HomeMy Public PortalAbout2023.05.16 Artwork Commissin Agreement - Jay RasgorshekARTWORK COMMISSION AGREEMENT
By and between
THE CITY OF MCCALL
And
JAY RASGORSHEK
THIS AGREEMENT is made and entered into this (/ day of /, 2023,
by and between the City of McCall (hereafter "City"), a municipal corporation of the State of
Idaho, and Jay Rasgorshek (hereafter "Artist"), for the purpose of design and installation of a mural
(hereafter "the Work") for placement on an exterior wall within the McCall Downtown West
Urban Renewal Area (hereafter "Site").
WHEREAS, the McCall Area Comprehensive Plan (2018) includes a goal to "celebrate the culture
of McCall and creativity of residents through public art (pg. 41);" and
WHEREAS, the City agreed that artwork installed within the McCall downtown is a benefit to the
public; and
WHEREAS, the City adopted procedures and policies for public art selection on June 29, 2012;
and
WHEREAS, the McCall Public Art Plan (2021) identifies downtown outdoor murals as a first
priority project (pg. 20); and
WHEREAS, a selection panel consisting of representatives from the McCall Redevelopment
Agency Board of Directors, McCall Public Art Advisory Committee, and the community at -large
selected the Artist through a competitive proposal process; and
WHEREAS, the McCall Redevelopment Agency unanimously recommended the Artist for
commission of Work at its March 28, 2023, meeting; and
WHEREAS, the McCall Public Art Advisory Committee unanimously recommended the Artist
for commission of Work at its March 27, 2023, meeting; and
WHEREAS, McCall City Council has approved commissioning of the Work by the Artist pursuant
to the McCall Public Art Selection Policy on May 11, 2023.
THEREFORE, the parties hereto agree as follows:
1. THE SITE: For purposes of this Agreement, the Site shall be the westerly exterior wall of the
McPaws Thrift Store building located within the McCall Downtown West Urban Renewal Area at
301 E Lenora Street, McCall, Idaho.
2. SCOPE OF SERVICES: Artist shall complete the following scope of services:
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a) In collaboration with City of McCall staff, the Artist shall outline selection criteria and
education schedule for identification of up to three (3) artist apprentices to participate
in the project; and
b) In collaboration with City of McCall staff, the Artist shall outline a strategy for
community engagement and participate at least one public opportunity for community
members to provide input into the design of the Work; and
c) Develop at least three (3) design proposals for the final Work based on public input.
The proposal will be exhibited at a public venue and on the City of McCall Web site to
gain community input. Based upon this community input, the McCall Public Art
Advisory Committee, Site manager, McCall Redevelopment Agency and McCall City
Council will be asked to approve the final design for the Work; and
d) Upon City approval of the final design for the Work, development of an installation
milestone schedule, including information as may be requested by the City project
manager shall be created. City staff will review and approve the proposed schedule;
and
e) The Artist shall help select up to three (3) artist apprentices, aged 17 or older, to assist
with the project and the Artist shall provide opportunity throughout the artistic process
for the apprentices to learn how to design and implement a large-scale mural; and
f) Upon City approval of the final design and installation milestone schedule for the
Work, then the Artist shall install the Work as represented in the approved conceptual
design. Artist shall work with City's staff to complete any design decisions and may
hire necessary sub -contractors to plan, implement and coordinate the installation of the
Work; and
g) Provide one title block, not exceeding 100 square inches in size, stating the name of
the artist(s), title of the Work, year completed, and list of project funders; and
h) Following completion and installation of the Work, Artist shall prepare information
and/or documents as set forth in section 8(a).
3. ARTIST RESPONSIBILITES:
a) In addition to other responsibilities set forth in this Agreement, Artist shall attend
meetings by video conference or by phone with McCall staff to provide periodic progress
reports.
b) Artist shall not assign any of his/her obligations under this Agreement without the
written consent of the City. This provision shall not prevent the Artist from subcontracting
for obligations that do not require his artistic talents, including, but not limited to, such
obligations as engineering, structural engineering, drawing architectural renderings or
plans for the preparation and submittal of operations and maintenance manual for all works,
fabrication, or installation.
