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HomeMy WebLinkAboutContract - Leslie Riley -Noyes Art Gallery Exhibit The Art of My Life 3.7.25-5.6.25Page 1 of 8 NOYES GALLERY EXHIBITION AGREEMENT THIS AGREEMENT (hereinafter referred to as the “Agreement”), entered into on this _7th____ day of __February____, 2025_____ by and between the City of Evanston (hereinafter “City”), an Illinois municipal corporation, and _Leslie J Riley_______ ( hereinafter “Artist”), an individual (collectively, the “Parties”). RECITALS WHEREAS, the City of Evanston (“City”) owns certain real property, including the property commonly known as the Noyes Cultural Arts Center at 927 Noyes Street, Evanston, Illinois; and WHEREAS, the Noyes Cultural Arts Center contains the Noyes Gallery which provides exhibits from various artists for the cultural enrichment of the public and to promote and benefit the Artist; and WHEREAS, the Noyes Gallery intends to host an exhibition entitled _The Art of My Life (the “Exhibition”); and WHEREAS, the City and the Artist have agreed to include Artist’s work (the “Gallery Art”) in the Noyes Art Gallery as part of the Exhibition, from March 7, 2025____ to _May 6th, 2025__ (the “Loan Period”). The list of item(s) included in the Gallery Art is attached hereto as Schedule A and incorporated herein by reference. NOW THEREFORE, in consideration of the mutual and several promises and covenants herein contained, and for other good and valuable consideration, the receipt and sufficiency of which is hereby acknowledged, the parties do hereby agree as follows: I. RECITALS The above recitals are incorporated into this Agreement as if fully set forth herein. II. WARRANTY The Artist hereby warrants that he/she is the owner of the Gallery Art listed in Schedule A , or is authorized to loan such Gallery Art to the City for exhibition as described herein, and warrants that he/she has the legal power and authority to execute th is Agreement. Doc ID: e38ce5e102c54596f3529f794207fbd51b47f566 Page 2 of 8 III. LOAN TERMS A. The Artist agrees to lend the City the Gallery Art, to be exhibited at the Noyes Gallery, for the duration of the Loan Term. The Loan Term may be extended upon written agreement of the parties, but in no event shall the Loan Term exceed 120 days. B. If the Gallery Art remains at the Noyes Cultural Arts Center after the completion of the Loan Term, including any extensions thereof agreed to in writing by the parties, the Artist assumes all risks including theft and damage and the provisions of this Agreement pertaining to Insurance are not applicable and not enforceable against the City. C. The Artist agrees to lend the City the Gallery Art in exchange for use of the City’s space and agrees that he/she will receive no additional compensation from the City. The Artist further agrees not to charge any fees or admission to any third party for viewing the Gallery Art during the Loan Term. D. The titles, physical descriptions, and values of each art work to be loaned to the City are contained in Schedule A. The Artist represents that he/she will promptly update Schedule A in writing if there are any changes with respect to items included or their value. E. The Artist shall not remove any of the Gallery Art listed in Schedule A from the Noyes Gallery during the Loan Term, without the express written permission of the City; if any piece of said Gallery Art is sold during the Loan Term, the Artist agrees to obtain written permission from the City before removing it from the Noyes Gallery. The City reserves the right in its sole discretion to remove and return to Artist any or all Gallery Art at any time for any reason. IV. TRANSFER OF OWNERSHIP DURING AGREEMENT A. If the legal ownership of any of the Gallery Art listed in Schedule A changes during the period of this Agreement, whether by reason of death, sale, insolvency, gift or otherwise, such art work shall remain subject to the terms of this Agreement. B. Any new owner may be required at the City’s sole discretion to establish his/her legal right to receive the art work from the City by proof satisfactory to the City. Any such new owner is requested to submit his/her contact information and proof of owne rship to the City within ten (10) business days prior to the expiration of the Loan Term. V. NOYES CULTURAL ART CENTER SECURITY AND CLIMATE CONTROL A. The Artist understands that minimal security exists throughout the Noyes Cultural Arts Center, including the Noyes Gallery and exhibition spaces. The Artist understands that there may be no staff assigned specifically to the gallery spaces during the Loan Period. The Artist agrees that the City is not responsible for any damage or theft to the Gallery Art, except as provided in Section VI(B) of this Agreement, to the extent that section is applicable. B. The Artist additionally understands that the Noyes Cultural Arts Center does not have a climate-controlled environment and humidity levels vary. The City is not