HomeMy WebLinkAboutContract 53299 1 1TY S"GRETARY q
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Agreement Between the City of Fort Worth,TX and Rose Mary Wells For the Loan of
Children's Art for the Fort Worth Public Library
This Agreement("Agreement") is entered into between the City of Fort Worth,Texas, on
behalf of the Fort Worth Public Library("City")and Rose Mary Wells ("Lender")for the purpose
of loaning certain children's art to the City on a long-term basis. The City and LENDER shall be
referred to as Party individually and Parties collectively.
WHEREAS,the Lender owns children's art, as more fully described in Exhibit A, ("Art") that
would be appropriate and a beneficial addition to the Fort Worth Public Library; and
WHEREAS,the Parties believe that it is in the public's benefit and furthers the Party's goals of
enhancing the public's experience in the City's libraries; and
WHEREAS,in an effort to make the Art more discoverable to the public,the Lender will loan the
Art to the City on a long-term basis.
NOWTHEREFORE, based on the foregoing, the Parties agree to the following terms and
conditions:
I.
CONSIDERATION
This Agreement sets out the terms by which the Lender will loan the Art to the City to
ensure they are displayed and available for view by the public for a period of no less than five
years. City accepts the loan as good and valuable consideration for its responsibilities hereunder.
The City shall house and display the Art in its Fort Worth Public Library and shall pay lender a
one-time honorarium as described herein. The Lender accepts City's performance hereunder and
promise to display the Art in an accessible location as good and valuable consideration for its
responsibilities hereunder.No money shall be exchanged under this Agreement.
City shall pay Lender five thousand dollars ($5,000) for the long-term lease of the Art.
Payment shall be made within thirty days following the receipt of the Art by Library. City shall
i also reimburse Lender-for travel expenses in an amount not to exceed one thousand dollars
($1,000) for travel to Fort Worth for the official unveiling of the art at the Central Library and
promoting the art in the community,-including a visit to a Fort Worth ISD school, Woodway
Elementary. Except for delivery charges explicitly provided for in section lI. A. below, no other
money shall be exchanged between or be due and owed to either Party for any reason under or in
connection with this Agreement.In no event shall City be required to pay any amount in excess of
six thousand one hundred dollars($6,100.00)for the Art or any service or act done pursuant to or
in connection with this Agreement.
II.
RESPONSIBILITIES
A. Lender
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AGREEMENT between the City of Fort Worth,TX
and Rose Mary Wells Page 1 of 5
Lender shall deliver the Art to City via Fedex to the Central Library, 500 West 3rd Street,
Fort Worth, TX 76102. The City will pay Fedex delivery fees not to exceed one hundred dollars
($100)for the Art to be delivered to City, but all responsibility and risk of loss shall remain with
Lender at all times.In the event this Agreement is terminated,Lender shall be responsible for any
expense to remove and return the Art.
B. City
City shall permanently display the Art in the Fort Worth Public Library. The Parties
acknowledge and agree that for maintenance and routine curation that the Art may be temporarily
off display. The Art will not be split up into multiple displays. The Art will be framed by the City
as approved by the Director of the Library. The art will be hung at eye level appropriate for
children. The Art will be displayed in a way to limit exposure to mold or direct sunlight.
The City will host a story time for the Lender on January 12,2020 at the Central Library,
500 West 3rd Street,Fort Worth Texas. The City will provide a story time and craft for the children
in attendance.
The Lender will also be visiting Woodway Elementary,6701 Woodway Drive,Fort Worth
Texas on January 15,2020.
III.
TERM AND TERMINATION
This Agreement shall begin on the date of execution of this Agreement and shall continue in
full force and effect until the latter of the fifth anniversary of the execution of this Agreement
("Minimum Term") or until terminated by either Party. It is the intention of Lender that in the
event of Lender's death,that Lender's heirs and assigns will donate the Art to the City.
After the Minimum Term, either Party may terminate this Agreement at any time and for any
reason without any penalty of any kind with thirty(30) days' written notice to the other Party. In
the event of termination,Lender shall have thirty (30)business days to pack and remove the Art
from the City facility. At the request of Lender, City shall provide access to Lender personnel
during City's normal business hours for the purpose of packing and removing the Art.
NOTICE AND POINTS OF CONTACT
Notice shall be deemed to have been provided by emailing and mailing a hard copy of any
necessary information to the physical address and email address provided for each Party below:
To Lender:
3 Westview Lane
Norwalk, Connecticut 06854
rosemarywells@me.com
(914)656 8008
To City:
AGREEMENT between the City of Fort Worth,TX
and Rose Mary Wells Page 2 of 5
Manya Shorr
Library Director
500 West 3rd Street
Fort Worth,Texas 76102
Manya.Shorr@fortworthtexas.gov
817-392-7323
IV.
SEVERABILITY
If any provision of this Agreement is held to be invalid,illegal or unenforceable,the validity,
legality and enforceability of the remaining provisions shall not in any way be affected or impaired.
V.