4. COMPENSATION: The Artist's fee for the scope of work and services contained in this
Agreement is Twenty Thousand and No Hundredths Dollars ($20,000.00). This amount shall
constitute full payment for all services the Artist shall perform, including necessary materials and
fees, as set forth in the Scope of Services and this Agreement. Payments shall be in multiple
installments as follows:
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a) One Thousand Dollars ($1,000.00) no later than sixty (60) days from submittal of an
apprenticeship selection criteria and education schedule as defined by section 2(a)
above.
b) Two Thousand Dollars ($2,000.00) no later than sixty (60) days from completion of
the scope of services as defined by section 2(b) and 2(c) above including receipt of at
least three (3) design proposals for the final Work and a summary of community
outreach activities.
c) If City approves the final design, and fabrication and installation milestone schedule
for the Work, an amount not to exceed Ten Thousand Dollars ($10,000.00) based on
cash flow needs as verified with City's project manager, no later than sixty (60) days
from the time the City receives Artist's invoice(s) for milestones completed.
d) The balance of Seven Thousand Dollars ($7,000.00) no later than sixty (60) days from
final review and approval by the City confirming that Artist has met all terms and
conditions of the Scope of Services and this Agreement.
5. CITY RESPONSIBILTIES: The City agrees to timely furnish Artist all information, reports,
data, statistics, drawings and information in its possession concerning matters covered by this
Agreement, together with timely access to all facilities, personnel and data necessary to perform
the Work unless such disclosure is prohibited by law.
6. TIME OF PERFORMANCE: Artist shall complete the Scope of Services on or before
September 30, 2023, or on such other date as may be agreed upon between the Parties in writing.
7. APPROVALS: Artist shall allow the City to review the Work's progress as follows:
a) Initial review and approval of the design and/or working drawings to determine that
the Work is appropriate for the location(s).
b) Review and approval of installation methods shall occur within a reasonable period
prior to the commencement of fabrication or installation, as appropriate.
c) Periodic review, via photographs, and approval as the Work's fabrication progresses.
d) City shall review and approve or disapprove the Work within fifteen (15) days of final
completion. If, during the approval reviews, City concludes that the Work does not
conform to the designs as previously approved, or as mutually agreed by the Parties in
writing, the City shall provide Artist with a notice in writing of specific non -conformity
and request Artist to address and cure the specific non -conformity within two weeks of
the reviews. Artist shall have thirty (30) days within which to address, cure, and correct
any non -conformity. If, after resubmission, the Work still does not conform, this
Agreement shall be subject to immediate termination for cause. Failure by the City to
disapprove in writing in a timely fashion shall be presumed to be approval of the Work.
8. PROJECT CLOSE-OUT:
a) Artist shall submit a conservation/maintenance plan to the City including specific
recommendations for on -going maintenance and repairs, as well as slides and/or photo and
written documentation of fabrication and installation of the Work, such as to assist in future
maintenance, repair, and public education.
9. REPAIRS, MAINTENANCE, OR ALTERATIONS:
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a) Artist is responsible for all parts and workmanship of the Work for a period of one (1) year
after acceptance of the Work and shall replace any defective parts or rework any defective
craftsmanship in a timely fashion at no cost except as provided in section 9(b) and 9(c) of
this Agreement.
b) Artist shall not be responsible for and shall not be held liable for any damage beyond the
control of Artist to the Work, its surfaces, or environment caused by personnel of the City
or its visitors, or others.
c) Artist shall not be responsible for and shall not be held liable for any damages to the Work
by extremely adverse weather conditions, acts of God, vandalism, or other acts abnormal
to the site.
d) Artist shall provide the City with written instructions for the appropriate maintenance and
preservation of the Work as required by section 8(b) above.
e) The City may provide basic maintenance, restoration and repairs as it deems necessary.
