0
PHONE: ..( 3 3.63- 8 6 ?-R l
E-MAIL: jJ S'c ci 7' ieolc�v7 . cc,
LOAN PERIOD: September 2018 —September 2019
,tre
TITLE OF WORK: A. 4 Aa r
MEDIUM: !ter/.le-.l � L� out/ 1-7/00'
DIMENSIONS: H: 7 W: ' D: 3
SELLING PRICE: $ 26i 0 c"
TERMS
1. ARTIST'S WORK. LENDER agrees to create, loan for exhibition, and deliver the
WORK at LENDER'S expense, to the SITE. The specific date of installation and delivery
shall be at an agreed upon date and time in September 2018 and will be coordinated
between BORROWER and LENDER. LENDER is responsible for removing the WORK,
at LENDER'S sole expense, at the termination of the exhibit period should the WORK
not be purchased at the end of the exhibit period.
Page 1 of 6
AUBURN
�O�[ttAN YOU► GIN0 Outdoor Sculpture Gallery Artist Agreement
2. INSTALLATION. The LENDER as a courtesy will assist with the installation under
the direction of the artist and have available equipment and supplies arranged prior to
the date of installation.
3. EXHIBITION. During the term of the loan period, BORROWER shall have the
exclusive right to possession of the WORK, and the WORK may not be removed during
the Loan Period. The WORK shall remain in the possession of the BORROWER for the
time specified on the face of this Agreement, but may be withdrawn from exhibition at
any time by the BORROWER at the BORROWER'S expense and returned to LENDER.
4. SALE OF WORK. If the piece is purchased at the conclusion of the EXHIBITION, the
BORROWER shall allow the LENDER first right of refusal for the purchase of the
artwork.
5. REMOVAL. All WORK must be removed at agreed upon time within 2 weeks of the
termination of the exhibition in September 2019 and the SITE must be returned to its
original condition upon removal of the WORK. If the LENDER fails to remove the WORK
within two weeks after such termination, then the BORROWER may place the WORK in
public storage for the account of the LENDER or may retain possession and charge
storage fees at the market rate, and carry insurance on the WORK, and the
BORROWER shall have a lien for the storage fees and cost of the insurance. If the
LENDER has not claimed the WORK after six months from the last day of the Loan
Period, the WORK shall be deemed an unrestricted gift to the BORROWER.
6. COMPENSATION. BORROWER agrees to pay LENDER a fee of One Thousand
Dollars ($1,000.00)for the loaned WORK. Compensation will be paid upon the
satisfactory completion of installation of the WORK as accepted by the City of Auburn
Arts Coordinator.
7. REPRODUCTIONS. LENDER grants BORROWER a non-exclusive license to make
photographs and other two-dimensional reproductions of the WORK for educational,
public relations, arts promotional, marketing, and non-commercial purposes during the
Loan Period. On any such reproductions, BORROWER shall take reasonable measures
to identify LENDER as the creator of the WORK.
8. MAINTENANCE AND REPAIRS. LENDER understands that the WORK shall be
maintained outdoors in a non-secure environment for public display, and that the WORK
will be exposed to the elements, pollution, and other adverse environmental conditions.
The parties acknowledge that during the term of the Loan Period, maintenance of the
WORK is essential although anticipated to be minimal.
a) The parties agree that they shall coordinate periodic inspections and
assessments of the condition of the WORK for the purpose of cleaning
necessary to preserve the condition of the WORK, at LENDER's sole expense.
b) If monitoring shows any problems or issues with the WORK beyond anticipated
elemental exposure, such as vandalism or damages by third parties that
Page 2 of 6
AUBURN
�00TttnN You►titaG1 Outdoor Sculpture Gallery Artist Agreement
compromise the integrity of the WORK for public safety purposes, the Parties will
contact each other and meet to discuss repair needs. Any vandalism repairs
shall be submitted for coverage to the BORROWER'S property insurance
subject to any applicable deductible as referenced below in Sections 10 and 11,
and then covered by LENDER.
c) If repair of the WORK is necessary for faulty craftsmanship or materials—
warranty repairs—during the term of this Agreement, maintenance and repair of
the WORK will be provided by LENDER at LENDER'S sole expense.
d) If the WORK is damaged by a non-warranty manner, to the extent it becomes
aesthetically compromised and/or cannot be repaired or cleaned to the
satisfaction of the BORROWER, LENDER shall remove the WORK from the
Premises at BORROWER's sole expense. If the damage is due to a warranty
issue the expense shall be the sole burden of the LENDER.
9. INDEPENDENT CONTRACTOR STATUS.
a) LENDER is engaged as an independent contractor and will be responsible for
any federal, state and local taxes and fees applicable to payments.
b) LENDER and its subcontractors and employees are independent contractors not
employees of the BORROWER and are not eligible for any benefits through
BORROWER, including without limitation, federal social security, health benefits,
workers' compensation, unemployment compensation, and retirement benefits.
10. INSURANCE. BORROWER shall provide property insurance for the WORK once
the WORK is installed on site. BORROWER accepts no responsibility for any error or
deficiency in information furnished to BORROWER'S insurers or for lapses in coverage
not due to BORROWER'S negligence.
11. LOSS AND ASSUMPTION OF RISK. LENDER agrees and consents to assume the
risk and hold BORROWER and their employees, volunteers and elected official's
harmless from any loss or damage to the WORK during the term of the Loan Agreement
for amounts not covered by BORROWER'S property insurance policy referenced in
Section 10 above, including the amount of any deductibles. Further, LENDER
acknowledges and agrees that the BORROWER has no obligation to provide and
BORROWER will not be providing any security for the WORK during its display in the
EXHIBITION.
Regardless of whether installation occurs within the term of the Loan Agreement, the
above assumption of risk and hold harmless specifically includes any damage to the
WORK or to third-party property caused by installation of the WORK or modifications
made to the artwork to accommodate installation.
12. ASSIGNMENT. LENDER shall not assign this Agreement, in whole or in part, or any
right or obligation, without the prior written approval of BORROWER.
Page 3 of 6
AUBURN
,,,.„,,,k,11-IAN YO"`"'^oI"a° Outdoor Sculpture Gallery Artist Agreement
13. WARRANTY. LENDER represents and warrants to BORROWER that the WORK is
unencumbered and no third party has any claim of ownership or claim of right to possess
the WORK. Additionally, LENDER represents and warrants to BORROWER that
LENDER has full right, power and authority to grant the rights LENDER has granted to
the BORROWER under this Loan Agreement and BORROWER'S public display and
copying and distributing images of the WORK will not infringe the copyrights or other
intellectual property rights of any other person nor violate any rights of privacy or any
other statutory or common law rights of any third person.
14. DEFAULT. If the LENDER fails to fulfill in timely and proper manner its obligations
under this agreement, or if the LENDER shall violate any of the terms of this agreement,
the BORROWER shall have the right to sue for specific performance, to immediately
terminate this agreement and withhold payments in excess of fair compensation of
WORK completed, and recover charges. Not withstanding the above, the LENDER shall
not be relieved of liability to the BORROWER for damages sustained by virtue of any
breach of this agreement by the LENDER.
15. SEVERABILITY. If any term of this Agreement is held to be illegal, void or
unenforceable for any reason, such holding shall not affect the validity and enforceability
of any other term of this Agreement.
16. ENTIRE AGREEMENT. This Agreement constitutes the entire Agreement of the
parties with respect to the subject matter of this Agreement, and supersedes and
replaces any prior written or oral agreements, or understandings between the parties.
17. GOVERNING LAW AND VENUE. This Agreement shall be governed by and
construed in accordance with the laws of the State of Washington. The venue for any
action commenced under this agreement shall be exclusively in King County,
Washington.
18. ATTORNEY'S FEES. In the event of arbitration or litigation arising out of, or in any
way related to any term set forth in this Agreement, the prevailing party, in addition to
any other relief awarded, shall be entitled to recover its reasonable attorney's fees and
court costs at arbitration, trial and/or on appeal.
19. NONWAIVER. The waiver by any party of a breach or violation of any term of this
Agreement by the other party shall not operate or be construed as a waiver of any
subsequent breach.
20. AMENDMENTS. Any amendment to this Agreement must be made in writing and
signed by the party against whom enforcement is sought.
21. NOTICES. All notices required by this contract shall be in writing and mailed to the
parties at the addresses set forth below or at such other address that a party shall
specify. If the LENDER fails to notify BORROWER of his/her current address, notice
shall be deemed sufficient if BORROWER mails notice to the address of LENDER
provided below.
Page 4 of 6
AUBURN
tt,00Ti►nNYOU/AGI Outdoor Sculpture Gallery Artist Agreement
EXECUTION
Each of the following parties agrees to all of the above terms and conditions of this Loan
Agreement.
ARTIST:
By: moi. 70., Date: 1 — t• i /e
Pint Name: s f1 ✓o LeSen
CITY:
City of Auburn
B -' Date `7!$//'9
Daryl Faber, Director of Parks, Arts and Recreation, City of Auburn
Page 5 of 6
AUBURN
THAN YOUItitnGINEv Outdoor Sculpture Gallery Artist Agreement
Exhibit A r
LENDER's artwork titled Xise ,
y Xieber has been selected by a
jurying process for display as part of the City of Auburn's Outdoor Sculpture Gallery program. It
is understood that the LENDER will display the work that was selected.
LENDER SHALL
1) Deliver and install WORK in good condition in accordance with specifications described
in Exhibit A. LENDER shall leave WORK and SITE in good condition, as clean and safe
as it was found, when installation is complete. BORROWER will not be held financially
responsible for any injuries or damages caused by the installation process.
2) Provide BORROWER with detailed maintenance plan, and description of proposed
installation plans, the materials, and fabrication methods used in WORK.
3) Deliver to the SITE in accordance with the LENDER's original artwork submission
4) Install the WORK in a manner acceptable to the BORROWER
5) As a courtesy, a staff will be onsite to assist with the installation under the guidance of
the LENDER. The city does not assume responsibility for any damage at the time of
installation, or any results of the welding work done.
Page 6 of 6
A
'o\61
AUBURN
tiowt-tHAN YOu imAGIstoOutdoor Sculpture Gallery Artist Agreement
AGREEMENT
This Agreement, entered into to be effective on the date the last party hereto executes
this Agreement is between the City of Auburn (hereinafter referred to as the
"BORROWER"); and Joel Heidel and Angelina Marino-Heidel (hereinafter referred to as
the "LENDER").
RECITALS: LENDER has been selected to install the artwork described below
(hereinafter described and referred to as the "WORK") in Downtown Auburn
Corner of R Street & 29th by Game Farm Park Storage hereinafter referred to as the
"SITE") for the Outdoor Sculpture Gallery—Art on Main (hereinafter referred to as the
"EXHIBITION").
LENDER shall execute and install the WORK in accordance with the design proposal
attached as Exhibit "A" and the following description and specifications:
NAME OF PUBLIC ART PROJECT:
LENDER: Joel Heidel and Angelina Marino-Heidel
ADDRESS: 7331 SW Barbur Blvd. Portland, OR 97219
PHONE: 503-381-8614
E-MAIL: Angelina@artspa.us
LOAN PERIOD: September 2018 — September 2019
TITLE OF WORK: Journey Home
MEDIUM: Steel, Powder-coat
DIMENSIONS: H: W: D:
SELLING PRICE: $18,000
TERMS
1. ARTIST'S WORK. LENDER agrees to create, loan for exhibition, and deliver the
WORK at LENDER'S expense, to the SITE. The specific date of installation and delivery
shall be at an agreed upon date and time in September 2018 and will be coordinated
between BORROWER and LENDER. LENDER is responsible for removing the WORK,
at LENDER'S sole expense, at the termination of the exhibit period should the WORK
not be purchased at the end of the exhibit period.
Page 1 of 7
AUBURN
�oRETr�nNYouNAG l Outdoor Sculpture Gallery Artist Agreement
2. INSTALLATION. The LENDER as a courtesy will assist with the installation under
the direction of the artist and have available equipment and supplies arranged prior to
the date of installation.
