Memorandum of Understanding with Meridian Academy for Tully Skate Park Public Art ProjectMEMORANDUM OF UNDERSTANDING:
MERIDIAN ACADEMY TULLY PARK PUBLIC ART PROJECT
This MEMORANDUM OF UNDERSTANDING: MERIDIAN ACADEMY TULLY
PARK PUBLIC ART PROJECT ("MOU") is made this 26th day of October, 2010 ("Effective
Date"), by and between the City of Meridian, a municipal corporation organized under the laws of the
State of Idaho (hereinafter "City"), and Meridian Academy, a public high school in Meridian Joint
School District no. 2 (hereinafter "School").
WHEREAS, students of School ("Artists"), following consultation with members of the
Meridian Parks & Recreation ("MPR") Commission, members of the Meridian Arts Commission, and
MPR Department staff, have designed and proposed to the MPR Department Director ("Director") a
design, plan, and timeline for installation of a wall mural, as represented in Exhibit A hereto ("Mural")
at Tully Park, 2500 N. Linder Road, Meridian, Idaho ("Site");
WHEREAS, Director finds that Artists' installation of Mural at Site will serve MPR's mission
to enhance the Meridian community's quality of life by providing well-designed and
properly maintained parks and recreational opportunities for all citizens;
WHEREAS, School finds that Artists' installation of Mural at Site will serve School's mission
to provide learning experiences that foster character, honor, opportunity, inquiry, community, and
excellence; and
WHEREAS, the City Council of the City of Meridian finds that the incorporation of public art
into public spaces will promote public dialogue, add visual interest, character, and beautification, and
deter graffiti;
NOW, THEREFORE, in consideration of the mutual promises and covenants herein
contained, the Parties agree as follows:
I. SCOPE OF PROJECT.
With the assistance and guidance of City -designated personnel, and in accordance with the terms
and provisions of this MOU, Artists shall implement the Mural, as described and depicted in
Exhibit A, on the concrete wall of the existing skateboard/bicycle ramp, at Site.
Following installation of the painted portion of the Mural, Artists shall seek approval of such
installation by Director. Director's approval shall be conditioned upon a determination that the
painted portion of the Mural is in keeping with Artists' design as set forth in Exhibit A. Non-
material design refinements and/or improvements shall be left to the discretion of Artists.
Following Director's approval of the painted portion of the Mural, Artists and/or School shall cause
the coating of the Mural with clear sealant, and following application of such sealant, Artists shall
seek approval by Director. Director's approval shall be conditioned upon a determination that the
sealant was applied and cured professionally according to industry standards.
MEMORANDUM OF AGREEMENT
MERIDIAN ACADEMY — TULLY PARK MURAL PAGE I of 4
II. MAINTENANCE AND REPAIRS.
A. Determination maintenance needs. City shall make any and all determinations and decisions
regarding maintenance, restoration, repair, and/or removal of the Mural. City shall, at its sole
election, have the right to remove the Mural from public display, paint over the Mural, and/or
destroy the Mural, in whole or in part.
B. Restoration and repair. In the event that the Mural is damaged, destroyed, or obscured in
whole or in part by graffiti, vandalism, or other natural or manmade cause, City shall not be
required to repair or restore the Mural. If City chooses to repair or restore the Mural or any
portion thereof, City may, at its sole election, but shall not be required to, seek Artists' or
School's input regarding same.
III. CREATION. INTEGRITY, AND OWNERSHIP OF MURAL.
A. Waiver and relinquishment of rights. Artists and School shall, and hereby do, expressly
waive any and all right, title, or interest in the Mural, any component thereof, and/or plans or
designs related thereto. Artists and School understand that this waiver includes waivers of the
exclusive rights of reproduction, adaptation, publication, and display. Artists and School shall
relinquish any and all rights, title, and interest to the Mural, and hereby expressly waives any
rights Artists or School have or may have to the Mural, including, but not limited to, the rights
afforded artists under the Copyright Act of 1976 and the Visual Arts Rights Act of 1990, Title
17 U.S.C. §§ 101 et seq. Artists and School understand and expressly waive the rights of
attribution and integrity, including as such are set forth in 17 U.S.C. § 106A. To the extent that
the provisions of this MOU differ with the Copyright Act of 1976 and Visual Arts Rights Act of
1990, the provisions of this MOU will govern and any rights and duties created under that Act
are expressly waived.
B. Limited edition. The Mural shall be a limited edition of one. Artists and School warrant and
represent that the Mural designed and installed pursuant to this MOU has never heretofore been
designed, installed, created, published, or copied and that Artists are the sole creators and
owners of all rights in the Mural and the design thereof.