City shall be responsible and pay for repairs following expiration of the two-year warranty
period.
f) Whenever practical and as funding becomes available, Artist shall be given an opportunity
to perform and/or act as consultant for the repair or restoration for which Artist shall receive
reasonable compensation. In the event that the Work is damaged or destroyed, the City
may, in its sole discretion, relocate, repair, or restore the Work subject to receipt of any
insurance proceeds and availability of sufficient funds. City reserves the right to determine,
after consultation with an independent, professional art conservator, if, when and how any
repair and restoration to the Work can be made, and the nature, scope and anticipated cost
of any such repair or restoration. City reserves the right to contract with a conservator,
rather than Artist, to implement any such repairs or restoration.
g) For purposes of this Agreement, no modification of the artwork that results from the
passage of time or the inherent nature of the materials used in the Work shall constitute a
modification. In addition, no modification of the Work that is the result of conservation or
of its public presentation (including but not limited to lighting and placement) shall
constitute a modification that is prejudicial to the Artist's honor or reputation or for which
Artist may claim relief or any remedy from City unless such modification is the direct result
of gross negligence by City.
h) The action of the City in the exercise of its governmental powers (including but not limited
to the issuing of any permit for the redevelopment of land or any structure thereon other
than action by the City on the specific site of the Work) shall not constitute a modification
of the artwork for which Artist may claim damages or any other form of relief from the
City.
i) By executing this Agreement, Artist consents to the installation of the Work in the Site
specified in this Agreement. Artist acknowledges that such installation may subject the
Work to destruction, distortion, mutilation or other modification by reason of its removal
from that location.
j) If a modification of the Work occurs, Artist may give written notice to City requesting
that his/her name and the artwork be dis-associated, the Work shall not longer be
designated as the Artist's Work.
10. WARRANTY: Upon final acceptance of the completed Work by the City, Artist warrants that
the Work shall be free from defects in materials and workmanship, including inherent vice. Artist,
for a period of two (2) years after acceptance by the City, shall correct any such defects at Artist's
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expense. "Inherent vice" refers to a quality within the material or materials which comprise the
Work which, either alone or in combination with other materials used in the Work or reacting to
the environment, results in the tendency of the Work to destroy itself. Upon written notification
of a defect in materials or workmanship, Artist shall have sixty (60) days to commence repairs and
shall conclude the repairs within a reasonable time thereafter.
11. RELOCATION AND/OR REMOVAL OF ARTWORK:
a) The City shall not relocate or remove the Work and/or substantially modify the site in/on
which it is located without attempting to notify Artist of the proposed change and
attempting to reach agreement with Artist regarding the future appearance or location of
the Work. Except that the City may authorize the temporary relocation or temporary
removal of the Work without the Artist's prior permission. For the purpose of this section
temporary shall mean to be for a period less than 90 days.
b) If the City determines that the Work should be permanently removed or, though, decay,
vandalism or other forces, the Work has lost its integrity, the City shall first make a good -
faith effort to contact the Artist and offer the Work to the Artist at the Artist's cost to collect
and remove the Work within six (6) months from the date of notification.
12. OWNERSHIP: Artist warrants that, unless otherwise stipulated, the Work is original, in that
the Work owes its creation or origin to Artist, and is not the product of copying another's work in
any manner. Furthermore, Artist warrants and represents he has not previously published the Work
which is transferred by, and the subject of this Agreement and that Artist is the sole owner of all
rights therein. Upon final approval and acceptance of Work, delivery and installation, and final
payment, City shall own the Work. Artist hereby expressly waives any right, title or interest in the
Work. Artist understands that said waiver includes waivers of the exclusive rights of adaptation,
publication and display.
13. COPYRIGHT RETENTION:
a) Artist has retained all rights under the Copyright Act of 1976. 17 U.S.C. § 101 et seq., as
the sole author of the Work for the duration of the copyright.
b) Artist grants to the City and its assigns an irrevocable license to make two-dimensional
reproductions of the Work, including, but not limited to, reproductions used on web sites,
in brochures, media publicity and exhibition catalogues or other similar publications. Artist
also consents to the use, at City's discretion, of Artist's full name and Artist's own
identifying photograph in any publicity or promotional materials produced for the Work,
whether printed or electronic. Such consent includes placement of these items on any web
site the City maintains. City has the right to reproduce images of the Work for educational
or promotional uses only.
c) The City is not responsible to prevent third party infringement of the Artist's copyright and
not responsible for enforcement of, or protecting, the intellectual property rights of the
Artist.