responsible for any Doc ID: e38ce5e102c54596f3529f794207fbd51b47f566 Page 3 of 8 damage to the Gallery Art, including but not limited to climate induced damage, while on Noyes Cultural Arts Center property, except as provided in Section VI(B) of this Agreement, to the extent that section is applicable. VI. OWNERSHIP AND INSURANCE A. The Parties acknowledge and agree that the Gallery Art is not the property of the City of Evanston, that nothing in this Agreement confers any ownership or copyright rights to the Gallery Art, and that title and copyright remains with the Artist unless expressly transferred by the Artist. B. Unless the Artist elects, in writing provided to the City, to maintain his/her own insurance as provided in Section VI(C) herein, the Gallery Art will be insured by the City up to a total value (for all Gallery Art, not individually but collectively) of ten thousand dollars ($10,000). Under no circumstances, even if the estimated value of the Gallery Art is above $10,000, shall the insured limit exceed $10,000. The Artist agrees that, in the event of loss or damage, recovery shall be limited to such amount, if any, as may be paid by the insurer, and hereby agrees to release the City, its elected officials, officers, employees, attorneys and agents from any and all liability for any and all claims arising from any such loss or damage. This insurance coverage applies only to loss or damage during the Loan Period. C. If the Artist chooses to maintain his/her own insurance, the City must be supplied with a certificate of insurance naming the City as an additional insured. The certificate of insurance shall contain a provision that the coverage afforded under the poli cy will not be canceled or reduced without thirty (30) days prior written notice (hand delivered or registered mail) to the City. The policy and certificate of additional insured shall be written with an insurance company authorized to do business in the State of Illinois and having not less than an “A” rating. Should any insurance policy or coverage for the City as additional insured be canceled before the end of the Loan Term, the issuing company shall mail written notice to the City within thirty (30) days. VII. HOLD HARMLESS AND WAIVER The Artist hereby agrees to defend, indemnify and hold harmless the City and its officers, elected and appointed officials, agents, and employees from any and all liability, losses, or damages to the Gallery Art or as a result of claims, demands, suits, ac tions, or proceedings of any kind or nature, including but not limited to costs, and fees, including attorney’s fees, judgments or settlements, resulting from or arising out of any negligent or willful act or omission on the part of the City or City’s employees, agents or subcontractors during the performance of this Agreement. Such indemnification shall not be limited by reason of the enumeration of any insurance coverage herein provided. This provision shall survive completion, expiration, or termination of this Agreement. Doc ID: e38ce5e102c54596f3529f794207fbd51b47f566 Page 4 of 8 VIII. DELIVERY, CARE, AND PRESERVATION A. Noyes Gallery is accessible for delivery through either set of doors on the east side of the building. B. There is no sheltered delivery access to the gallery space. C. The Artist shall provide all necessary documentation and sign all release forms prior to delivery of the work. For 2-dimensional works, screw eye-hooks shall be attached to the back upper corners of the work, with the title and artist indicated on the b ack. If the Artist fails to affix adequate eye-hooks, the City and its employees and agents reserve the right to affix eye - hooks on the upper corners of objects (to obtain proper hanging) without encumbering additional liability for damage to the work or f rame that may occur due to affixing said eye- hooks. D. The City, its employees and agents will take reasonable efforts to protect the Gallery Art, but it makes no representations that it has the capacity or capability to preserve, adequately care for the work, or prevent theft or damage. The Artist hereby waives any and all claims against the City, its agents, volunteers, employees, or elected officials, for theft of or any damage to the Gallery Art. IX. MEDIA, RECEPTION A. Promotion: The City may issue press releases to Evanston and metropolitan Chicago print and electronic media. The City may also promote the exhibition through use of various other methods, including: City of Evanston website, City of Evanston events calendar, City of Evanston E-News, City of Evanston social media, and promotional flyers in .pdf and .jpg form. B. Reception: If the Artist elects to have a reception, the City will provide limited food and non-alcoholic beverages for the reception. If the Artist wishes to serve alcohol at the reception, the Artist is solely responsible for obtaining any required liquor license and any and all alcohol served will be at the Artist’s sole expense. The