GOVERNING LAW AND VENUE
This Agreement shall be construed in accordance with the laws of the State of Texas. If
any action,whether real or asserted,at law or in equity,is brought on the basis of this Agreement,
venue for such action shall lie in state courts located in Tarrant County,Texas or the United States
District Court for the Norther District of Texas,Fort Worth Division.
VI.
ENTIRETY OF UNDERSTANDING
This Agreement constitutes the entire understanding between the parties as to the matters contained
herein. Any prior or contemporaneous oral or written agreement or other documents are hereby
declared null and void to the extent they may conflict with any provision of this Agreement.
VII.
IMMUNITY
The City does not waive its sovereign immunity by entering into this Agreement, and shall
fully retains all immunities and defenses provided by law or otherwise with respect to any action
based on or occurring as a result of this Agreement.
VIII.
INDEPENDENT CONTRACTOR
The parties to this Agreement do not intend to enter into a legal partnership,as that term is
used to describe a legal entity and to involve joint and several liabilities. LENDER shall operate
hereunder as an independent contractor and not as an officer, agent, servant or employee of City.
Likewise, City shall operate hereunder as an independent contractor and not as an officer, agent,
servant or employee of the LENDER. Neither Party shall be responsible under the Doctrine of
Respondeat Superior for the acts and omissions of the officers, members, agents, servants,
employees,or officers of the other.
IX.
OTHER PROVISIONS
AGREEMENT between the City of Fort Worth,TX
and Rose Mary Wells Page 3 of 5
Nothing in this Agreement is intended to conflict with any current laws or regulations or
with the directives of the City of Fort Worth or Tarrant County.
To the extent any money is exchanged as a part of this Agreement,the City shall have the
right for a period of three years after such payment to audit to LENDER's records related to the
money from City to Lender.
LENDER HEREBY VOLUNTARILY RELEASES DISCHARGES, WANES, AND
RELIGNQUISHES ANY AND ALL ACTIONS CAUSES OF ACTIONS CLAIMS, OR
POTENTIAL CLAIMS OF ANY KIND OR CHARACTER AGAINST CITY RELATED OR
CONNECTED TO THIS AGREEMENT OR THE ART LOANED UNDER THIS
AGREEMENT LENDER AGREES TO INDEMNIFY; DEFEND,AT THE CITY'S OPTION;
AND HOLD HARMLESS CITY INCLUDING ANY AGENTS OR EMPLOYEES THEREOF,
FROM ANY AND ALL CLAIMS OF ANY KIND OR CHARACTER,INCLUDING IN TORT,
COPYRIGHT INFRINGEMENT AND NEGLIGENCE, RELATED TO THE CITY'S
PERFORMANCE UNDER OR IN CONNECTION WITH THIS AGREEMENT. This section
shall survive the expiration or termination of this Agreement.
Lender hereby acknowledges and agrees that City shall have no liability for any
damage to the Art, including the full destruction or loss thereof. City shall have no
responsibility or liability to either replace or pay for any replacement, treatment, or other
-. work required-to restore the Art-in the event of damage ordestruction, regardless of the
cause.This section shall survive the expiration or termination of this Agreement.
X.
MODIFICATION AND AMENDMENT
No amendment,modification,or alteration of the terms of this Agreement shall be binding
unless the same is in writing,dated subsequent to the date hereof,and duly executed by the parties
hereto.
XI.
SIGNATURE AUTHORITY
The person signing this Agreement hereby warrants that he or she has the legal authority
to execute this Agreement on behalf of his or her respective party,and that such binding authority
has been granted by proper order,resolution, ordinance, or other authorization of the entity. The
other party is fully entitled to rely on this warranty and representation in entering into this
Agreement. Electronic signatures shall be considered an original and shall be treated as though
made in ink for all purposes.
[The remainder of this page was intentionally left blank.]
[Signature Page follows.]
AGREEMENT between the City of Fort Worth,TX
and Rose Mary Wells Page 4 of 5
ACCEPTED AND AGREED: ACCEPTED AND GREED:
LENDER: CIT FO T RTH:
By: L�!/l�fil ge BY: 4 ?�t x�
J apa
q ssistant City inager
Date: Date: 1 Lj�I Y ko l 2
APPROVED AS TO FORM APPROVAL RECO NDED:
AND LEGALITY:
By:
LENDER Marilyn arvi
)� Assistant ibrauy D rector
Printed Name: l `
Date:
Signature:
Date: /,I fi&I l G1 APPROVED AS TO FORM AND
LEGALIT .
Contract Compliance Manager:
By signing I acknowledge that I am the By: -�
person responsible Jo
for the monitoring and administration of this As�gate
City Attorney
contract,including
ensuring all performance and reporting Date:
requirement!' / l�
Contract Authorization:
Timothy Shidal
M&C: N/A
1295:Not Required
Administra ve Services Manager
ATTEST:
Mary J.Kayser, o
City Secretary
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AGREEMENT between the City of Fort Worth,TX fr' ?lak [UK`
and Rose Mary Wells Page 5 of 5