14. WAIVERS AND RELINQUISHMENTS OF RIGHTS: Artist agrees to relinquish all rights,
title, and interest to the Work created for the Project and, hereby expressly waives any rights Artist
has to such artwork including, but not limited to, the rights afforded artists under the Visual Rights
Act of 1990, Title 17 U.S.C. Sections 101, et seq. Artist understands and agrees that the right of
integrity, but not of attribution, as specifically set forth in 17 U.S.C. Section 106A, is hereby
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expressly waived except as otherwise provided herein. If at any time following final approval, the
City chooses to move the Work, City shall make reasonable attempts to contact and to notify Artist
regarding the City's plans; provided, however, Artist shall have no right to override or veto the
City's plans and Artist hereby waives their right to file a claim or demand of any type against the
City based upon any future decision regarding the placement of the Work, including those granted
pursuant to the Copyright Act of 1976 and the Visual Rights Act of 1990. To the extent that the
provisions of this Agreement differ from the Copyright Act of 1976 and Visual Rights Act of 1990,
the provisions of this Agreement shall govern and Artist expressly waives any such differences in
the rights and duties.
15. ARTIST'S INSURANCE:
a) The Artist shall procure and maintain at his/her expense during the contract period the
following insurance coverage from an insurance company or companies possessing a
financial strength rating of at least A- and a financial size category of VII or higher from
A.M. Best or an equivalent rating service:
a. Commercial General Liability Insurance: Limit will not be less than $500,000.00
or the minimum amount as specified in the Idaho Tort Claims Act set forth in Title
6, Chapter 9 of the Idaho Code, whichever is higher. Coverage shall include, but
not be limited to, bodily injury and property damage to third parties, contractual
liability, products -completed operations, personal injury and advertising injury
liability ($500,000.00 limit).
b. Commercial [Business] Automobile Liability: Limit will not be less than
$500,000.00 per occurrence for owned, non -owned and hired vehicles. Where
applicable, the City shall be named as an additional insured on the commercial
automobile liability.
c. Workers Compensation and Employers Liability: Artist shall have and maintain
during the life of this contract, statutory workers compensation, regardless of the
number of employees (including himself/herself) to be engaged in work on the
project under this agreement in the statutory limits as required by law and
employers liability with a limit of no less than $500,000.00 for bodily injury by
accident or disease. In case any such work is sublet, the Artist shall require the
subcontractor provide workers compensation insurance for himself/herself and
any/all the subcontractor's employees engaged in such work. Artist shall provide
proof of insurance to the City prior to the start of work.
b) The Artist hereby grants to the City a waiver of any right to subrogation which any insurer
of said Artist may acquire against the City by virtue of the payment of any loss under such
insurance. Artist agrees to obtain any endorsement that may be necessary to affect this
waiver of subrogation, but this provision applies regardless of whether or not the City has
received a waiver of subrogation endorsement from the insurer. All of Artist's policies
shall be primary and Artist agrees that any insurance maintained by the City shall be non-
contributing with respect to the Artist's insurance. Artist shall advise the City of any
cancellation, non -renewal, or material change in any policy within five business days of
notification of such action.
c) By requiring Artist to maintain insurance with the City named as an additional insured,
herein, the City does not agree that such coverage and limits will necessarily be adequate
to protect Artist or such coverage and limits are a limitation on Artist's liability under the
indemnities granted to the City in this Agreement. The Artist may use commercial
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umbrella/excess liability insurance so that Artist has the flexibility to select the best
combination of primary and excess limits to meet the total insurance limits required by this
Agreement. If the Artist maintains higher limits than the minimum shown above, the City
requires and shall be entitled to coverage for the higher limits maintained. Any deductibles
or self -insured retentions must be declared to and approved by the City. The City may
require the Artist to purchase coverage with a lower deductible or retention or provide
proof of ability to pay losses and related investigations, claim administration, and defense
expenses within the retention. The City reserves the right at any time throughout the term
of the Agreement to adjust the aforementioned insurance requirements, if, in City's
reasonable judgment, the insurance required by the Agreement is deemed inadequate to
properly protect the City's interest. The City reserves the right to modify portions of the
insurance requirements for the apparent successful bidder or for good cause.
d) The failure of the City at any time to enforce the insurance provisions, to demand such
certificate or other evidence of full compliance with the insurance requirements, or to
identify a deficiency from evidence that is provided shall not constitute a waiver of those
provisions nor in any respect reduce the obligations of the Artist to maintain such insurance
or to defend and hold City harmless with respect to any items of injury or damage covered
by this Agreement.
e) The Artist shall provide the City Clerk with a valid certificate of insurance and amendatory
endorsements or copies of the applicable policy language affecting coverage, in advance
of the performance of any work and as soon as possible after renewal, exhibiting coverage
as required by the City's contract terms and conditions. Failure to obtain the required
documents prior to the work beginning shall not waive the Artist's obligation to provide
them. The City reserves the right to require complete, certified copies of all required
insurance policies, including endorsements required by these specifications, at any time.
