HomeMy WebLinkAboutMOA with MDC for Main Street and Fairview Public Art ProjectMEMORANDUM OF AGREEMENT FOR CONTRIBUTION TO
MAIN STREET AND FAIRVIEW AVENUE PUBLIC ART PROJECT
This MEMORANDUM OF AGREEMENT FOR CONTRIBUTION T MAIN STREET AND
FAIRVIEW AVENUE PUBLIC ART PROJECT ("Agreement") is made this TQ
day of`J rAr2015
("Effective Date"), by and between the City of Meridian, a municipal corporation organized under the laws of
the State of Idaho ("City'), and Meridian Development Corporation, an urban renewal agency organized under
the laws of the State of Idaho ("MDC").
WHEREAS, City and MDC desire that public art will be a component of the Meridian community and
to that end, wishes to install one (1) permanent public artwork at the southeast corner of the intersection of Main
Street and Fairview Avenue ("Project"), with permission from the property owner Ada County Highway
District ("ACHD"), as a benefit to the public;
NOW, THEREFORE, for good and valuable consideration, the receipt and sufficiency of which is
hereby acknowledged and agreed, and in consideration of the mutual promises and covenants herein contained,
the Parties agree as follows:
I. CITY'S RESPONSIBILITIES.
A. Project installation. Between October 1, 2015 and September 30, 2016, City agrees to invest MDC's
contribution in services, materials, and equipment related to design, engineering, and installation of the
Project. The selection of staff and/or vendors for Project shall be made by City.
B. Selection of art. City shall include MDC in the process of selecting or artwork for the Project. With
regard to decisions related to selection of artist(s), artwork, or specific installation specifications, City
shall duly consider MDC input and shall make a reasonable effort to come to consensus; however, City
shall be responsible for the final decision regarding selection of artists, artwork, or specific installation
locations.
C. Acknowledgment of contribution. If City decides to acknowledge contributors to the Project, City
shall acknowledge MDC.
D. Invoice MDC. City shall remit to MDC one (1) invoice for MDC's contribution to the Project, in a total
amount not to exceed forty thousand dollars ($40,000.00).
1I. MDC's RESPONSIBILITIES.
A. Reimbursement. Within thirty (30) days of receipt of each of City's invoices, MDC shall provide
payment to City in the amount of such invoice, in a total amount not to exceed forty thousand dollars
($40,000.00).
B. Appropriation. Notwithstanding anything in this Agreement to the contrary, MDC's obligations under
this Agreement to provide payment to City as described herein shall be subject to and dependent upon
appropriations being made by the MDC governing board for such purpose. The officer or administrator
charged with the responsibility of preparing MDC's Fiscal Year 2016 budget shall include in the
proposed budget the amount noted herein, which will be duly considered by the Board along with the
other proposed expenditures for Fiscal Year 2016.
MEMORANDUM OF AGREEMENT FOR MDC's MAIN & FAIRVIEw PUBLIC ART PROJECT CONTRIBUTION PAGE 1 OF 2
III. GENERAL TERMS.
A. Term. This Agreement begins immediately upon execution and shall remain in effect through
September 30, 2016.
B. Notice. Notice required to be provided by either of the parties under this Agreement shall be in writing
and be deemed communicated when mailed by United States Mail, addressed as follows:
City: City of Meridian MDC: Meridian Development Corporation
City Attorney's Office Ashley Squyres, Administrator
33 E. Broadway Avenue 33 E. Broadway Avenue
Meridian ID 83642 Meridian ID 83642
Either party may change its address for the purpose of this paragraph by giving formal notice of such
change to the other in the manner herein provided.
C. Entire agreement; modification. This Agreement embodies the entire agreement and understanding
between the parties pertaining to the subject matter of this Agreement, and supersedes all prior
agreements, understandings, negotiations, representations, and discussions, whether verbal or written, of
the parties pertaining to that subject matter. The Agreement may not be changed, amended, or
superseded unless by means of writing executed by both Parties hereto.
D. Termination. Either party may terminate this Agreement in whole, or in part, due to convenience,
nonappropriation, or when either or both parties agree that the continuation of the project is not in the
parties' best interest, by providing thirty (30) days written notice. If MDC is the terminating party, City
shall be entitled to receive reimbursement for payments made toward completion of Project as of the
date of termination.
E. Severability. If any part of this Agreement is held to be invalid or unenforceable, such holding will not
affect the validity or enforceability of any other part of this Agreement so long as the remainder of the
Agreement is reasonably capable of completion. The invalidity or unenforceability of any particular
provision of this Agreement shall not affect the other provisions, and this Agreement shall be construed
in all respects as if any invalid or unenforceable provision were omitted.
F. Applicable Law. The Agreement shall be governed by the laws of the State of Idaho and jurisdiction
for any disputes arising hereunder shall be in the Fourth Judicial District, Ada County, State of Idaho.
19 May
2015.
IN WITNESS WHEREOF, the parties hereto have executed this Agreement on this 28th day of typal,
MERIDIAN DEVELOPMENT CORPORATION:
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MEMORANDUM OF AGREEMENT FOR MDC's MAIN & FAIRVIEW PUBLIC ART PROJECT CONTRIBUTION PAGE 2 OF 2