3. EXHIBITION. During the term of the loan period, BORROWER shall have the
exclusive right to possession of the WORK, and the WORK may not be removed during
the Loan Period. The WORK shall remain in the possession of the BORROWER for the
time specified on the face of this Agreement, but may be withdrawn from exhibition at
any time by the BORROWER at the BORROWER'S expense and returned to LENDER.
4. SALE OF WORK. If the piece is purchased at the conclusion of the EXHIBITION, the
BORROWER shall allow the LENDER first right of refusal for the purchase of the
artwork.
5. REMOVAL. All WORK must be removed at agreed upon time within 2 weeks of the
termination of the exhibition in September 2019 and the SITE must be returned to its
original condition upon removal of the WORK. If the LENDER fails to remove the WORK
within two weeks after such termination, then the BORROWER may place the WORK in
public storage for the account of the LENDER or may retain possession and charge
storage fees at the market rate, and carry insurance on the WORK, and the
BORROWER shall have a lien for the storage fees and cost of the insurance. If the
LENDER has not claimed the WORK after six months from the last day of the Loan
Period, the WORK shall be deemed an unrestricted gift to the BORROWER.
6. COMPENSATION. BORROWER agrees to pay LENDER a fee of One Thousand
Dollars ($1,000.00) for the loaned WORK. Compensation will be paid upon the
satisfactory completion of installation of the WORK as accepted by the City of Auburn
Arts Coordinator.
7. REPRODUCTIONS. LENDER grants BORROWER a non-exclusive license to make
photographs and other two-dimensional reproductions of the WORK for educational,
public relations, arts promotional, marketing, and non-commercial purposes during the
Loan Period. On any such reproductions, BORROWER shall take reasonable measures
to identify LENDER as the creator of the WORK.
8. MAINTENANCE AND REPAIRS. LENDER understands that the WORK shall be
maintained outdoors in a non-secure environment for public display, and that the WORK
will be exposed to the elements, pollution, and other adverse environmental conditions.
The parties acknowledge that during the term of the Loan Period, maintenance of the
WORK is essential although anticipated to be minimal.
a) The parties agree that they shall coordinate periodic inspections and
assessments of the condition of the WORK for the purpose of cleaning
necessary to preserve the condition of the WORK, at LENDER's sole expense.
b) If monitoring shows any problems or issues with the WORK beyond anticipated
elemental exposure, such as vandalism or damages by third parties that
Page 2 of 7
AUBURN
�O�ETHANYOU(MAGIN60 Outdoor Sculpture Gallery Artist Agreement
compromise the integrity of the WORK for public safety purposes, the Parties will
contact each other and meet to discuss repair needs. Any vandalism repairs
shall be submitted for coverage to the BORROWER'S property insurance
subject to any applicable deductible as referenced below in Sections 10 and 11,
and then covered by LENDER.
c) If repair of the WORK is necessary for faulty craftsmanship or materials —
warranty repairs — during the term of this Agreement, maintenance and repair of
the WORK will be provided by LENDER at LENDER'S sole expense.
d) If the WORK is damaged by a non-warranty manner, to the extent it becomes
aesthetically compromised and/or cannot be repaired or cleaned to the
satisfaction of the BORROWER, LENDER shall remove the WORK from the
Premises at BORROWER's sole expense. If the damage is due to a warranty
issue the expense shall be the sole burden of the LENDER.
9. INDEPENDENT CONTRACTOR STATUS.
a) LENDER is engaged as an independent contractor and will be responsible for
any federal, state and local taxes and fees applicable to payments.
b) LENDER and its subcontractors and employees are independent contractors not
employees of the BORROWER and are not eligible for any benefits through
BORROWER, including without limitation, federal social security, health benefits,
workers' compensation, unemployment compensation, and retirement benefits.
10. INSURANCE. BORROWER shall provide property insurance for the WORK once
the WORK is installed on site. BORROWER accepts no responsibility for any error or
deficiency in information furnished to BORROWER'S insurers or for lapses in coverage
not due to BORROWER'S negligence.
11. LOSS AND ASSUMPTION OF RISK. LENDER agrees and consents to assume the
risk and hold BORROWER and their employees, volunteers and elected official's
harmless from any loss or damage to the WORK during the term of the Loan Agreement
for amounts not covered by BORROWER'S property insurance policy referenced in
Section 10 above, including the amount of any deductibles. Further, LENDER
acknowledges and agrees that the BORROWER has no obligation to provide and
BORROWER will not be providing any security for the WORK during its display in the
EXHIBITION.
Regardless of whether installation occurs within the term of the Loan Agreement, the
above assumption of risk and hold harmless specifically includes any damage to the
WORK or to third-party property caused by installation of the WORK or modifications
made to the artwork to accommodate installation.
12. ASSIGNMENT. LENDER shall not assign this Agreement, in whole or in part, or any
right or obligation, without the prior written approval of BORROWER.
Page 3 of 7
AUBURN
�o0THANYouNAG Its0 Outdoor Sculpture Gallery Artist Agreement
13. WARRANTY. LENDER represents and warrants to BORROWER that the WORK is
unencumbered and no third party has any claim of ownership or claim of right to possess
the WORK. Additionally, LENDER represents and warrants to BORROWER that
LENDER has full right, power and authority to grant the rights LENDER has granted to
the BORROWER under this Loan Agreement and BORROWER'S public display and
copying and distributing images of the WORK will not infringe the copyrights or other
intellectual property rights of any other person nor violate any rights of privacy or any
other statutory or common law rights of any third person.
14. DEFAULT. If the LENDER fails to fulfill in timely and proper manner its obligations
under this agreement, or if the LENDER shall violate any of the terms of this agreement,
the BORROWER shall have the right to sue for specific performance, to immediately
terminate this agreement and withhold payments in excess of fair compensation of
WORK completed, and recover charges. Notwithstanding the above, the LENDER shall
not be relieved of liability to the BORROWER for damages sustained by virtue of any
breach of this agreement by the LENDER.
15. SEVERABILITY. If any term of this Agreement is held to be illegal, void or
unenforceable for any reason, such holding shall not affect the validity and enforceability
of any other term of this Agreement.
16. ENTIRE AGREEMENT. This Agreement constitutes the entire Agreement of the
parties with respect to the subject matter of this Agreement, and supersedes and
replaces any prior written or oral agreements, or understandings between the parties.
17. GOVERNING LAW AND VENUE. This Agreement shall be governed by and
construed in accordance with the laws of the State of Washington. The venue for any
action commenced under this agreement shall be exclusively in King County,
Washington.
18. ATTORNEY'S FEES. In the event of arbitration or litigation arising out of, or in any
way related to any term set forth in this Agreement, the prevailing party, in addition to
any other relief awarded, shall be entitled to recover its reasonable attorney's fees and
court costs at arbitration, trial and/or on appeal.
19. NONWAIVER. The waiver by any party of a breach or violation of any term of this
Agreement by the other party shall not operate or be construed as a waiver of any
subsequent breach.
20. AMENDMENTS. Any amendment to this Agreement must be made in writing and
signed by the party against whom enforcement is sought.
21. NOTICES. All notices required by this contract shall be in writing and mailed to the
parties at the addresses set forth below or at such other address that a party shall
specify. If the LENDER fails to notify BORROWER of his/her current address, notice
shall be deemed sufficient if BORROWER mails notice to the address of LENDER
provided below.
Page 4 of 7
AUBURN
°wt THAN YO"imAGusitvOutdoor Sculpture Gallery Artist Agreement
EXECUTION
Each of the following parties agrees to all of the above terms and conditions of this Loan
Agreement. l' /�
ARTI 6;kteieji,:)9/04,..14) —a � -e�
By: All Ilk .
S-t4 / 2 c
Print Na �: /1py C//r4 r'(av,yu-Ile,del a,"I c de/ I 42
CITY:
City of Auburn
Date 97/ f(,c
Daryl Faber, Director of Parks, Arts and Recreation, City of Auburn
Page 5 of 6
AUBURN
00Wt11-1AN
YO"`MAGINVO Outdoor Sculpture Gallery Artist Agreement
Exhibit A
LENDER's artwork titled Journey Home has been selected by a jurying process for display as
part of the City of Auburn's Outdoor Sculpture Gallery program. It is understood that the
LENDER will display the work that was selected.
LENDER SHALL
1) Deliver and install WORK in good condition in accordance with specifications described
in Exhibit A. LENDER shall leave WORK and SITE in good condition, as clean and safe
as it was found, when installation is complete. BORROWER will not be held financially
responsible for any injuries or damages caused by the installation process.
2) Provide BORROWER with detailed maintenance plan, and description of proposed
installation plans, the materials, and fabrication methods used in WORK.
3) Deliver to the SITE in accordance with the LENDER's original artwork submission
4) Install the WORK in a manner acceptable to the BORROWER
5) As a courtesy, a staff will be onsite to assist with the installation under the guidance of
the LENDER. The city does not assume responsibility for any damage at the time of
installation, or any results of the welding work done.
Page 6 of 7
,„
AuBuRN
,Now
YOU 4�AGINEo
Outdoor Sculpture Gallery Artist Agreement
Exhibit A: Bolted to concrete pad
C s ti
AUin
wo.
Page 7 of 7
/d-01q
AUBURN
too THAN YOu imRcistp Outdoor Sculpture Gallery Artist Agreement
AGREEMENT
This Agreement,entered Into to be effective on the date the last party hereto executes
this Agreement is between the'City of Auburn (hereinafter referred tO as the
"BORROWER"); and .5-7rzif7/ f3 (hereinafter referred to as the
"LENDER"). 3.4�tl-
RECITALS: LENDER has been selected to install the artwork described below
(hereinafter described and referred to as the "WORK") in Downtown Auburn
hereinafter referred to as the "SITE")for the
Outdoor Sculpture Gallery-Art on Main (hereinafter referred to as the"EXHIBITION").
LENDER shall execute and install the WORK in accordance with the design proposal
attached as Exhibit"A" and the following description and specifications:
NAME OF PUBLIC ART PROJECT:
LENDER: 5-7---(/ /
ADDRESS: r*) I3 6X /.`�' /�'�� L V�LL fr GU`s
PHONE: 2 G 5— ,7\5--
E-MAIL:
SE-MAIL: ���P/c,z9 it/ l,max/,4 (.ol71
LOAN PERIOD: September 2018 -September 2019
TITLE OF WORK: C 1 P - - z$ ' 6)_a:
MEDIUM: z-V --ApAr-
/ /
DIMENSIONS: H: W: D: /
SELLING PRICE: $
TERMS
1. ARTIST'S WORK. LENDER agrees to create, loan for exhibition, and deliver the
WORK at LENDER'S expense, to the SITE. The specific date of installation and delivery
shall be at an agreed upon date and time in September 2018 and will be coordinated
between BORROWER and LENDER. LENDER is responsible for removing the WORK,
at LENDER'S sole expense, at the termination of the exhibit period should the WORK
not be purchased at the end of the exhibit period.
Page 1 of 6
AUBURN
toys-MAN You imAGINEO Outdoor Sculpture Gallery Artist Agreement
2. INSTALLATION. The LENDER as a courtesy will assist with the installation under
the direction of the artist and have available equipment and supplies arranged prior to
the date of installation.
3. EXHIBITION. During the term of the loan period, BORROWER shall have the
exclusive right to possession of the WORK, and the WORK may not be removed during
the Loan Period. The WORK shall remain in the possession of the BORROWER for the
time specified on the face of this Agreement, but may be withdrawn from exhibition at
any time by the BORROWER at the BORROWER'S expense and returned to LENDER.
4. SALE OF WORK. If the piece is purchased at the conclusion of the EXHIBITION, the
BORROWER shall allow the LENDER first right of refusal for the purchase of the
artwork.
5. REMOVAL. All WORK must be removed at agreed upon time within 2 weeks of the
termination of the exhibition in September 2019 and the SITE must be returned to its
original condition upon removal of the WORK. If the LENDER fails to remove the WORK
within two weeks after such termination, then the BORROWER may place the WORK in
public storage for the account of the LENDER or may retain possession and charge
storage fees at the market rate, and carry insurance on the WORK, and the
BORROWER shall have a lien for the storage fees and cost of the insurance. If the
LENDER has not claimed the WORK after six months from the last day of the Loan
Period, the WORK shall be deemed an unrestricted gift to the BORROWER.