Artist is responsible for all other aspects and expenses associated with the reception, including scheduling the reception with the Community Arts Coordinator, providing refreshments in addition to those offered by the City, etc. X. REPRODUCTION AND CREDIT A. The City may photograph, telecast or reproduce the Gallery Art for archival, educational, catalogue and publicity purposes. The Artist hereby agrees and acknowledges that the City may undertake these activities as a means to promote the Exhibition and t he Gallery Art and that no further compensation is due the Artist for any such reproduction of the Gallery Art. This provision shall survive completion, termination, or expiration of this Agreement. Doc ID: e38ce5e102c54596f3529f794207fbd51b47f566 Page 5 of 8 B. The City will use reasonable efforts to prevent and discourage the general public from photographing the Gallery Art. However, the Artist acknowledges and agrees that the City is not responsible for any damage or injury if the Gallery Art is photographe d by the general public without prior approval. C. The Artist consents to the publication in printed news media or broadcasting by television or radio of the following: his/her name, a photographic or broadcast image of the Gallery Art, and any or all of the information presented to the City in the Arti st’s resume or vita. The Artist releases the City from any and all claims which may arise from the publication or broadcasting of an Artist’s name and additional personal information. Further, the Artist shall indemnify, defend and hold the City harmless f rom any liabilities, expenses and losses incurred by the Artist as a result of such media exposure. XI. SALES A. The City will not facilitate sales of pieces of Gallery Art. Inquiries about purchasing Gallery Art pieces will be directed to the Artist or Artist’s Agent. B. Unless the Parties otherwise agree in writing, Gallery Art pieces that are sold may not be transferred to the purchaser or otherwise removed from the Exhibition until the end of the Loan Term, including any extensions thereof agreed to in writing by the Parties. XII. RETURN OF LOANED GALLERY ART A. The Artist is responsible for removal of the Gallery Art at the end of the Loan Term, unless otherwise agreed to in writing by the Parties. If the Artist or his or her authorized agent does not claim the Gallery Art within five (5) business days after the end of the Loan Term, the Gallery Art may be placed in an unsecured storage area at the Noyes Cultural Arts Center. If the Artist or his or her authorized agent does not claim the Gallery Art within thirty (30) business days after the end of the Loan Term, the Gallery Art shall be deemed an unrestricted gift to the City of Evanston and the Artist shall forfeit all ownership and intellectual property rights to the Gallery Art. B. The City reserves the right to have the Gallery Art removed prior to the expiration of this Loan Term for any reason. In the event that the City removes the Gallery Art from the Exhibition prior to the end of the Loan Term, the Artist or his/her authorized agent shall claim the Gallery Art within five (5) business days after receiving notice from the City that the Gallery Art was removed from the Exhibition. If the Artist or his/her authorized agent does not retrieve the Gallery Art within thirty (30) business days after receiving notification that the Gallery Art was removed from the Exhibition, the Gallery Art shall be deemed an unrestricted gift to the City of Evanston and the Artist shall forfeit all ownership and intellectual property rights to the Gal lery Art. . Doc ID: e38ce5e102c54596f3529f794207fbd51b47f566 Page 6 of 8 XIII. CONTACT AND NOTICE INFORMATION Any notice required to be given by this Agreement shall be deemed sufficient if made in writing and sent by certified mail, return receipt requested, or by personal service, to the persons and addresses indicated below or to such other addresses as either party hereto shall notify the other party of in writing pursuant to the provisions of this Subsection: City of Evanston: Angela Allyn 847-448-8263 aallyn@cityofevanston.org 927 Noyes Evanston, Illinois 60201 The Artist: Name: __Leslie Joan Riley_______________________ Address: __8740 Karlov Ave_______________________ __Skokie IL 60076_______________________ Phone: __847-962-4119________________________ Email: __leslie@lesliejriley.com__________________ XIV. AMENDMENTS AND MODIFICATIONS Except as otherwise provided herein, this Agreement may be modified or amended from time to time provided, however, that no such amendment or modifications shall be effective unless reduced to writing and duly authorized and signed by the authorized repres entatives of the parties. XV. MISCELLANEOUS PROVISIONS A. Successors and Assigns The City and the Artist each bind themselves and their partners, successors, executors, administrators, and assigns to the other party of the Agreement and to the