The Artist shall be responsible for ensuring that all Subcontractors independently carry
insurance appropriate to cover each Subcontractors' exposures or that all such liabilities
are covered under the Artist's policies. The Certificate of Insurance shall be provided on
the industry standard form (ACORD 25) or other fonn acceptable to the City. Certificates
of insurance shall be issued to:
City of McCall
216 E. Park St.
McCall, ID 83638
16. CITY'S INSURANCE: Upon final completion and installation of the Work, and acceptance
of the Work, City shall obtain property insurance for the Work which may be included in the City
of McCall insurance program.
17. INDEMNIFICATION: Artist shall indemnify and save and hold harmless the City, its elected
officials, officers, employees, agents, and volunteers, from and for any and all liability, losses,
claims, actions, judgments for damages, or injury to persons or property and losses and expenses,
including reasonable attorney fees, arising from all acts or omissions to act of Artist or its servants,
officers, agents employees, guests, and business invitees in rendering services under this contract
or otherwise caused or incurred by Artist, its servants, officers, agents employees, guests, and
business invitees, and not caused by or arising out of the tortious conduct of the City or its
employees. The limits of insurance will not be deemed a limitation of the covenants to indemnify
and save and hold harmless the City, its elected officials, officers, employees, agents, and
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volunteers. If the City becomes liable for an amount in excess of the Artist's insurance limits,
Artist covenants and agrees to indemnify and save and hold harmless the City, its elected officials,
officers, employees, agents, and volunteers, from and for any and all liability, losses, claims,
actions, judgments for damages, or injury to persons or property and losses and expenses, including
reasonable attorney fees, to the extent permitted by law.
18. NONDISCRIMINATION:
a) In the performance of this Agreement Artist, and any sub -contractors, agree not to
discriminate in their employment practices against any employee, contractor, sub-
contractor or applicant for employment because of the employee's or applicant's race,
religion, national origin, ancestry, sex, age, physical handicap or sexual orientation and/or
gender identity/expression.
b) Artist also agrees to comply with all provisions of Idaho law relative to labor, and all other
applicable federal, state, and/or local statutes, ordinances, and regulations relative to
employment, wages, and hours of labor.
19. INDEPENDENT ARTIST: The parties intend that this Agreement create only an independent
contractor relationship and that Artist is not an employee, agent, joint venturer or partner of the
City. Nothing in this Agreement shall be interpreted or construed as creating or establishing the
relationship of employer and employee between Artist and the City or between Artist and any
official, agent or employee of the City. Both parties acknowledge that Artist is not an employee
of the City. Artist shall retain the right to perform services for others during the term of this
Agreement.
Neither federal, state or local income taxes, nor payroll taxes of any kind shall be withheld and
paid by City on behalf of Artist or the employees or subcontractors of Artist. Artist shall not be
treated as an employee with respect to the services performed hereunder for federal or state tax
purposes. Artist is responsible to pay, according to law, Artist's income tax. Artist may be liable
for self-employment (Social Security) tax to be paid by Artist according to law.
20. ENTIRE AGREEMENT: This is the entire agreement of the parties and can only be modified
or amended in writing by the parties.
21. SEVERABILITY: If any provision of this Agreement or application thereof is held invalid,
such invalidity will not affect other provisions or applications of this Agreement which can be
given effect without the invalid provision or application, and to that end, the provisions hereof are
declared to be severable.
22. AGREEMENT MADE IN IDAHO: The laws of the State of Idaho shall govern the validity,
interpretation, performance and enforcement of this Agreement.
23. ANTI -BOYCOTT AGAINST ISRAEL ACT: Within the meaning of the terms as defined
in Idaho Code 67-2346, Artist certifies that it is not currently engaged in, and will not for the
duration of this Agreement, engage in a boycott of goods or services from Israel or territories under
its control.