6. COMPENSATION. BORROWER agrees to pay LENDER a fee of One Thousand
Dollars ($1,000.00)for the loaned WORK. Compensation will be paid upon the
satisfactory completion of installation of the WORK as accepted by the City of Auburn
Arts Coordinator.
7. REPRODUCTIONS. LENDER grants BORROWER a non-exclusive license to make
photographs and other two-dimensional reproductions of the WORK for educational,
public relations, arts promotional, marketing, and non-commercial purposes during the
Loan Period. On any such reproductions, BORROWER shall take reasonable measures
to identify LENDER as the creator of the WORK.
8. MAINTENANCE AND REPAIRS. LENDER understands that the WORK shall be
maintained outdoors in a non-secure environment for public display„and that the WORK
will be exposed to the elements, pollution, and other adverse environmental conditions.
The parties acknowledge that during the term of the Loan Period, maintenance of the
WORK is essential although anticipated to be minimal.
a) The parties agree that they shall coordinate periodic inspections and
assessments of the condition of the WORK for the purpose of cleaning
necessary to preserve the condition of the WORK, at LENDER's sole expense.
b) If monitoring shows any problems or issues with the WORK beyond anticipated
elemental exposure, such as vandalism or damages by third parties that
compromise the integrity of the WORK for public safety purposes, the Parties will
Page 2 of 6
AUBURN
�O THAN YOU iMAG1NEp Outdoor Sculpture Gallery Artist Agreement
contact each other and meet to discuss repair needs. Any vandalism repairs
shall be submitted for coverage to the BORROWER'S property insurance
subject to any applicable deductible as referenced below in Sections 10 and 11,
and then covered by LENDER.
c) If repair of the WORK is,necessary for faulty craftsmanship or materials—
warranty repairs— during the term of this Agreement, maintenance and repair of
the WORK will be provided by LENDER at LENDER'S sole expense.
d) If the WORK is damaged by a non-warranty manner, to the extent it becomes
aesthetically compromised and/or cannot be repaired or cleaned to the
satisfaction of the BORROWER, LENDER shall remove the WORK from the
Premises at BORROWER's sole expense. If the damage is due to a warranty
issue the expense shall be the sole burden of the LENDER.
9. INDEPENDENT CONTRACTOR STATUS.
a) LENDER is engaged as an independent contractor and will be responsible for
any federal, state and local taxes and fees applicable to payments.
b) LENDER and its subcontractors and employees are independent contractors not
employees of the BORROWER and are not eligible for any benefits through
BORROWER, including without limitation, federal social security, health benefits,
workers' compensation, unemployment compensation, and retirement benefits.
10. INSURANCE. BORROWER shall provide property insurance for the WORK once
the WORK is installed on site. BORROWER accepts no responsibility for any error or
deficiency in information furnished to BORROWER'S insurers or for lapses in coverage
not due to BORROWER'S negligence.
11. LOSS AND ASSUMPTION OF RISK. LENDER agrees and consents to assume the
risk and hold BORROWER and their employees, volunteers and elected official's
harmless from any loss or damage to the WORK during the term of the Loan Agreement
for amounts not covered by BORROWER'S property insurance policy referenced in
Section 10 above, including the amount of any deductibles. Further, LENDER
acknowledges and agrees that the BORROWER has no obligation to provide and
BORROWER will not be providing any security for the WORK during its display in the
EXHIBITION.
Regardless of whether installation occurs within the term of the Loan Agreement, the
above assumption of risk and hold harmless specifically includes any damage to the
WORK or to third-party property caused by installation of the WORK or modifications
made to the artwork to accommodate installation.
12. ASSIGNMENT. LENDER shall not assign this Agreement, in whole or in part, or any
right or obligation, without the prior written approval of BORROWER.
Page 3 of 6
AUBURN
,o,,,,_,HANYouIMAGirato Outdoor Sculpture Gallery Artist Agreement
13. WARRANTY. LENDER represents and warrants to BORROWER that the WORK is
unencumbered and no third party has any claim of ownership or claim of right to possess
the WORK. Additionally, LENDER represents and warrants to BORROWER that
LENDER has full right, power and authority to grant the rights LENDER has granted to
the BORROWER under this Loan Agreement and BORROWER'S public display and
copying and distributing images of the WORK will not infringe the copyrights or other
intellectual property rights of any other person nor violate any rights of privacy or any
other statutory or common law rights of any third person.
14. DEFAULT. If the LENDER fails to fulfill in timely and proper manner its obligations
under this agreement, or if the LENDER shall violate any of the terms of this agreement,
the BORROWER shall have the right to sue for specific performance, to immediately
terminate this agreement and withhold payments in excess of fair compensation of
WORK completed, and recover charges. Not withstanding the above, the LENDER shall
not be relieved of liability to the BORROWER for damages sustained by virtue of any
breach of this agreement by the LENDER.
15. SEVERABILITY. If any term of this Agreement is held to be illegal, void or
unenforceable for any reason, such holding shall not affect the validity and enforceability
of any other term of this Agreement.
16. ENTIRE AGREEMENT. This Agreement constitutes the entire Agreement of the
parties with respect to the subject matter of this Agreement, and supersedes and
replaces any prior written or oral agreements, or understandings between the parties.
17. GOVERNING LAW AND VENUE. This Agreement shall be governed by and
construed in accordance with the laws of the State of Washington. The venue for any
action commenced under this agreement shall be exclusively in King County,
Washington.
18. ATTORNEY'S FEES. In the event of arbitration or litigation arising out of, or in any
way related to any term set forth in this Agreement, the prevailing party, in addition to
any other relief awarded, shall be entitled to recover its reasonable attorney's fees and
court costs at arbitration, trial and/or on appeal.
19. NONWAIVER. The waiver by any party of a breach or violation of any term of this
Agreement by the other party shall not operate or be construed as a waiver of any
subsequent breach.
20. AMENDMENTS. Any amendment to this Agreement must be made in writing and
signed by the party against whom enforcement is sought.
21. NOTICES. All notices required by this contract shall be in writing and mailed to the
parties at the addresses set forth below or at such other address that a party shall
specify. If the LENDER fails to notify BORROWER of his/her current address, notice
shall be deemed sufficient if BORROWER mails notice to the address of LENDER
provided below.
Page 4 of 6
AUBURN
YOB uucflto Outdoor Sculpture Gallery Artist Agreement
EXECUTION
Each of the following parties agrees to all of the above terms and conditions of this Loan
Agreement.
ARTIST:
By: Date: L 9/C/CS
Print Name: Tl.&Z / 4 AZ-1e,
CITY:
City of Auburn
Date 9(/9(F?
Daryl Faber, Director of Parks, Arts and Recreation, City of Auburn
Page 5 of 6
AUBURN
°",T`��`YOU`AGI"EO Outdoor Sculpture Gallery Artist Agreement
Exhibit A
LENDER'S artwork titled G4--A-P74-7^-z-----/— _S g ',c,c has been selected by a
jurying process for display as part of the City of Auburn's Outdoor Sculpture Gallery program. It
is understood that the LENDER will display the work that was selected.
LENDER SHALL
1) Deliver and install WORK in good condition in accordance with specifications described
in Exhibit A. LENDER shall leave WORK and SITE in good condition, as clean and safe
as it was found, when installation is complete. BORROWER will not be held financially
responsible for any injuries or damages caused by the installation process.
2) Provide BORROWER with detailed maintenance plan, and description of proposed
installation plans, the materials, and fabrication methods used in WORK.
3) Deliver to the SITE in accordance with the LENDER'S original artwork.submission
4) Install the WORK in a manner acceptable to the BORROWER
5) As a courtesy, a staff will be onsite to assist with the installation under the guidance of
the LENDER. The city does not assume responsibility for any damage at the time of
installation, or any results of the welding work done.
Page 6 of 6
IIIII\
3,11/6
Dici
AUBURN
M°�T`ANYo"'"'"G'NE° Outdoor Sculpture Gallery Artist Agreement
AGREEMENT
This Agreement, entered into to be effective on the date the last party hereto executes this
Agreement is between the City of Auburn (hereinafter referred to as the "BORROWER"); and
Kevin Pettelle (hereinafter referred to as the "LENDER").
RECITALS: LENDER has been selected to install the artwork described below (hereinafter
described and referred to as the "WORK") in Downtown Auburn, Site 2, A St SW and Main,
(Across from Oddfellas) hereinafter referred to as the "SITE") for the Outdoor Sculpture Gallery
—Art on Main (hereinafter referred to as the "EXHIBITION").
LENDER shall execute and install the WORK in accordance with the design proposal attached
as Exhibit "A" and the following description and specifications:
NAME OF PUBLIC ART PROJECT:
LENDER: Kevin Pettelle
ADDRESS: 11202 Sultan Basin Road, Sultan WA. 98294
PHONE: Cell (425) 268-8904, Home (360) 793- 0783
E-MAIL: kpettelle(a skyvalley.net
LOAN PERIOD: September 2018 —September 2019
TITLE OF WORK: Greeting
MEDIUM: Bronze on Steel Base
DIMENSIONS: H: 75" x W: 15" x D: 15"
SELLING PRICE: $6,500.00 (plus sales tax of 6.5%= $422.50 or 10%= $650.00)
TERMS
1. ARTIST'S WORK. LENDER agrees to create, loan for exhibition, and deliver the WORK at
LENDER'S expense, to the SITE. The specific date of installation and delivery shall be at an
agreed upon date and time in September 2018 and will be coordinated between BORROWER
and LENDER. LENDER is responsible for removing the WORK, at LENDER'S sole expense, at
the termination of the exhibit period should the WORK not be purchased at the end of the
exhibit period.
Page 1 of 6
AUBURN
M°�T`AN Yo"`"^o,N�° Outdoor Sculpture Gallery Artist Agreement
2. INSTALLATION. The LENDER as a courtesy will assist with the installation under the
direction of the artist and have available equipment and supplies arranged prior to the date of
installation.
3. EXHIBITION. During the term of the loan period, BORROWER shall have the exclusive right
to possession of the WORK, and the WORK may not be removed during the Loan Period. The
WORK shall remain in the possession of the BORROWER for the time specified on the face of
this Agreement, but may be withdrawn from exhibition at any time by the BORROWER at the
BORROWER'S expense and returned to LENDER.
4. SALE OF WORK. If the piece is purchased at the conclusion of the EXHIBITION, the
BORROWER shall allow the LENDER first right of refusal for the purchase of the artwork.
5. REMOVAL. All WORK must be removed at agreed upon time within 2 weeks of the
termination of the exhibition in September 2019 and the SITE must be returned to its original
condition upon removal of the WORK. If the LENDER fails to remove the WORK within two
weeks after such termination, then the BORROWER may place the WORK in public storage for
the account of the LENDER or may retain possession and charge storage fees at the market
rate, and carry insurance on the WORK, and the BORROWER shall have a lien for the storage
fees and cost of the insurance. If the LENDER has not claimed the WORK after six months from
the last day of the Loan Period, the WORK shall be deemed an unrestricted gift to the
BORROWER.
6. COMPENSATION. BORROWER agrees to pay LENDER a fee of One Thousand Dollars
($1,000.00) for the loaned WORK. Compensation will be paid upon the satisfactory completion
of installation of the WORK as accepted by the City of Auburn Arts Coordinator.
7. REPRODUCTIONS. LENDER grants BORROWER a non-exclusive license to make
photographs and other two-dimensional reproductions of the WORK for educational, public
relations, arts promotional, marketing, and non-commercial purposes during the Loan Period.
On any such reproductions, BORROWER shall take reasonable measures to identify LENDER
as the creator of the WORK.