partners, successors, executors, administrators, and assigns of such other party in respect t o all covenants of this Agreement. Neither the City nor the Artist shall assign, sublet, or transfer its interest in this Agreement without the written consent of the other. Nothing herein shall be Doc ID: e38ce5e102c54596f3529f794207fbd51b47f566 Page 7 of 8 construed as creating any personal liability on the part of any officer or agent of any public body, which may be a party hereto, nor shall it be construed as giving any right or benefits hereunder to anyone other than the City and the Artist. B. Savings Clause If any provision of this Agreement, or the application of such provision, shall be rendered or declared invalid by a court of competent jurisdiction, or by reason of its requiring any steps, actions, or results, the remaining parts or portions of this Agreement shall remain in full force and effect. C. Entire Agreement This Agreement sets forth all the covenants, conditions and promises between the parties with regard to the subject matter set forth herein. There are no covenants, promises, agreements, conditions or understandings between the parties, either oral or written, other than those contained in this Agreement. D. Choice of Law, Venue This Agreement shall be construed in accordance with and subject to the laws and rules of the City of Evanston and the State of Illinois both as to interpretation and performance. Venue for any action arising out of or due to this Agreement shall be in Cook County, Illinois. The City shall not enter into binding arbitration to resolve any dispute related to this Agreement. The City does not waive tort immunity by entering into this Agreement. IN WITNESS WHEREOF, the Parties agree to the terms above and have each executed this Agreement on the date first written above. CITY: ARTIST: ____________________________________ _____________________________________ Luke Stowe City Manager Name: _______________________________ Leslie Joan Riley 02/11/25 Approved as to form: Alexandra B. Ruggie Corporation Counsel Doc ID: e38ce5e102c54596f3529f794207fbd51b47f566 Page 8 of 8 Schedule A Schedule A should have the following information in respect of each item of Art: 1. Artist 2. Title of Work 3. Media 4. Dimensions 5. Fair Market Value/Appraisal Value and/or Insurance Value Doc ID: e38ce5e102c54596f3529f794207fbd51b47f566 Exhibit A Inventory Wall one 3 quilts Green Plaid 32” x 44” 2007 Brown Plaid 58” x 62” 2009 Wrenches 42: x 59” 2009 Wall Two 14 framed pieces Tower variation 1-14 2021 Wall Three 1 quilt Circus Banner 82” sq 2016 Wall Four 1 printed piece Fidget Spinner 49” sq 2024 Wall Five 1 quilt Birds 89” x 81” 2009 Wall Six 5 printed pieces on paper & 1 framed piece Pollen 16” x 20” 2018 framed Seaweed on brown 14” x 21” 2021 Circles on red 14” x 16” 2022 Circles on brown 14” x 21” 2022 Doc ID: e38ce5e102c54596f3529f794207fbd51b47f566 Flowers on a dark background 14” x 22” 2022 Flowers on a light background 14” x 22“ 2022 Wall Seven 18 pieces 17 framed 1 cradled Red, Blue, Yellow Dots 6 in Sq 2024 Big Rain 10 in Sq 2024 Moonlight Voyage 10 in Sq 2024 Orange Boulder 10 in Sq 2024 Red Dots on Blue Background 10 in Sq 2024 Snake Ate Elephant 10 in Sq 2024 Totem 10 in Sq 2024 Blue Dots 11 x 14 in 2024 Bounce 11 x 14 in 2024 Corn Maze 11 x 14 in 2024 Cosmic Sky 14 x 11 in 2022 Lava Flow 11 x 14 in 2024 Pig’s Pen 11 x 14 in 2024 Pink Green Landscape at Dawn 11 x 14 in 2024 Red Gold Landscape at Dusk 11 x 14 in 2024 Wall Eight 5 printed paper pieces on canvas Blue Pink 30” x 42” 2018 Green Orange 30” x 42” 2018 Blue Circles 30” x 42” 2018 Green Circles 30” x 42” 2018 Brown Circles 30” x 42” 2018 Doc ID: e38ce5e102c54596f3529f794207fbd51b47f566 Wall Nine 11 printed and collaged pieces Wiggling Worm 30” x 40” 2016 Framed Brown Dots 24” x 32” 2018 Framed Lakeside 17” x 21” 2024 Framed Red Dots 14” x 20” 2015 Cradles boards Diptych 2x 29” x 29” 2014 Cradles boards Bubbles 21” x 17” 2024 Framed Maze Yellow 22” x 15” 2024 Paper Maze Blue Orange 15” x 22” 2024 Paper Red, Blue White Dots 14” x 21” 2024 Paper Pattern with Dots 39” x 23 2024 Paper Wall Ten 1 quilt Mint Chocolate Chip 78” x 39” 2014 Doc ID: e38ce5e102c54596f3529f794207fbd51b47f566 Noyes Art Gallery Exhibit - Leslie Riley Copy_of_Art...fMyLife.pdf and 1 other e38ce5e102c54596f3529f794207fbd51b47f566 MM / DD / YYYY Signed 02 / 18 / 2025 15:32:21 UTC-6 Sent for signature to Alexandra Ruggie (aruggie@cityofevanston.org) and Luke Stowe (lstowe@cityofevanston.org) from lthomas@cityofevanston.org IP: 66.158.65.78 02 / 18 / 2025 15:32:45 UTC-6 Viewed by Alexandra Ruggie (aruggie@cityofevanston.org) IP: 66.158.65.76 02 / 18 / 2025 15:32:52 UTC-6 Signed by Alexandra Ruggie (aruggie@cityofevanston.org) IP: 66.158.65.76 02 / 18 / 2025 15:42:50 UTC-6 Viewed by Luke Stowe (lstowe@cityofevanston.org) IP: 66.158.65.77 02 / 18 / 2025 15:44:22 UTC-6 Signed by Luke Stowe (lstowe@cityofevanston.org) IP: 66.158.65.77 The document has been completed.02 / 18 / 2025 15:44:22 UTC-6