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24. DISPUTE RESOLUTION. All disputes arising out of this Agreement shall first be subject to
good faith negotiations between the parties. If such negotiations are unsuccessful, either party
may notify the other and work in good faith to select a mutually acceptable mediator within thirty
(30) days after notice. If after good faith effort the parties are unable to agree to a mutually
acceptable mediator or if mediation is not scheduled within 120 days from the date of notice, or if
the mediation is not successful in resolving the entire dispute, any outstanding issues may be
resolved by litigation. in a court in Valley County in the State of Idaho. The costs of mediation
shall be borne equally by the parties.
25. ATTORNEY FEES: If action is brought to enforce the terms or provisions of this Agreement,
or to enforce forfeiture for default, or to collect damages for breach, the prevailing party in such
action shall be entitled to recover from the non -prevailing party reasonable attorney fees together
with costs authorized by law.
26. TERMINATION FOR CAUSE: If a party willfully or negligently fails to fulfill its
obligations under this Agreement, the other party shall have the right to terminate the Agreement
by giving written notice to the defaulting party of its intent to terminate and specify the grounds
for termination. The defaulting party shall have thirty (30) days after receipt of the notice to cure
the default. If the defaulting party does not cure the default this Agreement shall terminate. In the
event of termination for non-performance by City, it shall compensate the Artist for all phases of
the Scope of Services the Artist has successfully completed and any additional services and
materials performed or supplied prior to termination; provided however, that such payment shall
be limited to the amount of compensation set forth herein. In the event of default by the Artist,
except that caused by the death or incapacity of the Artist, all finished and unfinished drawings,
photographs, and other Work products prepared and submitted or prepared for submission under
this agreement shall, at City's option, become its property. The City shall not relieve the Artist of
any liability for damages sustained by virtue of the Artist's breach or default of this Agreement
and City may reasonably withhold payments due until the exact amount of damages due from
Artist is determined.
27. TERMINATION FOR CONVENIENCE OF CITY: City may terminate this Agreement
for any reason at any time by giving at least fifteen (15) days notice in writing to Artist. If the
Agreement is terminated by City as provided herein, City shall compensate Artist for all phases of
the Scope of Services Artist has completed to date of written notice of termination and any
additional services and materials performed or supplied prior to termination, less payments of
compensation the City has previously made, not to exceed the amount set forth in Section 4. If
payments the City has previously made exceed the amount of compensation due hereunder, Artist
shall immediately refund the unearned balance to City. If the City terminates this Agreement due
to the fault of Artist, Section 26 hereof relative to termination shall apply.
28. FORCE MAJEURE: Neither Artist nor City shall be considered in default in the performance
of its obligations hereunder to the extent that performance of such obligations are delayed,
hindered, or prevented by force majeure. Force majeure shall be any cause beyond the control of
the parties hereto which they could not reasonably have foreseen and guarded against. Force
majeure shall include, without limitation, acts of God, strikes, lockouts, fires, riots, civil
commotion or civil unrest, incendiarism, interference by civil or military authorities, compliance
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with the regulations or orders of any governmental authorities which were not in effect at the time
of the execution of this Agreement, and acts of war (declared or undeclared).
29. PARTY REPRESENTATIVES: For purposes of this Agreement the following persons or
their designees shall act as party representatives:
City of McCall: Robert S. Giles, Mayor, or his designee,
Artist: Jay Rasgorshek
30. SUCCESSORS AND ASSIGNS: All of the terms, provisions, covenants and conditions of
this Agreement shall inure to the benefit of and be binding upon each party and their successors,
assigns, legal representatives, heirs, executors and administrators.
31. NOTICES: Written notices to the Parties shall be given by registered or certified mail, postage
prepaid, and addressed to said parties at the addresses below, unless otherwise designated by
written notice to the other parties:
City of McCall
Artist
216 E. Park St.
Jay Rasgorshek
McCall, ID 83638
2839 Venus Place
Boise, ID 83704
All such notices, except as otherwise provided, may either be delivered personally
deposited in the United States mail, properly addressed with postage fully prepaid by certified or
registered mail, return receipt requested, and shall be effective five (5) days after deposit in the
mail.
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IN WITNESS WHEREOF, the Artist and McCall do execute this Agreement the day and
year first above written.