8. MAINTENANCE AND REPAIRS. LENDER understands that the WORK shall be maintained
outdoors in a non-secure environment for public display, and that the WORK will be exposed to
the elements, pollution, and other adverse environmental conditions. The parties acknowledge
that during the term of the Loan Period, maintenance of the WORK is essential although
anticipated to be minimal.
a) The parties agree that they shall coordinate periodic inspections and assessments of the
condition of the WORK for the purpose of cleaning necessary to preserve the condition
of the WORK, at LENDER's sole expense.
b) If monitoring shows any problems or issues with the WORK beyond anticipated
elemental exposure, such as vandalism or damages by third parties that compromise the
integrity of the WORK for public safety purposes, the Parties will contact each other and
meet to discuss repair needs. Any vandalism repairs shall be submitted for coverage to
the BORROWER'S property insurance subject to any applicable deductible as
Page 2 of 6
.1/2„
AUBURN
M°�T`+�Yo"'"'"o'N�O Outdoor Sculpture Gallery Artist Agreement
referenced below in Sections 10 and 11, and then covered by LENDER.
c) If repair of the WORK is necessary for faulty craftsmanship or materials —warranty
repairs —during the term of this Agreement, maintenance and repair of the WORK will
be provided by LENDER at LENDER'S sole expense.
d) If the WORK is damaged by a non-warranty manner, to the extent it becomes
aesthetically compromised and/or cannot be repaired or cleaned to the satisfaction of
the BORROWER, LENDER shall remove the WORK from the Premises at
BORROWER's sole expense. If the damage is due to a warranty issue the expense
shall be the sole burden of the LENDER.
9. INDEPENDENT CONTRACTOR STATUS.
a) LENDER is engaged as an independent contractor and will be responsible for any
federal, state and local taxes and fees applicable to payments.
b) LENDER and its subcontractors and employees are independent contractors not
employees of the BORROWER and are not eligible for any benefits through
BORROWER, including without limitation, federal social security, health benefits,
workers' compensation, unemployment compensation, and retirement benefits.
10. INSURANCE. BORROWER shall provide property insurance for the WORK once the
WORK is installed on site. BORROWER accepts no responsibility for any error or deficiency in
information furnished to BORROWER'S insurers or for lapses in coverage not due to
BORROWER'S negligence.
11. LOSS AND ASSUMPTION OF RISK. LENDER agrees and consents to assume the risk
and hold BORROWER and their employees, volunteers and elected official's harmless from any
loss or damage to the WORK during the term of the Loan Agreement for amounts not covered
by BORROWER'S property insurance policy referenced in Section 10 above, including the
amount of any deductibles. Further, LENDER acknowledges and agrees that the BORROWER
has no obligation to provide and BORROWER will not be providing any security for the WORK
during its display in the EXHIBITION.
Regardless of whether installation occurs within the term of the Loan Agreement, the above
assumption of risk and hold harmless specifically includes any damage to the WORK or to third-
party property caused by installation of the WORK or modifications made to the artwork to
accommodate installation.
12. ASSIGNMENT. LENDER shall not assign this Agreement, in whole or in part, or any right or
obligation, without the prior written approval of BORROWER.
13. WARRANTY. LENDER represents and warrants to BORROWER that the WORK is
unencumbered and no third party has any claim of ownership or claim of right to possess the
WORK. Additionally, LENDER represents and warrants to BORROWER that LENDER has full
right, power and authority to grant the rights LENDER has granted to the BORROWER under
this Loan Agreement and BORROWER'S public display and copying and distributing images of
Page 3 of 6
AUBURN
ThANYo(jsMA Outdoor Sculpture Gallery Artist Agreement
the WORK will not infringe the copyrights or other intellectual property rights of any other person
nor violate any rights of privacy or any other statutory or common law rights of any third person.
14. DEFAULT. If the LENDER fails to fulfill in timely and proper manner its obligations under
this agreement, or if the LENDER shall violate any of the terms of this agreement, the
BORROWER shall have the right to sue for specific performance, to immediately terminate this
agreement and withhold payments in excess of fair compensation of WORK completed, and
recover charges. Not withstanding the above, the LENDER shall not be relieved of liability to the
BORROWER for damages sustained by virtue of any breach of this agreement by the LENDER.
15. SEVERABILITY. If any term of this Agreement is held to be illegal, void or unenforceable
for any reason, such holding shall not affect the validity and enforceability of any other term of
this Agreement.
16. ENTIRE AGREEMENT. This Agreement constitutes the entire Agreement of the parties
with respect to the subject matter of this Agreement, and supersedes and replaces any prior
written or oral agreements, or understandings between the parties.
17. GOVERNING LAW AND VENUE. This Agreement shall be governed by and construed in
accordance with the laws of the State of Washington. The venue for any action commenced
under this agreement shall be exclusively in King County, Washington.
18. ATTORNEY'S FEES. In the event of arbitration or litigation arising out of, or in any way
related to any term set forth in this Agreement, the prevailing party, in addition to any other relief
awarded, shall be entitled to recover its reasonable attorney's fees and court costs at arbitration,
trial and/or on appeal.
19. NONWAIVER. The waiver by any party of a breach or violation of any term of this
Agreement by the other party shall not operate or be construed as a waiver of any subsequent
breach.
20. AMENDMENTS. Any amendment to this Agreement must be made in writing and signed by
the party against whom enforcement is sought.
21. NOTICES. All notices required by this contract shall be in writing and mailed to the parties
at the addresses set forth below or at such other address that a party shall specify. If the
LENDER fails to notify BORROWER of his/her current address, notice shall be deemed
sufficient if BORROWER mails notice to the address of LENDER provided below.
EXECUTION
Each of the following parties agrees to all of the above terms and conditions of this Loan
Agreement.
ARTIST:
Page 4 of 6
AUBURN
MGA THAN YOU 1MAGtNO
Outdoor Sculpture Gallery Artist Agreement
EXECUTION
Each of the following parties agrees to all of the above terms and conditions of this Loan
Agreement.
ARTIST:
By: - ----date: 6/ 21/ 2018
Print Name: Kevin Pettelle
CITY:
City of Auburn
BY
Date 9//?/h'
Daryl Faber, Director of Parks, Arts and Recreation, City of Auburn
Page 5 of 6
AUBURN
Mph THAN YOU iMAGINEO
Outdoor Sculpture Gallery Artist Agreement
Exhibit A
LENDER's artwork titled Greeting has been selected by a jurying process for display as part of the City of
Auburn's Outdoor Sculpture Gallery program. It is understood that the LENDER will display the work that
was selected.
LENDER SHALL
1) Deliver and install WORK in good condition in accordance with specifications described in Exhibit
A. LENDER shall leave WORK and SITE in good condition, as clean and safe as it was found,
when installation is complete. BORROWER will not be held financially responsible for any
injuries or damages caused by the installation process.
2) Provide BORROWER with detailed maintenance plan, and description of proposed installation
plans, the materials, and fabrication methods used in WORK.
3) Deliver to the SITE in accordance with the LENDER's original artwork submission
4) Install the WORK in a manner acceptable to the BORROWER
5) As a courtesy, a staff will be onsite to assist with the installation under the guidance of the
LENDER. The city does not assume responsibility for any damage at the time of installation, or
any results of the welding work done.
Page 6 of 6
r 2>1L
9Dlq
AUBURN
Mow,ThANyou t,,,Acirn° Outdoor Sculpture Gallery Artist Agreement
AGREEMENT
This Agreement, entered into to be effective on the date the last party hereto executes
this Agreementis.between the City of Auburn (hereinafter referred to as the
RECITALS: LENDER has been selected to install the artwork described below
(hereinafter described and referred to as the "WORK") in Downtown Auburn East Main
and Auburn Ave. hereinafter referred to as the"SITE")for the Outdoor Sculpture
LENDER shalt execute and install the WORK in accordance with the design proposal
attached as Exhibit"A" and the following description and specifications:
NAME OF PUBLIC ART PROJECT( 64.44(21)
ADDRESS: PO Box 333, Conway, WA 98238
?20 - ` Y/ ( .;;(
E-MAIL:lin@mcjunkinglass.com
LOCA ?c'!rT 3e14(fV1'. Zt' it 9
TITLE OF WORK: "Fossil ill"
MEDIUM: Powder-coated steel. fused cluster glass
DIMENSIONS: H: 80" W: 20" D: 14"
SELLING PRICE: $4500
1. ARTIST'S WORK. LENDER agrees to create, loan for exhibition, and deliver the
WORK at LENDER'S expense, to the SITE. The specific date of installation and delivery
shall be at an agreed upon date and time in September 2018 and will be coordinated
AUBURN
° iyou'"'A°'NV° Outdoor Sculpture Gallery Artist Agreement
2. INSTALLATION. The LENDER as a courtesy will assist with the installation under the
direction of the artist and have available equipment and supplies arranged prior to the date of
installation.
3. EXHIBITION. During the term of the loan period, BORROWER shall have the exclusive right
to possession of the WORK, and the WORK may not be removed during the Loan Period. The
WORK shall remain in the possession of the BORROWER for the time specified on the face of
this Agreement, but may be withdrawn from exhibition at any time by the BORROWER at the
BORROWER'S expense and returned to LENDER.
4. SALE OF WORK. If the piece is purchased at the conclusion of the EXHIBITION, the
BORROWER shall allow the LENDER first right of refusal for the purchase of the artwork.
5. REMOVAL. All WORK must be removed at agreed upon time within 2 weeks of the
termination of the exhibition in September 2019 and the SITE must be returned to its original
condition upon removal of the WORK. If the LENDER fails to remove the WORK within two
weeks after such termination, then the BORROWER may place the WORK in public storage for
the account of the LENDER or may retain possession and charge storage fees at the market
rate, and carry insurance on the WORK, and the BORROWER shall have a lien for the storage
fees and cost of the insurance. If the LENDER has not claimed the WORK after six months from
the last day of the Loan Period, the WORK shall be deemed an unrestricted gift to the
BORROWER.
6. COMPENSATION. BORROWER agrees to pay LENDER a fee of One Thousand Dollars
($1,000.00) for the loaned WORK. Compensation will be paid upon the satisfactory completion
of installation of the WORK as accepted by the City of Auburn Arts Coordinator.
7. REPRODUCTIONS. LENDER grants BORROWER a non-exclusive license to make
photographs and other two-dimensional reproductions of the WORK for educational, public
relations, arts promotional, marketing, and non-commercial purposes during the Loan Period.
On any such reproductions, BORROWER shall take reasonable measures to identify LENDER
as the creator of the WORK.
8. MAINTENANCE AND REPAIRS. LENDER understands that the WORK shall be maintained
outdoors in a non-secure environment for public display, and that the WORK will be exposed to
the elements, pollution, and other adverse environmental conditions. The parties acknowledge
that during the term of the Loan Period, maintenance of the WORK is essential although
anticipated to be minimal.
a) The parties agree that they shall coordinate periodic inspections and assessments of the
condition of the WORK for the purpose of cleaning necessary to preserve the condition
of the WORK, at LENDER's sole expense.
b) If monitoring shows any problems or issues with the WORK beyond anticipated
elemental exposure, such as vandalism or damages by third parties that compromise the
integrity of the WORK for public safety purposes, the Parties will contact each other and
meet to discuss repair needs. Any vandalism repairs shall be submitted for coverage to
the BORROWER'S property insurance subject to any applicable deductible as
Page 2 of 6
AUBURN
M°�T"ANYo"'"^o'N�° Outdoor Sculpture Gallery Artist Agreement
referenced below in Sections 10 and 11, and then covered by LENDER.
c) If repair of the WORK is necessary for faulty craftsmanship or materials —warranty
repairs —during the term of this Agreement, maintenance and repair of the WORK will
be provided by LENDER at LENDER'S sole expense.
d) If the WORK is damaged by a non-warranty manner, to the extent it becomes
aesthetically compromised and/or cannot be repaired or cleaned to the satisfaction of
the BORROWER, LENDER shall remove the WORK from the Premises at
BORROWER's sole expense. If the damage is due to a warranty issue the expense
shall be the sole burden of the LENDER.
9. INDEPENDENT CONTRACTOR STATUS.
a) LENDER is engaged as an independent contractor and will be responsible for any
federal, state and local taxes and fees applicable to payments.
b) LENDER and its subcontractors and employees are independent contractors not
employees of the BORROWER and are not eligible for any benefits through
BORROWER, including without limitation, federal social security, health benefits,
workers' compensation, unemployment compensation, and retirement benefits.
