People's Choice Sculpture Purchase Agreement r -.
City of Salina, Kansas
People's Choice Purchase Award
Purchase Agreement
THIS AGREEMENT, is entered into this 15th day of May, 2012 by and between
the City of Salina(the"CITY") and Louise Peterson of Guffey, Colorado (the
i "ARTIST"). -
j Recitals
A. The City has implemented People's Choice Purchase Award in
conjunction with Sculpture Tour Salina.
B. Authority lies with the City to make payment for the acquisition of
sculpture as outlined by approved guidelines; and
C. The Artist and City wish to undertake the obligations expressed herein:
NOW,THEREFORE, in consideration of the above stated premises and subject to
the conditions hereinafter Set forth the parties agree as follows:
1. OBLIGATIONS OF ARTIST
A. Artist shall provide for purchase the 48"bronze sculpture entitled "Watchdog"
currently on display. in the Sculpture Tour Salina exhibit(the "Artwork").
B. Artist shall furnish a certificate of authenticity to the City including numbering
and edition information for the Artwork being purchased.
C. Artist shall furnish installation,care and maintenance instructions of the
Artwork to the City.
D. Artist shall furnish.an artist resume, statement.and/or philosophical statement
and/or design notes regarding the Artwork for public education purposes.
E. Artist will.provide requested documentation in a professional manner and in
compliance with all terms and conditions in this Agreement.
11. OBLIGATIONS OF CITY:
A. City shall perform all obligations in compliance with terms and conditions of
this Agreement.
B. City shall assign staff and Community Art and Design Advisory Committee to
determine best and most appropriate public location for the Artwork and is
responsible for identifying the artist, media, and title of the Artwork using
appropriate labeling: ;
C. City has the tight to reproduce images of the Artwork for non-commercial
promotional or educational purposes as outlined in Section V.
D. City shall take responsibility for installation of the Artwork in a location they
deem appropriate.
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I1I. COMPENSATION
City shall pay the Artist.a fixed fee of$15,000, which shall constitute full and
complete compensation for the Artwork and all of the requested materials
furnished by the Artist under this Agreement.
IV. TERM OF AGREEMENT
j This Agreement shall be effective on the date first stated above and those
provisions intended to remain in force beyond the City's purchase of the Artwork
from the Artist shall remain in full force and effect for so long as is necessary to
fulfill the intent and objectives of the parties.
V. ARTIST REPRESENTATIONS AND WARRANTIES
Warranty of Title
A. Artist represents and warrants that:
1. The Artwork is solely the result of the artistic effort of the Artist as set
forth in the Artist Statement.
2. Except as otherwise disclosed in writing to the City, the Artwork is
unique and original and does not infringe upon any copyright or the rights
of any person.
3. Artist has no knowledge of this specific Artwork having been accepted
for sale elsewhere.
4. Artist has full power to enter into and perform this Agreement and to
make the grant of rights contained in this Agreement.
VI. INTELLECTUAL PROPERTY RIGHTS
A. Copyright Ownership
1. Artist retains all rights under the Copyright Act of 1976, as the sole
author of the Artwork for the duration of the copyright. (Life of the author,
plus 70 years)
B. Reproduction Rights
1. As a limited edition Artwork,the Artist agrees to abide by the published
declaration of the edition number and agrees not to exceed the specified
number of the edition in the current size and form of the Artwork.
2. Artist grants to the City and.its assigns an irrevocable license to make
two-dimensional reproductions of the Artwork for non-commercial
purposes including, but not limited to reproductions used in brochures,
media publicity, and exhibition catalogs or other similar publications
provided that these rights are exercised in a tasteful and professional
manner. -
3.All reproductions by City shall contain credit to the Artist.
4. If City wishes to make reproductions of the.Artwork for commercial
purposes, including but not limited to t-shirts, postcards and posters, the
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Parties shall execute a separate agreement to address the terms of royalty
the Artist shall receive.
5. City is not responsible for any third party infringement of Artist's
copyright and not responsible for protecting the intellectual property of the
Artist.
6. Artist is not responsible for any third party infringement of City's
license.
C. General
1. City agrees that it will not alter, modif},, or change the Artwork without
first obtaining written permission from the Artist. .
2. Artist will be notified by City regarding deaccession of Artwork.
VII. BREACH
A. Both parties covenant to perform their duties pursuant to this agreement. In the
event either party shall fail to perform their required duties, the following
provisions apply.
1. Either party may declare.breach of the agreement by sending written
notification declaring the.specific breach to the party in breach;
2. The party in breach shall have ten (10) days in which to cure the alleged
breach, or otherwise reach a mutually agreeable amendment to the
agreement which shall be reduced to writing.
3. Should the party in breach fail to cure the breach,or if a mutual
agreement to amend the agreement cannot be reached, either party may
pursue legal action i.n the District Court of Saline County, Kansas.
4. The prevailing party in such legal action shall be entitled to recover
their costs, including reasonable attorney's fees, incurred pursuant to or
arising out of such breach and any subsequent legal,action.
VIII. PERMANENT RECORD
A. City shall maintain on permanent.file a record of this agreement and of the
location and disposition of the Artwork.
IX. NOTICES
Written notices and correspondence under this Agreement shalt be delivered
personally or through mail to the addresses stated below:
For City: Salina Arts and Humanities
PO Box 2181
Salina, KS 67402-2181
For Artist: Louise Peterson
PO Box 67
Guffey, CO 80820
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X. AMENDMENTS
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No alteration,change'or modification of the terms of this Agreement shall be
valid unless made in writing and.signed by both.Parties hereto.
II XI. ENTIRE AGREEMENT
This Agreement,contains the entire understanding between the parties and
supersedes all otheragreements whether written or oral.
EXECUTED effective the clay and'.vear first stated above.
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CITY OF SALINA,KANSAS
s
By
rS,:
F Norman M.:Jen gs, Mayor
tATTEST:
By:
Lieu Ann.Elsey, City:Clerk; C
,. ARTIST
j Louise'Petersor
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