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Sculpture Gift Agreement CITY OF SALINA, KANSAS SALINA SOCCER COMPLEX SCULPTURE GIFT AGREEMENT THIS AGREEMENT is entered into this Utkday of September, 2012 by and between the City of Salina, Kansas (the "CITY") and the Salina Soccer Club Association, a Kansas not- for-profit corporation, (the"DONOR"). Recitals A. The Donor wishes to make the gift of a sculpture, a work of bronze by Gregory Johnson of Cumming, Georgia, (the "Artwork"), to the City in honor of the friendship between Scott Knox and Christopher Garlow; B. Title to the Artwork lies with the Donor to make the gift of sculpture which is the subject of this Agreement; and C. The Donor 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. DONOR'S GIFT A. The Donor hereby makes a gift of the Artwork to the City, subject to the terms of this Agreement. B. In addition to the sculpture, the Donor agrees to provide acceptable language for signage associated with the Artwork and to pay the cost of the signage. 11. OBLIGATIONS OF THE CITY A. The City accepts the Donor's gift of the Artwork and shall perform all obligations in compliance with terms and conditions of this Agreement. The City shall install the sculptures at the Salina Soccer Complex, at a location agreed upon by the parties. B. Should the City decide that the location chosen at the complex is not suitable for the Artwork at a later date, however, the City shall have authority to move the Artwork to a more suitable location at its discretion. C. The City shall follow the approved guidelines for the acceptance, placement and maintenance as outlined in its policy for accepting private work in public places. The staff of the Salina Arts and Humanities Department will facilitate this process. 1 - Y l III. TERM OF AGREEMENT This Agreement shall be effective on the date first stated above and shall remain in full force and effect for so long as is necessary to fulfill the intent and objectives of the parties. IV. DONOR'S WARRANTY OF TITLE The Donor represents and warrants it is the owner of the Artwork and that the Donor's gift of the Artwork to the City does not violate the terms upon which the Donor acquired ownership of the Artwork. V. NOTICES Written notices and correspondences under this Agreement shall be delivered personally or through mail to the addresses stated below: For the City: Salina Arts and Humanities P.O. Box 2181 Salina, KS 67402-2181 For Donor: Salina Soccer Club Association P.O. Box 535 Salina, KS 67402-0535 VI. AMENDMENTS No alteration, change or modification of the terms of this Agreement shall be valid unless made in writing and signed by both parties hereto. VII. ENTIRE AGREEMENT This Agreement contains the entire understanding between the parties and supersedes all other agreements whether written or oral. EXECUTED effective the day and year first stated above. CITY ONSA S SALIN OCCER CLUB ASSN. By: By: ` Orman 96nings, Mayor D0ftl Ouderkirk, President ATTEST: �By: Lieu Ann Elsey, City rk