10. INSURANCE. BORROWER shall provide property insurance for the WORK once the
WORK is installed on site. BORROWER accepts no responsibility for any error or deficiency in
information furnished to BORROWER'S insurers or for lapses in coverage not due to
BORROWER'S negligence.
11. LOSS AND ASSUMPTION OF RISK. LENDER agrees and consents to assume the risk
and hold BORROWER and their employees, volunteers and elected official's harmless from any
loss or damage to the WORK during the term of the Loan Agreement for amounts not covered
by BORROWER'S property insurance policy referenced in Section 10 above, including the
amount of any deductibles. Further, LENDER acknowledges and agrees that the BORROWER
has no obligation to provide and BORROWER will not be providing any security for the WORK
during its display in the EXHIBITION.
Regardless of whether installation occurs within the term of the Loan Agreement, the above
assumption of risk and hold harmless specifically includes any damage to the WORK or to third-
party property caused by installation of the WORK or modifications made to the artwork to
accommodate installation.
12. ASSIGNMENT. LENDER shall not assign this Agreement, in whole or in part, or any right or
obligation, without the prior written approval of BORROWER.
13. WARRANTY. LENDER represents and warrants to BORROWER that the WORK is
unencumbered and no third party has any claim of ownership or claim of right to possess the
WORK. Additionally, LENDER represents and warrants to BORROWER that LENDER has full
right, power and authority to grant the rights LENDER has granted to the BORROWER under
this Loan Agreement and BORROWER'S public display and copying and distributing images of
Page 3 of 6
AUBURN
°1 '-IRAN
Yo"/MAGI N�° Outdoor Sculpture Gallery Artist Agreement
the WORK will not infringe the copyrights or other intellectual property rights of any other person
nor violate any rights of privacy or any other statutory or common law rights of any third person.
14. DEFAULT. If the LENDER fails to fulfill in timely and proper manner its obligations under
this agreement, or if the LENDER shall violate any of the terms of this agreement, the
BORROWER shall have the right to sue for specific performance, to immediately terminate this
agreement and withhold payments in excess of fair compensation of WORK completed, and
recover charges. Not withstanding the above, the LENDER shall not be relieved of liability to the
BORROWER for damages sustained by virtue of any breach of this agreement by the LENDER.
15. SEVERABILITY. If any term of this Agreement is held to be illegal, void or unenforceable
for any reason, such holding shall not affect the validity and enforceability of any other term of
this Agreement.
16. ENTIRE AGREEMENT. This Agreement constitutes the entire Agreement of the parties
with respect to the subject matter of this Agreement, and supersedes and replaces any prior
written or oral agreements, or understandings between the parties.
17. GOVERNING LAW AND VENUE. This Agreement shall be governed by and construed in
accordance with the laws of the State of Washington. The venue for any action commenced
under this agreement shall be exclusively in King County, Washington.
18. ATTORNEY'S FEES. In the event of arbitration or litigation arising out of, or in any way
related to any term set forth in this Agreement, the prevailing party, in addition to any other relief
awarded, shall be entitled to recover its reasonable attorney's fees and court costs at arbitration,
trial and/or on appeal.
19. NONWAIVER. The waiver by any party of a breach or violation of any term of this
Agreement by the other party shall not operate or be construed as a waiver of any subsequent
breach.
20. AMENDMENTS. Any amendment to this Agreement must be made in writing and signed by
the party against whom enforcement is sought.
21. NOTICES. All notices required by this contract shall be in writing and mailed to the parties
at the addresses set forth below or at such other address that a party shall specify. If the
LENDER fails to notify BORROWER of his/her current address, notice shall be deemed
sufficient if BORROWER mails notice to the address of LENDER provided below.
EXECUTION
Each of the following parties agrees to all of the above terms and conditions of this Loan
Agreement.
ARTIST:
Page 4 of 6
AUBURN
�D�ETHAN You NAG� p Outdoor Sculpture Gallery Artist Agreement
specify. If the LENDER fails to notify BORROWER of his/her current address, notice •
provided below.
Each of the following parties agrees to all of the above terms and conditions of this Loan
Agreement.
ARTIST;
Oate:66-2'5-18
Print Name: McJunkin
By: Date: 06-25-18
Print Name. ilo White
City of Auburn -
By: Date 7//� / 9
rte' t.Arec:'i t cf.., -0th*,pia tJdin.*rtc4.4`cMtitA I, k.ty Lit r%uUuit t
Oi.tV1I Fet -rte
0 3, � .��
9-u l41
AUBURN
4.00.1 1 NAS 100/MAGI MO'
Outdoor Sculpture Gallery Artist
Agreement
AGREEMENT
This Agreement, entered into to be effective on the date the last party hereto executes
this Agreement is between the City of Auburn(hereinafter referred to as the
"BORROWER"); and_dgerZezia_,V.C.AlahLElehereinafter referred to as the •
"LENDER").
RECITALS: LENDER has been selected to install the artwork described below
(hereinafter described and referred to as the"WORK") in Downtown Auburn
7Z1 e2AifeElhereinafter referred to as the"SITE")for the
Outdoor Sculpture Gallery—A?t on Main(hereinafter referred to as the"EXHIBITION").
LENDER shall execute and install the WORK in accordance with the design proposal
attached as Exhibit"A"and the following description and specifications:
NAME OF PUBLIC ART PROJECT:
LENDER: f74>!J"A
ADDRESS: 310020 21'7w/Ate. 5-0.64). /Eo wily 604 4714:2,3
PHONE: ?cam ^3.3 ! 73 7 •
Se
E-MAIL: ZISZrZ .Z2 ,�.0 (":Cj►/��i !G .CO" /
LOAN PERIOD:$,gptember 2018—September 2019
TITLE OF
MEDIUM: Ze.)A7-40F.410 "L 'f 14455
DIMENSIONS: H: W: 3 J D: 3
SELLING PRICE: $ g500
TERMS
1. ARTIST'S WORK. LENDER agrees to create, loan for exhibition, and deliver the
WORK at LENDER'S expense,to the SITE.The specific date of installation and delivery
shall be at an agreed upon date and time in September 2018 and will be coordinated
between BORROWER and LENDER. LENDER is responsible for removing the WORK,
at LENDER'S sole expense, at the termination of the exhibit period should the WORK
not be purchased at the end of the exhibit period.
2. INSTALLATION. The LENDER as a courtesy will assist with the installation under the
direction of the artist and have available equipment and supplies arranged prior to the
date of installation.
„. .
AUBURN,,
YOU!Ma;l V Outdoor Sculpture Gallery Artist Agreement
2. INSTALLATION. The LENDER as a courtesy will assist with the installation under
the direction of the artist and have available equipment and supplies arranged prior to
the date of installation.
3. EXHIBITION. During the term of the loan period, BORROWER shall have the
exclusive right to possession of the WORK, and the WORK may not be removed during
the Loan Period. The WORK shall remain in the possession of the BORROWER for the
time specified on the face of this Agreement, but may be withdrawn from exhibition at
any time by the BORROWER at the BORROWER'S expense and returned to LENDER.
4. SALE OF WORK. If the piece is purchased at the conclusion of the EXHIBITION, the
BORROWER shall allow the LENDER first right of refusal for the purchase of the
artwork.
5. REMOVAL. All WORK must be removed at agreed upon time within 2 weeks of the
termination of the exhibition in September 2019 and the SITE must be returned to its
original condition upon removal of the WORK. If the LENDER fails to remove the WORK
within two weeks after such termination, then the BORROWER may place the WORK in
public storage for the account of the LENDER or may retain possession and charge
storage fees at the market rate, and carry insurance on the WORK, and the
BORROWER shall have a lien for the storage fees and cost of the insurance. If the
LENDER has not claimed the WORK after six months from the last day of the Loan
Period, the WORK shall be deemed an unrestricted gift to the BORROWER.
6. COMPENSATION. BORROWER agrees to pay LENDER a fee of One Thousand
Dollars ($1,000.00) for the loaned WORK. Compensation will be paid upon the
satisfactory completion of installation of the WORK as accepted by the City of Auburn
Arts Coordinator.
7. REPRODUCTIONS. LENDER grants BORROWER a non-exclusive license to make
photographs and other two-dimensional reproductions of the WORK for educational,
public relations, arts promotional, marketing, and non-commercial purposes during the
Loan Period. On any such reproductions, BORROWER shall take reasonable measures
to identify LENDER as the creator of the WORK.
8. MAINTENANCE AND REPAIRS. LENDER understands that the WORK shall be
maintained outdoors in a non-secure environment for public display, and that the WORK
will be exposed to the elements, pollution, and other adverse environmental conditions.
The parties acknowledge that during the term of the Loan Period, maintenance of the
WORK is essential although anticipated to be minimal.
a) The parties agree that they shall coordinate periodic inspections and
assessments of the condition of the WORK for the purpose of cleaning
necessary to preserve the condition of the WORK, at LENDER's sole expense.
b) If monitoring shows any problems or issues with the WORK beyond anticipated
elemental exposure, such as vandalism or damages by third parties that
Page2of6
w
AUBURN
O,TNANYo0!MAGIN, Outdoor Sculpture Gallery Artist Agreement
compromise the integrity of the WORK for public safety purposes, the Parties will
contact each other and meet to discuss repair needs. Any vandalism repairs
shall be submitted for coverage to the BORROWER'S property insurance
subject to any applicable deductible as referenced below in Sections 10 and 11,
and then covered by LENDER.
c) If repair of the WORK is necessary for faulty craftsmanship or materials —
warranty repairs —during the term of this Agreement, maintenance and repair of
the WORK will be provided by LENDER at LENDER'S sole expense.
d) If the WORK is damaged by a non-warranty manner, to the extent it becomes
aesthetically compromised and/or cannot be repaired or cleaned to the
satisfaction of the BORROWER, LENDER shall remove the WORK from the
Premises at BORROWER's sole expense. If the damage is due to a warranty
issue the expense shall be the sole burden of the LENDER.
9. INDEPENDENT CONTRACTOR STATUS.
a) LENDER is engaged as an independent contractor and will be responsible for
any federal, state and local taxes and fees applicable to payments.
b) LENDER and its subcontractors and employees are independent contractors not
employees of the BORROWER and are not eligible for any benefits through
BORROWER, including without limitation, federal social security, health benefits,
workers' compensation, unemployment compensation, and retirement benefits.
10. INSURANCE. BORROWER shall provide property insurance for the WORK once
the WORK is installed on site. BORROWER accepts no responsibility for any error or
deficiency in information furnished to BORROWER'S insurers or for lapses in coverage
not due to BORROWER'S negligence.
11. LOSS AND ASSUMPTION OF RISK. LENDER agrees and consents to assume the
risk and hold BORROWER and their employees, volunteers and elected official's
harmless from any loss or damage to the WORK during the term of the Loan Agreement
for amounts not covered by BORROWER'S property insurance policy referenced in
Section 10 above, including the amount of any deductibles. Further, LENDER
acknowledges and agrees that the BORROWER has no obligation to provide and
BORROWER will not be providing any security for the WORK during its display in the
EXHIBITION.
Regardless of whether installation occurs within the term of the Loan Agreement, the
above assumption of risk and hold harmless specifically includes any damage to the
WORK or to third-party property caused by installation of the WORK or modifications
made to the artwork to accommodate installation.
12. ASSIGNMENT. LENDER shall not assign this Agreement, in whole or in part, or any
right or obligation, without the prior written approval of BORROWER.
Page 3 of 6
AUBURN
SOV. THAN YOU IMAGIso
Outdoor Sculpture Gallery Artist Agreement
13. WARRANTY. LENDER represents and warrants to BORROWER that the WORK is
unencumbered and no third party has any claim of ownership or claim of right to possess
the WORK. Additionally, LENDER represents and warrants to BORROWER that
LENDER has full right, power and authority to grant the rights LENDER has granted to
the BORROWER under this Loan Agreement and BORROWER'S public display and
copying and distributing images of the WORK will not infringe the copyrights or other
intellectual property rights of any other person nor violate any rights of privacy or any
other statutory or common law rights of any third person.