C. No copyright. Neither Artists nor School shall make any claim to the copyright of the Mural.
D. Photographs of Mural by City. City may reproduce the image of the Mural and all
preliminary studies and sketches thereof that have been delivered to and accepted, as City may
desire for educational and public information purposes. Where practicable and to the extent of
City's authority, Artists shall be collectively acknowledged to be the creators of the original
subject thereof. If any alteration occurs to the Mural after installation, whether intentional or
accidental and whether caused by City or others, upon written request of Artists or School, such
Mural shall no longer be represented to be the work of Artists.
E. Photographs of Mural by Artists. Artists and Schools may photographically reproduce the
image of the Mural and all preliminary studies and sketches thereof, as Artists or School may
desire for marketing, educational and public information purposes. Where practicable, Artists
or School shall acknowledge on each such photographic reproduction the location of Mural.
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MERIDIAN ACADEMY — TULLY PARK MURAL PAGE 2 of 4
F. Subcontracting or assignment of obligations. Artists may subcontract or assign obligations
under this MOU that do not require their unique artistic talent or expertise. Any subcontractor
or assignee shall be bound by all the terms and conditions of this MOU.
IV. TERMINATION.
A. Termination. Either party may terminate this MOU for any reason at any time upon written
notice to the other party.
B. Non -waiver of breach. A waiver of any breach or default of any provision of this MOU shall
not be construed as a waiver of a breach of the same or any other provision hereof.
V. GENERAL PROVISIONS.
A. Relationship of Parties. It is the express intention of Parties that Artists and School are
independent persons and not employees, agents, joint venturers, or partners of City. Nothing in
this MOU shall be interpreted or construed as creating or establishing the relationship of
employer and employee between any Artist and City or between any Artist and any official,
agent, or employee of City. Nothing in this MOU shall be interpreted or construed as creating
or establishing the relationship of employer and employee between any official, agent, or
employee of School and any official, agent, or employee of City. All parties acknowledge that
Artists and School are not employees of City.
B. Recreational immunity applies. Both parties specifically acknowledge and agree that City
holds and enjoys any and all statutorily available immunities, rights, and limitations on liability
afforded to City as a landowner who has made its land available to the public without charge
for recreational purposes. Both parties specifically acknowledge and agree that Artists and
School's use of and entry into Tully Park for the activities described in and related to this MOU
are "recreational purposes" as such term is defined in Idaho Code section 36-1604.
C. Compliance with law. Throughout the course of this MOU, Artists and School shall comply
with any and all applicable federal, state, and local laws.
D. Non-discrimination. Throughout the course of this MOU, neither Artists nor School shall
discriminate against any person as to race, creed, religion, sex, age, national origin, sexual
orientation or any physical, mental, or sensory handicap.
E. Entire agreement. This MOU constitutes the entire understanding between the Parties. This
MOU supersedes any and all statements, promises, or inducements made by either party, or
agents of either party, whether oral or written, whether previous to the execution hereof or
contemporaneous herewith. The terms of this MOU may not be enlarged, modified or altered
except upon written agreement signed by both parties hereto.
F. MOU governed by Idaho law. The laws of the State of Idaho shall govern the validity,
interpretation, performance and enforcement of this MOU. Venue shall be in the courts of Ada
County, Idaho.
MEMORANDUM OF AGREEMENT
MERIDIAN ACADEMY — TULLY PARK MURAL PAGE 3 of 4
G. Notice. Any and all notice required to be provided by either of the Parties hereto, unless
otherwise stated in this MOU, shall be in writing and shall be deemed communicated upon
mailing by United States Mail, addressed as follows:
School:
Joseph Palaia, Principal
Meridian Academy
2311 E. Lanark Street
Meridian, Idaho 83642
(208) 855-4315
palaia.joseph@meridianschools.org
C
Steve Siddoway, Director
City of Meridian Parks & Recreation Department
33 E. Broadway Ave.
Meridian, Idaho 83642
(208) 888-3579
ssiddoway@meridiancity.org
Either party may change its address for the purpose of this paragraph by giving written notice of
such change in the manner herein provided.
A. Approval required. This MOU shall not become effective or binding until approved by the duly
authorized entities of City, Artists, and School. The parties signatory hereto represent and warrant
that each is duly authorized to bind, respectively, City, Artists, and School to this MOU in all
respects.
IN WITNESS WHEREOF, the parties hereto have executed this MOU on the 26th day of
October, 2010.
ARTISTS / SCHOOL:
Jefeph Palaia, Principal
Meridian Academy
CITY OF MERIDIAN: A
BY:
Tammy d eerd'=, r
Mayor -17
v, k
MEMORANDUM OF AGREEMENT
MERIDIAN ACADEMY — TULLY PARK MURAL PAGE 4 of 4
EXHIBIT A