16-1101_IRVINE MUSEUM, THE_Lending Loan AgreementRev 9/2016
City of San Juan Capistrano
LENDING LOAN AGREEMENT
THE IRVINE MUSEUM
18881 Von Karman Suite 100
Irvine, California 92612
Telephone (9 49) 47 6-0294
Facsimile (9 49) 47 6-2437
This Loan Agreement for Art (hereafter, "Agreement") is entered into on this 28 day
of October, 2015, by and between The lrvine Museum, the ("Lender") and City of San
Juan Capistrano, (the "Bonower") Attention: Benjamin Siegel City Manager 32400 Paseo
Adelanto, San Juan Capistrano, CA92675 Telephone number (949) 443-6322.
1. THE LOAN
Lender hereby agrees to loan to the Borrower the works of art reproductions
("objects") specifically identified in Exhibit A attached hereto (collectively, the "Loan").
Exhibit A may be amended in writing by either Lender or Bonower, and any amendment will
be effective upon the written approval of the non-amending party.
2. PERIOD
The period of the Loan will be from November l, 2016 through and
including October 31,2017, exclusive of shipping days.
3. PUBLICITY A¡ID CREDITS
(a) Appropriate credit will be given to Lender in all publicity and
other printed matter prepared for or in connection with the Loan. The credit line for each
work of art will read as written on the Exhibit A of this agreement.
(b) Lender will be advised of the precise nature of the credit in
writing not less than l0 days in advance of the opening of the exhibition at the Borrower.
(c) Borrower will send Lender a copy of any publication or
catalogue prepared in association with the Loan.
4, TRANSPORTATION
(a) The Loan was delivered to Borrower on October, 2011,
during normal business hours.
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(i) Lender will be responsible for organizing (and
the cost of¡ the packing and transport of the Loan to Borrower and the risk of Loss during
transport.
(ii) Lender will be responsible for unloading and
unpacking the Loan. All unloading, unpacking, handling and installation of the Loan at the
premises of Borrower will be done with sufficient care so as to avoid damage to any of the
objects.
(b) The Loan will be returned to the location directed by Lender
after October 31. 2016, during normal business hours.
(i) Lender will be responsible for organizing (and
the cost of) and transport of the Loan to Lender and the risk of Loss during transport.
(ii) Lender will be responsible for packing and loading the
Loan. All deinstallation, packing and loading of the Loan will be done with sufficient care so
as to avoid damage to any of the works.
(c) As previously agreed, Borrower shall be responsible for cost
of crating, shipping and transit insurance.
5. CONDITION
(a) Each object will be presumed to have been received by
Borrower and, in turn, by Lender in the same condition as it is described on attached Exhibit
A, unless written notice of a change in condition or damage is given to the other party and the
carier immediately upon receipt. Should the Loan appear to be damaged in packing and
transport, all packing materials must be saved until Borrower, Lender and the carrier have
had the opportunity to inspect them.
(b) Borower and Lender will provide condition photographs and
an opportunity to inspect any damaged object where necessary.
(c) Borrower shall have the right to examine each object by all
modern, scientific methods for condition and authenticity.
6, INSURANCE
(a) Borower will insure the Loan wall-to-wall under its "all risk"
fine arts policy while at Borrowers venue, which covers against "all risks" of physical loss or
damage from any external cause except the usual and standard exclusions (including, but not
limited to wear and tear, gradual deterioration, insectso vermin, inherent viceo or damage
sustained due to or resulting from any repairing, restoration, reframing, renovating, or
retouching process that has been expressly authorized by Lender in accordance with
Paragraph 7 of the Agreement, hostile or warlike action, insurrection, rebellion, civil
disobedience, and radiation).
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(b) The value of each object in the Loan for casualty
insurance will be the scheduled value as provided on Exhibit A. The premium for the
insurance will be paid by Borower. Proof of insurance will be delivered to Lender before
delivery of the loan to Borrower. The value specified shall determine Borrower's
responsibility for obtaining casualty insurance, but shall not be considered an appraisal by
Lender or Borrower or an amount of liquidated damages in the event of loss, damage, or
destruction of the object.
