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Home My WebLink AboutCary Shafer/Com Rel/Traveling Art WorkAgreement for Loan and Display of Sculpture This Agreement for the loan and display of Artwork (the "Agreement") is made and entered into by the City of Carmel, Indiana ("City"), a municipal corporation, and Cary Shafer ("Artist"). WITNESSETH: WHEREAS, It is in the public interest to support public art; and WHEREAS, the sculpture titled "Er" (the "Artwork"), details of which are attached hereto and incorporated herein by this reference as Exhibits A, 13 and C, has been chosen to be loaned to the City by the Artist for public display; and WHEREAS, the City agrees to transport, install and de -install the Artwork. NOW THEREFORE, in consideration of the premises and mutual covenants contained herein, the parties agree that: 1. Recitals: The forgoing recitals are incorporated herein by reference. 2. Location of Artwork: The Artwork will be installed on a sculpture pad located on the southeast corner of Main Street and l" Avenue SW (the "Location"). 3. Display of Artwork: The City shall display the Artwork at the Location for a period of one (1) year, beginning on the date that this Agreement is last executed by a party hereto. If the Artwork is sold while on display in the City and the buyer requests to take possession of the sculpture prior to the end of this Agreement, the buyer may make arrangements with the City that are agreeable to all parties. 4. Delivery and Installation of the Artwork: The transportation of the Artwork both to and from its current Ft. Wayne, Indiana location shall be provided and paid for by the City, as will the installation of the Artwork at the Location. a. Return Delivery Exceptions: (1) If the Artwork is sold during the time period it is in the City, the buyer will arrange for the Artwork's delivery to the buyer's site upon terms that are agreeable to City, the Artist and the buyer. (2) If the Artwork is to be placed in another public venue upon the expiration of this Agreement, arrangements shall be made for delivery of the same to its new location upon terms that arc agreeable to the City, the Artist and the new public venue. 5. Artist's Certification: The Artist certifies that he owns the Artwork in its entirety and that the Artwork is free of any and all liens or other impediments to its being loaned to City whatsoever. 5. Artist's Certification: The Artist certifies that he owns the Artwork in its entirety and that the Artwork is free of any and all liens or other impediments to its being loaned to City whatsoever. 6. Insurance: The City will insure the Artwork for $40,000 while it is in the possession of the City, including during its transportation to, installation in and while on display. The City shall not be responsible to the Artist for any damage, destruction, theft or other casualty to the Artwork beyond the extent of this insurance coverage. 7. Intellectual Property Rights: The Artist grants the City a perpetual license which allows, without limitation, the Artist's Artwork to be included in any motion picture(s), television production(s) and/or photographs taken at the Location, or in any other. No consideration shall be remitted to the Artist for this license. In addition, the Artist grants a perpetual license to any production company and/or photographer to exhibit all or any part of said film(s) or photograph(s) throughout the world. 8. Indemnification: The Artist shall indemnify and hold harmless the City from and against any and all claims, actions, damages, fees, fines, penalties, defense costs, suits or liabilities which may arise out of act, neglect, omission or default of the Artist arising out of or in any way connected with the Artist's construction of the Artwork and/or performance or failure to perform under the terms of this Agreement. This clause will remain in effect after the termination of this Agreement. 9. Nondiscrimination: Artist represents and warrants that it and all of its officers, employees, agents, contractors and subcontractors shall comply with all laws of the United States, the State of Indiana and City prohibiting discrimination against any employee, applicant for employment or other person in the provision of any Goods and Services provided by this Agreement with respect to their hire, tenure, terms, conditions and privileges of employment and any other matter related to their employment or subcontracting, because of race, religion, color, sex, handicap, national origin, ancestry, age, disabled veteran status and/or Vietnam era veteran status. 10. E -Verify: Pursuant to I.C. § 22-5-1.7 et seq., as the same may be amended from time to time, and as is incorporated herein by this reference (the "Indiana E -Verify Law"), Artist is required to enroll in and verify the work eligibility status of its newly -hired employees using the E -Verify program, and to execute the Affidavit attached herein as Exhibit D, affirming that it is enrolled and participating in the E -verify program and does not knowingly employ unauthorized aliens. In support of the Affidavit, Artist shall provide the City with documentation indicating that it has enrolled and is participating in the E -Verify program. Should Artist subcontract for the performance of any work under and pursuant to this Agreement, it shall fully comply with the Indiana E -Verify Law as regards each such subcontractor. Should the Artist or any subcontractor violate the Indiana E -Verify law, the City may require a cure of such violation and thereafter, if no timely cure is performed, terminate this Agreement in accordance with either the provisions hereof or those set forth in the Indiana E -Verify Law. The requirements of this paragraph shall not apply should the E -Verify program cease to exist. 11. No Third Party Beneficiaries: This Agreement gives no rights or benefits to anyone other than City and Artist. 12. Iran Certification: Pursuant to I.C. § 5-22-16.5, the Artist shall certify that, in signing this document, it docs not engage in investment activities within the Country of Iran. 13. Force Majeure: Neither party shall not be liable for any failure of or delay in the performance of this Agreement for the period that such failure or delay is due to causes beyond its reasonable control, including but not limited to acts of God, war, strikes or labor disputes, embargoes, government orders or any other force majcure event. 14. Jurisdiction: This Agreement shall be governed by and construed in accordance with the laws of the State of Indiana, except for its conflict of Laws provisions. Any lawsuit or other action filed against the City and/or its employees, agents, officers, officials or volunteers shall be filed in a court of competent jurisdiction in Hamilton County, Indiana only. 15. Entire Agreement: This Agreement, together with any exhibits attached hereto or referenced herein, constitutes the entire agreement between the City and the Artist with respect to the subject matter hereof, and supersedes all prior oral or written representations and agreements regarding same. Notwithstanding any other term or condition set forth herein, to the extent any term or condition contained in any exhibit attached to this Agreement or in any document referenced herein conflicts with any term or condition contained in this Agreement, the term or condition contained in this Agreement shall govern and prevail. This Agreement may only be modified by written amendment executed by both parties hereto, or their successors in interest. 16. Signatory Authority: All parties certify that they arc authorized to sign the Agreement on behalf of their respective parties. [signature page follows] IN WITNESS WHEREOF, the parties hereto have made and executed this Agreement as follows: CITY OF CARMEL, INDIANA by and through its Board of Public Works and Safety By: mes Brainard, Presiding Officer ATTEST: Diana Cordray% I C, C irk -Treasurer Date: 91, t 5 ARTIST By: Authorized Signature cary shafer Printed Name Title FID/TIN: 7774 Last Four of SSN if Sole Proprietor: Date: august 14,2015 EXHIBIT A Art on Loan Cary Shafer Sculpture N 39 1 N 27 CT) • _ 1 3 x3 box steel # j i 7 i 1 V N L29�L�.1 ! ! ! -1./ _ ._total_weight.underf 200.01bs__._. • stone base ! 1 1 i cary shafer 1 ?.- EXHIBIT B Art on Loan Cary Shafer Sculpture cary shafer 1'1-5/6" 11'8-114'1 EXHIBIT C Art on Loan Cary Shafer Sculpture cary shafer 611 east wayne st fort wayne indiana 46802 I have no employees. cary shafer august 15 2015