14. DEFAULT. If the LENDER fails to fulfill in timely and proper manner its obligations
under this agreement, or if the LENDER shall violate any of the terms of this agreement,
the BORROWER shall have the right to sue for specific performance, to immediately
terminate this agreement and withhold payments in excess of fair compensation of
WORK completed, and recover charges. Not withstanding the above, the LENDER shall
not be relieved of liability to the BORROWER for damages sustained by virtue of any
breach of this agreement by the LENDER.
15. SEVERABILITY. If any term of this Agreement is held to be illegal, void or
unenforceable for any reason, such holding shall not affect the validity and enforceability
of any other term of this Agreement.
16. ENTIRE AGREEMENT. This Agreement constitutes the entire Agreement of the
parties with respect to the subject matter of this Agreement, and supersedes and
replaces any prior written or oral agreements, or understandings between the parties.
17. GOVERNING LAW AND VENUE. This Agreement shall be governed by and
construed in accordance with the laws of the State of Washington. The venue for any
action commenced under this agreement shall be exclusively in King County,
Washington.
18. ATTORNEY'S FEES. In the event of arbitration or litigation arising out of, or in any
way related to any term set forth in this Agreement, the prevailing party, in addition to
any other relief awarded, shall be entitled to recover its reasonable attorney's fees and
court costs at arbitration, trial and/or on appeal.
19. NONWAIVER. The waiver by any party of a breach or violation of any term of this
Agreement by the other party shall not operate or be construed as a waiver of any
subsequent breach.
20. AMENDMENTS. Any amendment to this Agreement must be made in writing and
signed by the party against whom enforcement is sought.
21. NOTICES. All notices required by this contract shall be in writing and mailed to the
parties at the addresses set forth below or at such other address that a party shall
specify. If the LENDER fails to notify BORROWER of his/her current address, notice
shall be deemed sufficient if BORROWER mails notice to the address of LENDER
provided below.
Page 4 of 6
i
shall be deemed sufficient if BORROWER mails notice to the address of LENDER
provided below.
EXECUTION
Each of the following parties agrees to all of the above terms and conditions of this Loan
Agreement.
ARTI nn
BY• .�i.. . ' _ Date: • o'- la
Print Name: "211JTA Ye/la sttic
CITY:
City of Auburn
BY Date 7//�l
Daryl Faber, Director of Parks,Arts and Recreation, City of Auburn
Exhibit A
LENDER'S artwork titled -7--N6. 1Dir9,fiegirs has been selected by a
jurying process for display as part of the City of Auburn's Outdoor Sculpture Gallery program. It
is understood that the LENDER will display the work that was selected.
LENDER SHALL
1)Deliver and install WORK in good condition in accordance with specifications described in
Exhibit A. LENDER shall leave WORK and SITE in good condition,as clean and safe as
it was found,when installation is complete. BORROWER will not be held financially
responsible for any injuries or damages caused by the installation process.
2)Provide BORROWER with detailed maintenance plan,and description of proposed
installation plans,the materials,and fabrication methods used in WORK.
3)Deliver to the SITE in accordance with the LENDER's original artwork submission
4)Install the WORK in a manner acceptable to the BORROWER
5)As a courtesy,a staff will be onsite to assist with the installation under the guidance of the
LENDER. The city does not assume responsibility for any damage at the time of
installation,or any results of the welding work done.
Page 1 of 6
11&.
A3,1(p;
ul°1
AUBURN
' �O�,THANYOUTAggGINEO
Outdoor Sculpture Gallery Artist Agreement
AGREEMENT
This Agreement, entered into to be effective on the date the last party hereto executes
this Agreement is between the City of Auburn (hereinafter referred to as the
"BORROWER"); and �oalyev $ 1,'c e'// (hereinafter referred to as the
"LENDER").
RECITALS: LENDER has been selected to install the artwork described below
(hereinafter described and referred to as the "WORK") in Downtown Auburn
5v/ /wc GG//er'- hereinafter referred to as the "SITE") for the
Outdoor Sculpture Vallery—Art on Main (hereinafter referred to as the "EXHIBITION").
LENDER shall execute and install the WORK in accordance with the design proposal
attached as Exhibit "A" and the following description and specifications:
NAME OF PUBLIC ART PROJECT:
LENDER: gadrv- -Se?
ADDRESS: /7 8 Z9- 2-8 h AvE. /Vs
PHONE: 2c' 4575 66,4.1
E-MAIL: PM• 1 1 711 Pc //49l) ?a.l Cdn1
LOAN PERIOD: September 2018 — September 2019
TITLE OF WORK: E
MEDIUM: GA-c_ JA u�i z f s7E-
DIMENSIONS: H: 7y W: /7 D:/7
SELLING PRICE: $ Id/ ODD 2a
TERMS
1. ARTIST'S WORK. LENDER agrees to create, loan for exhibition, and deliver the
WORK at LENDER'S expense, to the SITE. The specific date of installation and delivery
shall be at an agreed upon date and time in September 2018 and will be coordinated
between BORROWER and LENDER. LENDER is responsible for removing the WORK,
at LENDER'S sole expense, at the termination of the exhibit period should the WORK
not be purchased at the end of the exhibit period.
Page 1 of 6
*
AUBURN
,O%THAN YOU IMAGINED
Outdoor Sculpture Gallery Artist Agreement
2. INSTALLATION. The LENDER as a courtesy will assist with the installation under
the direction of the artist and have available equipment and supplies arranged prior to
the date of installation.
3. EXHIBITION. During the term of the loan period, BORROWER shall have the
exclusive right to possession of the WORK, and the WORK may not be removed during
the Loan Period. The WORK shall remain in the possession of the BORROWER for the
time specified on the face of this Agreement, but may be withdrawn from exhibition at
any time by the BORROWER at the BORROWER'S expense and returned to LENDER.
4. SALE OF WORK. If the piece is purchased at the conclusion of the EXHIBITION, the
BORROWER shall allow the LENDER first right of refusal for the purchase of the
artwork.
5. REMOVAL. All WORK must be removed at agreed upon time within 2 weeks of the
termination of the exhibition in September 2019 and the SITE must be returned to its
original condition upon removal of the WORK. If the LENDER fails to remove the WORK
within two weeks after such termination, then the BORROWER may place the WORK in
public storage for the account of the LENDER or may retain possession and charge
storage fees at the market rate, and carry insurance on the WORK, and the
BORROWER shall have a lien for the storage fees and cost of the insurance. If the
LENDER has not claimed the WORK after six months from the last day of the Loan
Period, the WORK shall be deemed an unrestricted gift to the BORROWER.
6. COMPENSATION. BORROWER agrees to pay LENDER a fee of One Thousand
Dollars ($1,000.00) for the loaned WORK. Compensation will be paid upon the
satisfactory completion of installation of the WORK as accepted by the City of Auburn
Arts Coordinator.
7. REPRODUCTIONS. LENDER grants BORROWER a non-exclusive license to make
photographs and other two-dimensional reproductions of the WORK for educational,
public relations, arts promotional, marketing, and non-commercial purposes during the
Loan Period. On any such reproductions, BORROWER shall take reasonable measures
to identify LENDER as the creator of the WORK.
8. MAINTENANCE AND REPAIRS. LENDER understands that the WORK shall be
maintained outdoors in a non-secure environment for public display, and that the WORK
will be exposed to the elements, pollution, and other adverse environmental conditions.
The parties acknowledge that during the term of the Loan Period, maintenance of the
WORK is essential although anticipated to be minimal.
a) The parties agree that they shall coordinate periodic inspections and
assessments of the condition of the WORK for the purpose of cleaning
necessary to preserve the condition of the WORK, at LENDER's sole expense.
b) If monitoring shows any problems or issues with the WORK beyond anticipated
elemental exposure, such as vandalism or damages by third parties that
Page 2 of 6
AUBURN
tlso THAN YOU imAGINEO
Outdoor Sculpture Gallery Artist Agreement
compromise the integrity of the WORK for public safety purposes, the Parties will
contact each other and meet to discuss repair needs. Any vandalism repairs
shall be submitted for coverage to the BORROWER'S property insurance
subject to any applicable deductible as referenced below in Sections 10 and 11,
and then covered by LENDER.
c) If repair of the WORK is necessary for faulty craftsmanship or materials—
warranty repairs—during the term of this Agreement, maintenance and repair of
the WORK will be provided by LENDER at LENDER'S sole expense.
d) If the WORK is damaged by a non-warranty manner, to the extent it becomes
aesthetically compromised and/or cannot be repaired or cleaned to the
satisfaction of the BORROWER, LENDER shall remove the WORK from the
Premises at BORROWER's sole expense. If the damage is due to a warranty
issue the expense shall be the sole burden of the LENDER.
9. INDEPENDENT CONTRACTOR STATUS.
a) LENDER is engaged as an independent contractor and will be responsible for
any federal, state and local taxes and fees applicable to payments.
b) LENDER and its subcontractors and employees are independent contractors not
employees of the BORROWER and are not eligible for any benefits through
BORROWER, including without limitation, federal social security, health benefits,
workers' compensation, unemployment compensation, and retirement benefits.
10. INSURANCE. BORROWER shall provide property insurance for the WORK once
the WORK is installed on site. BORROWER accepts no responsibility for any error or
deficiency in information furnished to BORROWER'S insurers or for lapses in coverage
not due to BORROWER'S negligence.
11. LOSS AND ASSUMPTION OF RISK. LENDER agrees and consents to assume the
risk and hold BORROWER and their employees, volunteers and elected official's
harmless from any loss or damage to the WORK during the term of the Loan Agreement
for amounts not covered by BORROWER'S property insurance policy referenced in
Section 10 above, including the amount of any deductibles. Further, LENDER
acknowledges and agrees that the BORROWER has no obligation to provide and
BORROWER will not be providing any security for the WORK during its display in the
EXHIBITION.
Regardless of whether installation occurs within the term of the Loan Agreement, the
above assumption of risk and hold harmless specifically includes any damage to the
WORK or to third-party property caused by installation of the WORK or modifications
made to the artwork to accommodate installation.
12. ASSIGNMENT. LENDER shall not assign this Agreement, in whole or in part, or any
right or obligation, without the prior written approval of BORROWER.
Page 3 of 6
AUBURN
• �00THANYOU( cINEO
Outdoor Sculpture Gallery Artist Agreement
13. WARRANTY. LENDER represents and warrants to BORROWER that the WORK is
unencumbered and no third party has any claim of ownership or claim of right to possess
the WORK. Additionally, LENDER represents and warrants to BORROWER that
LENDER has full right, power and authority to grant the rights LENDER has granted to
the BORROWER under this Loan Agreement and BORROWER'S public display and
copying and distributing images of the WORK will not infringe the copyrights or other
intellectual property rights of any other person nor violate any rights of privacy or any
other statutory or common law rights of any third person.
14. DEFAULT. If the LENDER fails to fulfill in timely and proper manner its obligations
under this agreement, or if the LENDER shall violate any of the terms of this agreement,
the BORROWER shall have the right to sue for specific performance, to immediately
terminate this agreement and withhold payments in excess of fair compensation of
WORK completed, and recover charges. Not withstanding the above, the LENDER shall
not be relieved of liability to the BORROWER for damages sustained by virtue of any
breach of this agreement by the LENDER.
15. SEVERABILITY. If any term of this Agreement is held to be illegal, void or
unenforceable for any reason, such holding shall not affect the validity and enforceability
of any other term of this Agreement.
16. ENTIRE AGREEMENT. This Agreement constitutes the entire Agreement of the
parties with respect to the subject matter of this Agreement, and supersedes and
replaces any prior written or oral agreements, or understandings between the parties.
17. GOVERNING LAW AND VENUE. This Agreement shall be governed by and
construed in accordance with the laws of the State of Washington. The venue for any
action commenced under this agreement shall be exclusively in King County,
Washington.
18. ATTORNEY'S FEES. In the event of arbitration or litigation arising out of, or in any
way related to any term set forth in this Agreement, the prevailing party, in addition to
any other relief awarded, shall be entitled to recover its reasonable attorney's fees and
court costs at arbitration, trial and/or on appeal.
19. NONWAIVER. The waiver by any party of a breach or violation of any term of this
Agreement by the other party shall not operate or be construed as a waiver of any
subsequent breach.
20. AMENDMENTS. Any amendment to this Agreement must be made in writing and
signed by the party against whom enforcement is sought.
