HomeMy WebLinkAboutA5603 - RONALD ODEN LOAN OF ARTWORK AGREEMENT FOR THE LOAN OF ARTWORK
THIS LO I AGREEMENT (herein "Agreement"), is made and entered into this
day of VWL( , 7, by and between the CITY OF PALM SPRINGS
(herein "CITY"), a municipal corporation and charter city, and RONALD ODEN (herein
"ODEN") (collectively referred to herein as the "Parties"),
WHEREAS, ODEN is the owner of a certain piece of artwork (herein "Artwork")
which is currently located and on display at the Palm Springs City Hall, specifically, the
Mayor's office. Said Artwork is described as a 70" x 32" oil-on-canvas abstract painting
by the artist Cleeton and
WHEREAS, ODEN wishes to loan said Artwork to the CITY for an indefinite
period of time at no cost to the CITY, and
WHEREAS, the CITY wishes to continue to display the Artwork at the Palm
Springs City Hall, specifically in the Mayor's office.
NOW THEREFORE, the Parties hereto agree as follows:
1. Complete Agreement - This Agreement, including all exhibits and other
documents incorporated herein and made applicable by reference, constitutes the
complete and exclusive statement of the term(s) and condition(s) of the Agreement
between ODEN and the CITY and it supersedes all prior representations,
understandings and communications. The invalidity in whole or in part of any term or
condition of this Agreement shall not affect the validity of other terms or conditions.
2. Term — The term of this Agreement shall be indefinite and shall remain in
effect until terminated by either party.
3. Cost — ODEN hereby agrees that he shall loan the Artwork to the CITY at
no cost.
4. Use and Risk of Loss —The Parties hereby agree that the Artwork shall be
placed in the possession of the CITY for display purposes only and CITY agrees not to
use the Artwork for any other purpose without first obtaining the written consent of
ODEN. CITY agrees to be responsible for the any and all loss or damage to the
Artwork while it is in the possession of the CITY, with the exception of normal wear and
aging reasonably experienced by similar artwork in general. Except in the case of
emergency to preserve the Artwork, the Artwork will not be cleaned, restored, or
otherwise altered without the written consent of ODEN except in an emergency, in
which case ODEN will be notified by telephone and in writing.
5. Termination -- Either party shall have the right to terminate this Agreement
at any time by providing thirty (30) days written notice to the other party of its intent to
terminate the Agreement.
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6. Ownership -- This Agreement constitutes a loan of property described
above and not a sale or the creation of a security interest. CITY shall not have, or at
any time acquire, any right, title, or interest in the Artwork except the right to possession
and use provided for in this Agreement. ODEN shall at all times be the sole owner of
the Artwork.
7. Assignment — CITY shall not assign this Agreement or any rights under it
at any time without the express written consent of ODEN.
8. Return of Property — Thirty (30) days after a notice of termination is
submitted by either Party, the CITY shall return the Artwork to ODEN free from all
damage and in the same condition and appearance as when received by CITY, allowing
for ordinary wear and aging. If CITY rails or refuses to return the Artwork to ODEN,
ODEN shall have the right to take possession of the Artwork and for that purpose to
enter any premises where the Artwork is located without being liable in any suit, action,
defense or other proceeding.
9. Governing Law — This Agreement shall be governed by the laws of the
State of California and any action arising from this Agreement shall be filed in the
County of Riverside.
10. Heirs and Successors — This Agreement and each of its provisions shall
be binding on and shall inure to the benefit of the respective heirs, devisees, legatees,
executors, administrators, trustees, successors and assigns of the Parties. Nothing
contained in this paragraph shall be construed as consent by ODEN to any assignment
of this Agreement or any interest therein by CITY except as provided in paragraph 7
above.
11. Severability -- If any provisions of this Agreement or the application of any
of its provisions to any party or circumstance is held invalid or unenforceable, the
remainder of this Agreement and the application or its provisions to the other Parties or
circumstances shall remain valid and in full force and effect.
12. Notice — Except as otherwise expressly provided by law, any and all
notices or other communications required or permitted by this Agreement or by law to
be served on or given to either Party by the other Party shall be in writing and shall be
deemed duly served and given when deposited in the United States mail, first class
postage prepaid, addressed to the following addresses:
Ronald Oden City of Palm Springs
1040 Pajara Road P.O. Box 2743
Palm Springs, CA 92262 Palm Springs, CA 92263
13. Amendment or Modification —Any amendment or modification to the terms
of this Agreement in order to be binding upon either party must be in writing and signed
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by both parties. Other than by this amendment procedure, this Agreement shall not be
amended, modified, or altered in any manner except in writing signed by both parties.
IN WITNESS WHEREOF, the Parties have executed this Agreement by their authorized
representatives as indicated below:
CITY OF PALM SPRINGS
Dated: gv
City Manager
APPROVED AS TO FORM ATTEST:
Gity Att r ey ity Clerk peace l�Opg
Dated: By;
Ronald Oden
APPROVED BY CITY MANAi;ER
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