ARTIST:
By:
Jay Rasgorshek
CITY OF-McCALL, IDAHO:
By: / 1L�
Robert S. Giles, Mayor
ATTEST:
BessieJo Wago'-r, City C
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Page 11 of 12
STATE OF
County of
: ss:
On this day of , 2023, before me, the undersigned Notary Public,
in and for said State, personally appeared JAY RASGORSHEK, known to me to be ARTIST, who
executed the within instrument, and acknowledged to me that such corporation executed the same.
IN WITNESS WHEREOF, I have hereunto set my hand and affixed my official seal the
day and year in this certificate first above written.
(SEAL) Notary Public for
STATE OF IDAHO )
: ss:
County of Valley )
Commission Expires:
Residing at:
On this .+ 8e day of IM iky , 2023, before me, the undersigned Notary Public,
in and for said State, personally appeared ROBERT S. GILES and BESSIEJO WAGNER, known
to me to be the Mayor and City Clerk of the City of McCall, a municipal corporation of the State
of Idaho, who executed the within instrument, and acknowledged to me that such city executed
the same.
IN WITNESS WHEREOF, I have hereunto set my hand and affixed my official seal the
day and year in this certificate first above written.
(SEAL
LORIAWILKNS
NOTARY PUBLIC - STATE OF IDAHO
COMMISSION NUMBER 20220789
MY COMMISSION EXPIRES 3.1-2028
ary Public for Idaho
Commission Expires: 3 t t A $
Residing at: YY) c 1/ , Idaho
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28. FORCE MAJEURE: Neither Artist . nor City shall be considered in default in the
performance of its obligations hereunder to the extent that performance of such obligations are
delayed,_. hindered, or prevented by force rajeure. Force majeure shall be any cause beyond the
control of the parties hereto which they couldnot reasonably have foreseen and guarded against.
Force inajeure shall:includ e, without limitation, acts of God, strikes, lockouts, fires, riots, -civil
commotion or civil unrest, incendiarism, interference by civil or military authorities, compliance
with the regulations or orders of any governmental authorities which were not in effect at the
time of the execution of this Agreement, and acts of war (declared or undeclared). -
29. PARTY REPRESENTATIVES: For purposes of this Agreement the following -persons or
their designees shall act as party representatives:
City of McCall: Robert S. Giles, Mayor, or his designee,
Artist: Jay Rasgorshek
30. SUCCESSORS AND ASSIGNS: All of the terms, provisions, covenants and conditions. of
this Agreement shall inure to the benefit of and be binding upon each party and their successors,
assigns, legal representatives, heirs, executors and administrators.
31. NOTICES: Written notices to the Parties ,shall be given by registered or certified mail,
postage prepaid, and addressed to said parties at the addresses below, unless otherwise
designated by written notice to the other parties:
City of McCall
Artist216
E. Park St. - -
Jay Rasgorshek
McCall, ID 83638 '
2839 Venus Place
Boise, II) 83704
All such notices, except as otherwise . provided, may either be delivered personally
deposited in the United States mail, properly addressed with postage fully prepaid by certified or
registered mail, return receipt requested, and shall be effective five (5) days after deposit in the
mail.
IN WITNESS WHEREOF, the Artist and McCall do execute this Agreement the day and
year first above written.
ARTIST:
By:
By:
Robert S.,Giles, Mayor
AT I EST:
BessieJo Wagner, City Clerk
STATE OF .1-6o.
: ss:
County of A-0( c"
On this c' 744
day of .A - o r 0 1 , 2023, before me, the undersigned Notary
Public, in and for said State, personally appeared JAY RASGORSHEK, known to me to be
ARTIST, who executed the within instrument, and acknowledged to me that such corporation
executed the same.
IN WITNESS WHEREOF, I have hereunto set my hand and affixed my official seal the
day and year in this certificate first above written.
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STATE OF IDAHO )
: ss:
County of Valley )
Notary Public for,// ill jc%steel
Commission Expires: a-frit-
ii/ -a-P
Residing at: L S e , i 7)
On this day of , 2023, before me, the undersigned Notary
Public, in and for said State, personally appeared ROBERT S. GILES and BESSIEJO
WAGNER, known to me to be the Mayor and City Clerk of the City of McCall, a municipal
corporation of the State of Idaho, who executed the within instrument, and acknowledged to me
that such city executed the same.