21. NOTICES. All notices required by this contract shall be in writing and mailed to the
parties at the addresses set forth below or at such other address that a party shall
specify. If the LENDER fails to notify BORROWER of his/her current address, notice
shall be deemed sufficient if BORROWER mails notice to the address of LENDER
provided below.
Page 4 of 6
AUBURN
Lost THAN YOU/MAGINt9
Outdoor Sculpture Gallery Artist Agreement
EXECUTION
Each of the following parties agrees to all of the above terms and conditions of this Loan
Agreement.
ARTIST
By: .4 4 Date: Oa /g
Print Name: le-4e"e-✓ .S v:Cf .
CITY:
City of Auburn
By: 4::: ZterA..f �- Date V/9//
Daryl Faber, Director of Parks, Arts and Recreation, City of Auburn
Page 5 of 6
AU&JRN
X00 THAN YOUAGIN
IMED
Outdoor Sculpture Gallery Artist Agreement
Exhibit A
LENDER's artwork titled qq 7''17 V has been selected by a
jurying process for display as pai4.6f the City of Auburn's Outdoor Sculpture Gallery program. It
is understood that the LENDER will display the work that was selected.
LENDER SHALL
1) Deliver and install WORK in good condition in accordance with specifications described
in Exhibit A. LENDER shall leave WORK and SITE in good condition, as clean and safe
as it was found, when installation is complete. BORROWER will not be held financially
responsible for any injuries or damages caused by the installation process.
2) Provide BORROWER with detailed maintenance plan, and description of proposed
installation plans, the materials, and fabrication methods used in WORK.
3) Deliver to the SITE in accordance with the LENDER's original artwork submission
4) Install the WORK in a manner acceptable to the BORROWER
5) As a courtesy, a staff will be onsite to assist with the installation under the guidance of
the LENDER. The city does not assume responsibility for any damage at the time of
installation, or any results of the welding work done.
Page 6 of 6
Mo.
A x.(0.5
+ ') V 6
AUBURN
_THAN YOU IMAGINED
Outdoor Sculpture Gallery Artist Agreement
AGREEMENT
This Agreement, entered into to be effective on the date the last party hereto executes
this Agreement is between the City of A burn (hereinafter referred to as the
"BORROWER"); and -J�r\A{rc, er L S (hereinafter referred to as the
"LENDER").
RECITALS: LENDER has been selected to install the artwork described below
(h9reinafter,described and referred to as the "WORK") in Downtown Auburn
lamtin rn {-kt 1A,(r.V hereinafter referred to as the "SITE") for the
Outdoor Sculpture Gallery—Art on Main (hereinafter referred to as the "EXHIBITION").
LENDER shall execute and install the WORK in accordance with the design proposal
attached as Exhibit "A" and the following description and specifications:
NAME OF PUBLIC ART PROJECT:
LENDER: 13aildr4 4.,11 c j <,
ADDRESS: V.1-f �6 �,Gr'v✓3e.JJJ4a4,,, 6U I
GiI C.
v J
(„K,,,,c '`' ` .,«
PHONE: X 5 3- '3�7__. / .
E-MAIL: ' ,1d1 A-YeU/-10 c 2@ q o I . (0 m.
LOAN PERIOD: September 2018 —September 2019
TITLE OF WORK: ,1-0U,y,.a,., , ,-yy ,.,,
MEDIUM: /3i,( !J -
DIMENSIONS: H: -,:iVK W:). / D: �L/'
SELLING PRICE: $ //�SOb `
TERMS
1. ARTIST'S WORK. LENDER agrees to create, loan for exhibition, and deliver the
WORK at LENDER'S expense, to the SITE. The specific date of installation and delivery
shall be at an agreed upon date and time in September 2018 and will be coordinated
between BORROWER and LENDER. LENDER is responsible for removing the WORK,
at LENDER'S sole expense, at the termination of the exhibit period should the WORK
not be purchased at the end of the exhibit period.
Page 1 of 6
AUBURN
Q�THAN You IMAC1Nt9
Outdoor Sculpture Gallery Artist Agreement
2. INSTALLATION. The LENDER as a courtesy will assist with the installation under
the direction of the artist and have available equipment and supplies arranged prior to
the date of installation.
3. EXHIBITION. During the term of the loan period, BORROWER shall have the
exclusive right to possession of the WORK, and the WORK may not be removed during
the Loan Period. The WORK shall remain in the possession of the BORROWER for the
time specified on the face of this Agreement, but may be withdrawn from exhibition at
any time by the BORROWER at the BORROWER'S expense and returned to LENDER.
4. SALE OF WORK. If the piece is purchased at the conclusion of the EXHIBITION, the
BORROWER shall allow the LENDER first right of refusal for the purchase of the
artwork.
5. REMOVAL. All WORK must be removed at agreed upon time within 2 weeks of the
termination of the exhibition in September 2019 and the SITE must be returned to its
original condition upon removal of the WORK. If the LENDER fails to remove the WORK
within two weeks after such termination, then the BORROWER may place the WORK in
public storage for the account of the LENDER or may retain possession and charge
storage fees at the market rate, and carry insurance on the WORK, and the
BORROWER shall have a lien for the storage fees and cost of the insurance. If the
LENDER has not claimed the WORK after six months from the last day of the Loan
Period, the WORK shall be deemed an unrestricted gift to the BORROWER.
6. COMPENSATION. BORROWER agrees to pay LENDER a fee of One Thousand
Dollars ($1,000.00) for the loaned WORK. Compensation will be paid upon the
satisfactory completion of installation of the WORK as accepted by the City of Auburn
Arts Coordinator.
7. REPRODUCTIONS. LENDER grants BORROWER a non-exclusive license to make
photographs and other two-dimensional reproductions of the WORK for educational,
public relations, arts promotional, marketing, and non-commercial purposes during the
Loan Period. On any such reproductions, BORROWER shall take reasonable measures
to identify LENDER as the creator of the WORK.
8. MAINTENANCE AND REPAIRS. LENDER understands that the WORK shall be
maintained outdoors in a non-secure environment for public display, and that the WORK
will be exposed to the elements, pollution, and other adverse environmental conditions.
The parties acknowledge that during the term of the Loan Period, maintenance of the
WORK is essential although anticipated to be minimal.
a) The parties agree that they shall coordinate periodic inspections and
assessments of the condition of the WORK for the purpose of cleaning
necessary to preserve the condition of the WORK, at LENDER's sole expense.
b) If monitoring shows any problems or issues with the WORK beyond anticipated
elemental exposure, such as vandalism or damages by third parties that
Page 2 of 6
AUBURN
MQTHAN YOU IMAGINtiO
Outdoor Sculpture Gallery Artist Agreement
compromise the integrity of the WORK for public safety purposes, the Parties will
contact each other and meet to discuss repair needs. Any vandalism repairs
shall be submitted for coverage to the BORROWER'S property insurance
subject to any applicable deductible as referenced below in Sections 10 and 11,
and then covered by LENDER.
c) If repair of the WORK is necessary for faulty craftsmanship or materials —
warranty repairs —during the term of this Agreement, maintenance and repair of
the WORK will be provided by LENDER at LENDER'S sole expense.
d) If the WORK is damaged by a non-warranty manner, to the extent it becomes
aesthetically compromised and/or cannot be repaired or cleaned to the
satisfaction of the BORROWER, LENDER shall remove the WORK from the
Premises at BORROWER's sole expense. If the damage is due to a warranty
issue the expense shall be the sole burden of the LENDER.
9. INDEPENDENT CONTRACTOR STATUS.
a) LENDER is engaged as an independent contractor and will be responsible for
any federal, state and local taxes and fees applicable to payments.
b) LENDER and its subcontractors and employees are independent contractors not
employees of the BORROWER and are not eligible for any benefits through
BORROWER, including without limitation, federal social security, health benefits,
workers' compensation, unemployment compensation, and retirement benefits.
10. INSURANCE. BORROWER shall provide property insurance for the WORK once
the WORK is installed on site. BORROWER accepts no responsibility for any error or
deficiency in information furnished to BORROWER'S insurers or for lapses in coverage
not due to BORROWER'S negligence.
11. LOSS AND ASSUMPTION OF RISK. LENDER agrees and consents to assume the
risk and hold BORROWER and their employees, volunteers and elected official's
harmless from any loss or damage to the WORK during the term of the Loan Agreement
for amounts not covered by BORROWER'S property insurance policy referenced in
Section 10 above, including the amount of any deductibles. Further, LENDER
acknowledges and agrees that the BORROWER has no obligation to provide and
BORROWER will not be providing any security for the WORK during its display in the
EXHIBITION.
Regardless of whether installation occurs within the term of the Loan Agreement, the
above assumption of risk and hold harmless specifically includes any damage to the
WORK or to third-party property caused by installation of the WORK or modifications
made to the artwork to accommodate installation.
12. ASSIGNMENT. LENDER shall not assign this Agreement, in whole or in part, or any
right or obligation, without the prior written approval of BORROWER.
Page 3 of 6
%r;
4
..
AUBURN
RgCHANYOU' AG�NEp0
Outdoor Sculpture Gallery Artist Agreement
13. WARRANTY. LENDER represents and warrants to BORROWER that the WORK is
unencumbered and no third party has any claim of ownership or claim of right to possess
the WORK. Additionally, LENDER represents and warrants to BORROWER that
LENDER has full right, power and authority to grant the rights LENDER has granted to
the BORROWER under this Loan Agreement and BORROWER'S public display and
copying and distributing images of the WORK will not infringe the copyrights or other
intellectual property rights of any other person nor violate any rights of privacy or any
other statutory or common law rights of any third person.
14. DEFAULT. If the LENDER fails to fulfill in timely and proper manner its obligations
under this agreement, or if the LENDER shall violate any of the terms of this agreement,
the BORROWER shall have the right to sue for specific performance, to immediately
terminate this agreement and withhold payments in excess of fair compensation of
WORK completed, and recover charges. Not withstanding the above, the LENDER shall
not be relieved of liability to the BORROWER for damages sustained by virtue of any
breach of this agreement by the LENDER.
15. SEVERABILITY. If any term of this Agreement is held to be illegal, void or
unenforceable for any reason, such holding shall not affect the validity and enforceability
of any other term of this Agreement.
16. ENTIRE AGREEMENT. This Agreement constitutes the entire Agreement of the
parties with respect to the subject matter of this Agreement, and supersedes and
replaces any prior written or oral agreements, or understandings between the parties.
17. GOVERNING LAW AND VENUE. This Agreement shall be governed by and
construed in accordance with the laws of the State of Washington. The venue for any
action commenced under this agreement shall be exclusively in King County,
Washington.
18. ATTORNEY'S FEES. In the event of arbitration or litigation arising out of, or in any
way related to any term set forth in this Agreement, the prevailing party, in addition to
any other relief awarded, shall be entitled to recover its reasonable attorney's fees and
court costs at arbitration, trial and/or on appeal.
19. NONWAIVER. The waiver by any party of a breach or violation of any term of this
Agreement by the other party shall not operate or be construed as a waiver of any
subsequent breach.
20. AMENDMENTS. Any amendment to this Agreement must be made in writing and
signed by the party against whom enforcement is sought.
21. NOTICES. All notices required by this contract shall be in writing and mailed to the
parties at the addresses set forth below or at such other address that a party shall
specify. If the LENDER fails to notify BORROWER of his/her current address, notice
shall be deemed sufficient if BORROWER mails notice to the address of LENDER
provided below.
Page 4 of 6
AUBURN
-cTHAN YOU IMAGII,O
Outdoor Sculpture Gallery Artist Agreement
EXECUTION
Each of the following parties agrees to all of the above terms and conditions of this Loan
Agreement.
ARTIST:
BY �i `fir Date: /.2 3/a
Print Name: 4?1
CITY:
City of Auburn
ByDate V/4/i>
Daryl Faber, Director of Parks, Arts and Recreation, City of Auburn
Page 5 of 6
AUBURN
00 THAN you iniAGINO
Outdoor Sculpture Gallery Artist Agreement
Exhibit A
LENDER's artwork titled ✓ (..) - , has been selected by a
jurying process for display as part of the City of Auburn's Outdoor Sculpture Gallery program. It
is understood that the LENDER will display the work that was selected.
LENDER SHALL
1) Deliver and install WORK in good condition in accordance with specifications described
in Exhibit A. LENDER shall leave WORK and SITE in good condition, as clean and safe
as it was found,when installation is complete. BORROWER will not be held financially
responsible for any injuries or damages caused by the installation process.
2) Provide BORROWER with detailed maintenance plan, and description of proposed
installation plans, the materials, and fabrication methods used in WORK.
3) Deliver to the SITE in accordance with the LENDER's original artwork submission
4) Install the WORK in a manner acceptable to the BORROWER
5) As a courtesy, a staff will be onsite to assist with the installation under the guidance of
the LENDER. The city does not assume responsibility for any damage at the time of
installation, or any results of the welding work done.
Page 6 of 6
IIII\
A ,C1v�
2.01°1
AUBURN
„sooi.AN YOU/AgAC,,NEO Outdoor Sculpture Gallery Artist Agreement
AGREEMENT
This Agreement, entered into to be effective on the date the last party hereto executes
this Agreement is between the City of Auburn (hereinafter referred to as the
"BORROWER"); and )'ax ob 1J OJi ytq,Cy- (hereinafter referred to as the
"LENDER"). �J
RECITALS: LENDER has been selected to install the artwork described below
(hereinafter described and referred to as the"WORK")in Downtown Auburn
hereinafter referred to as the"SITE")for the
Outdoor Sculpture Gallery—Art on Main (hereinafter referred to as the"EXHIBITION").
LENDER shall execute and install the WORK in accordance with the design proposal
attached as Exhibit"A" and the following description and specifications:
NAME OF PUBLIC ART PROJECT:
LENDER: 'a(ob IQ DV 1 r7Q�Y
ADDRESS: 0 rCJD 92-1 " boa9
lh , 7b Y3330
PHONE: �.o V' 9(a1• a'9'/3
•
E-MAIL: J v VI DV f Yt GYM � 11/1 Li 1 • CO WI
LOAN PERIOD: September 2018 —September 2019
TITLE OF WORK: /�/ le IOC WI , /&v-e
•
MEDIUM: rn-t,�-dt—ou_m Cf 010J?'C-/- 3CLc.f pkty
DIMENSIONS: H:5-.2 W: " D:3,21
SELLING PRICE: $ Le, roe'
TERMS
1. ARTIST'S WORK. LENDER agrees to create, loan for exhibition, and deliver the
WORK at LENDER'S expense, to the SITE. The specific date of installation and delivery
shall be at an agreed upon date and time in September 2018 and will be coordinated
between BORROWER and LENDER. LENDER is responsible for removing the WORK,
at LENDER'S sole expense, at the termination of the exhibit period should the WORK
not be purchased at the end of the exhibit period.
Page 1 of 6
•
• r, • •, • •., ..
}, • •
. y
.• •1 • 1
R • i • •S , w i . • r
• t' •
• ' ' • 9 •{ A • •d
•
• •f •
AUBURN
00.ETNANYOU►NAGINEo Outdoor Sculpture Gallery Artist Agreement
2. INSTALLATION. The LENDER as a courtesy will assist with the installation under
the direction of the artist and have available equipment and supplies arranged prior to
the date of installation.
3. EXHIBITION. During the term of the loan period, BORROWER shall have the
exclusive right to possession of the WORK, and the WORK may not be removed during
the Loan Period. The WORK shall remain in the possession of the BORROWER for the
time specified on the face of this Agreement, but may be withdrawn from exhibition at
any time by the BORROWER at the BORROWER'S expense and returned to LENDER.
4. SALE OF WORK. If the piece is purchased at the conclusion of the EXHIBITION, the
BORROWER shall allow the LENDER first right of refusal for the purchase of the
artwork.
5. REMOVAL. All WORK must be removed at agreed upon time within 2 weeks of the
termination of the exhibition in September 2019 and the SITE must be returned to its
original condition upon removal of the WORK. If the LENDER fails to remove the WORK
within two weeks after such termination, then the BORROWER may place the WORK in
public storage for the account of the LENDER or may retain possession and charge
storage fees at the market rate, and carry insurance on the WORK, and the
BORROWER shall have a lien for the storage fees and cost of the insurance. If the
LENDER has not claimed the WORK after six months from the last day of the Loan
Period, the WORK shall be deemed an unrestricted gift to the BORROWER.
6. COMPENSATION. BORROWER agrees to pay LENDER a fee of One Thousand
Dollars ($1,000.00)for the loaned WORK. Compensation will be paid upon the
satisfactory completion of installation of the WORK as accepted by the City of Auburn
Arts Coordinator.
7. REPRODUCTIONS. LENDER grants BORROWER a non-exclusive license to make
photographs and other two-dimensional reproductions of the WORK for educational,
public relations, arts promotional, marketing, an non-commercial purposes during the
Loan Period. On any such reproductions, BORROWER shall take reasonable measures
to identify LENDER as the creator of the WORK.
8. MAINTENANCE AND REPAIRS. LENDER understands that the WORK shall be
maintained outdoors in a non-secure environment for public display, and that the WORK
will be exposed to the elements, pollution, and other adverse environmental conditions.
The parties acknowledge that during the term of the Loan Period, maintenance of the
WORK is essential although anticipated to be minimal.
a) The parties agree that they shall coordinate periodic inspections and
assessments of the condition of the WORK for the purpose of cleaning
necessary to preserve the condition of the WORK, at LENDER's sole expense.
b) If monitoring shows any problems or issues with the WORK beyond anticipated
elemental exposure, such as vandalism or damages by third parties that
compromise the integrity of the WORK for public safety purposes, the Parties will
Page2of6
AUBURN
0.001.AN You imAGINo Outdoor Sculpture Gallery Artist Agreement
contact each other and meet to discuss repair needs. Any vandalism repairs
shall be submitted for coverage to the BORROWER'S property insurance
subject to any applicable deductible as referenced below in Sections 10 and 11,
and then covered by LENDER.
c) If repair of the WORK is necessary for faulty craftsmanship or materials—
warranty repairs—during the term of this Agreement, maintenance and repair of
the WORK will be provided by LENDER at LENDER'S sole expense.
d) If the WORK is damaged by a non-warranty manner, to the extent it becomes
aesthetically compromised and/or cannot be repaired or cleaned to the
satisfaction of the BORROWER, LENDER shall remove the WORK from the
Premises at BORROWER's sole expense. If the damage is due to a warranty
issue the expense shall be the sole burden of the LENDER.
9. INDEPENDENT CONTRACTOR STATUS.
a) LENDER is engaged as an independent contractor and will be responsible for
any federal, state and local taxes and fees applicable to payments.
b) LENDER and its subcontractors and employees are independent contractors not
employees of the BORROWER and are not eligible for any benefits through
BORROWER, including without limitation, federal social security, health benefits,
workers'compensation, unemployment compensation, and retirement benefits.
10. INSURANCE. BORROWER shall provide property insurance for the WORK once
the WORK is installed on site. BORROWER accepts no responsibility for any error or
deficiency in information furnished to BORROWER'S insurers or for lapses in coverage
not due to BORROWER'S negligence.
11. LOSS AND ASSUMPTION OF RISK. LENDER agrees and consents to assume the
risk and hold BORROWER and their employees, volunteers and elected official's
harmless from any loss or damage to the WORK during the term of the Loan Agreement
for amounts not covered by BORROWER'S property insurance policy referenced in
Section 10 above, including the amount of any deductibles. Further, LENDER
acknowledges and agrees that the BORROWER has no obligation to provide and
BORROWER will not be providing any security for the WORK during its display in the
EXHIBITION.
Regardless of whether installation occurs within the term of the Loan Agreement, the
above assumption of risk and hold harmless specifically includes any damage to the
WORK or to third-party property caused by installation of the WORK or modifications
made to the artwork to accommodate installation.
12. ASSIGNMENT. LENDER shall not assign this Agreement, in whole or in part, or any
right or obligation, without the prior written approval of BORROWER.
Page 3 of 6
AUBURN
t,0RETHAN YOU'MAO INE9 Outdoor Sculpture Gallery Artist Agreement
13. WARRANTY. LENDER represents and warrants to BORROWER that the WORK is
unencumbered and no third party has any claim of ownership or claim of right to possess
the WORK. Additionally, LENDER represents and warrants to BORROWER that
LENDER has full right, power and authority to grant the rights LENDER has granted to
the BORROWER under this Loan Agreement and BORROWER'S public display and
copying and distributing images of the WORK will not infringe the copyrights or other
intellectual property rights of any other person nor violate any rights of privacy or any
other statutory or common law rights of any third person.
14. DEFAULT. If the LENDER fails to fulfill in timely and proper manner its obligations
under this agreement, or if the LENDER shall violate any of the terms of this agreement,
the BORROWER shall have the right to sue for specific performance, to immediately
terminate this agreement and withhold payments in excess of fair compensation of
WORK completed, and recover charges. Not withstanding the above, the LENDER shall
not be relieved of liability to the BORROWER for damages sustained by virtue of any
breach of this agreement by the LENDER.
15. SEVERABILITY. If any term of this Agreement is held to be illegal, void or
unenforceable for any reason, such holding shall not affect the validity and enforceability
of any other term of this Agreement.
16. ENTIRE AGREEMENT. This Agreement constitutes the entire Agreement of the
parties with respect to the subject matter of this Agreement, and supersedes and
replaces any prior written or oral agreements, or understandings between the parties.
17. GOVERNING LAW AND VENUE. This Agreement shall be governed by and
construed in accordance with the laws of the State of Washington. The venue for any
action commenced under this agreement shall be exclusively in King County,
Washington.
18. ATTORNEY'S FEES. In the event of arbitration or litigation arising out of, or in any
way related to any term set forth in this Agreement, the prevailing party, in addition to
any other relief awarded, shall be entitled to recover its reasonable attorney's fees and
court costs at arbitration, trial and/or on appeal.
19. NONWAIVER. The waiver by any party of a breach or violation of any term of this
Agreement by the other party shall not operate or be construed as a waiver of any
subsequent breach.
20.AMENDMENTS. Any amendment to this Agreement must be made in writing and
signed by the party against whom enforcement is sought.
21. NOTICES. All notices required by this contract shall be in writing and mailed to the
parties at the addresses set forth below or at such other address that a party shall
specify. If the LENDER fails to notify BORROWER of his/her current address, notice
shall be deemed sufficient if BORROWER mails notice to the address of LENDER
provided below.
Page4of6
ti
ti
AUBURN
t,,00.THAN YOU IMAGINEO Outdoor Sculpture Gallery Artist Agreement
EXECUTION
Each of the following parties agrees to all of the above terms and conditions of this Loan
Agreement.
ARTIST:
By: Date: 0 L 27- 1 "
Print Name:72V Aha llvV i Yi ry-
CITY:
City of Auburn
B . Date 0/, 7//
Daryl Faber, Director of Parks, Arts and Recreation, City of Auburn
Page 5 of 6
'tx. • .w t • ^ •�
AUBURN
SORE THAN YOU IAMAGINES' Outdoor Sculpture Gallery Artist Agreement
Exhibit A 1 r joo»z #4,rt,LENDNDER'S artwork titledhas been selected by a
jurying process for display as part of the City of Aubum's Outdoor Sculpture Gallery program. It
is understood that the LENDER will display the work that was selected.
LENDER SHALL
1) Deliver and install WORK in good condition in accordance with specifications described
in Exhibit A. LENDER shall leave WORK and SITE in good condition, as clean and safe
as it was found.when installation is complete. BORROWER will not be held financially
responsible for any injuries or damages caused by the installation process.
2) Provide BORROWER with detailed maintenance plan,and description of proposed
installation plans,the materials, and fabrication methods used in WORK.
3) Deliver to the SITE in accordance with the LENDER's original artwork submission
4) Install the WORK in a manner acceptable to the BORROWER
5) As a courtesy, a staff will be onsite to assist with the installation under the guidance of
the LENDER. The city does not assume responsibility for any damage at the time of
installation,or any results of the welding work done.
Page 6 of 6
N*141444444\
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