(c) Lender agrees that in the event of loss or damage to the Loan,
recovery, if any, will be limited to the estimated value of the lost object(s), or the cost of
repairing or restoring the damaged object(s), such costs not to exceed the estimated value of
the object(s).
(d) Borrower will be responsible for the handling and
processing of any insurance claim with its insurer. Both parties agree to abide by the
applicable requirements and conditions imposed by the insurance certificate.
7. CARE AND PRESERVATION
(a) Borower will exercise the same standard of care in the
preservation and safekeeping of the Loan as it has adopted or may hereafter adopt for the
preservation and safekeeping of comparable property of its own. (Any special handling
required will be outlined on an exhibit attached hereto, and these instructions will be
followed by Borower.)
(b) Borrower will not intentionally destroy, damage, alter,
modify or change the Loan in any way whatsoever (including, without limitation, removing
frames, mats, glass or plexiglass coverings, or mounts) without explicit, prior authorization
by Lender.
(c) In the event of any damage or material deterioration to an
object in the Loan, Borrower will consult with Lender prior to the commencement of any
repairs or restoration. Lender will have the right to specify the artist(s) or other person(s)
who will make the repairs or restoration, and the expense of repairs or restoration will be paid
by Borrower and Lender as may be equitable under the circumstances.
(d) Objects may be withdrawn from this Agreement at any time
by either party upon reasonable written notice. If any work is withdrawn by Borrower
because it is discovered to be in unstable or otherwise vulnerable physical condition,
Borrower agrees to notiSr Lender of the condition in writing and in a timely fashion.
8. EXPENSES
(a) Except as otherwise provided in this Agreement, Lender will
be responsible for the payment only of those pre-agreed upon expenses incurred in
connection with the Loan.
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(b) Borrower will provide receipts, invoices or other suitable
evidence in connection with all expenses to be paid by Lender.
9. USE AND REPRODUCTION
(a) Lender warrants that it has the right to permit display of each
object in the Loan by Bomower and reproduction as provided below and Lender hereby gives
its permission to such use by Borrower at their own facilities. No object may be placed on
exhibition at fair grounds or on the premises of any national or international exposition in any
case. Borrower shall have the exclusive right to determine when, if and for how long each
object will be exhibited.
(b) Unless notified in writing to the contrary, any objects in the
Loan may be photographed or otherwise reproduced for record, publicity, educational or
other non-commercial use by Borower.
(c) Without prior written approval from Lender, Borrower will
not permit the reproduction, photographing or filming of objects from the Loan by anyone
other than Borrower for any reason.
(d) Color transparencies suitable for reproduction may be
available from Lender for use by Borrower.
10. NOTICES
(a) All communications hereunder, except as herein otherwise
specifically provided, will be in writing. Any communications will be sent to Borrower at
the address specified above or as may be identified in writing by Borrower in the future and
to Lender, Attention: Jean Stern, Executive Director, at 18881 VonKarman Avenue, Suite
100, Irvine, California 92612. Notice will be deemed to be effective upon delivery or five
days after deposit in the U.S. mail, whichever occurs first.
(b) Borrower shall be responsible for notifying Lender of any
change of ownership or of address of Borrower.
I1. TITLE
Title to the Loan will remain with Lender or, to the extent applicable, with the
owner ofeach object.
12, ENTIRE AGREEMENT
This instrument contains the entire Agreement of the parties relating to the
subject matter hereof, and the parties have made no agreementso representations or warranties
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relating to the subject matter of this Agreement which are not set forth herein. No
modifications of this Agreement will be valid unless made in writing and signed by the
parties hereto.
13. CALIFORI\IA LAW
This Agreement will be deemed to have been made under, and will be
governed by, the laws of the State of California (including, but not limited to, the cugent
provisions of Civil Code Section 1899 et seq, dealing with loans to museums and any similar
provisions that may be in force from time to time).
IN WITNESS WHEREOF, the parties have executed this agreement on the date set forth
below their respective signature.
LENDER
The lrvine
By
Title
Date
BORROWER
City of San Juan Capistrano
Benjamin City
By
T
Date to-3- l(
AGREEMENT FOR LOAN OF ART TO
THE IRVINE MUSEUM
18881 Von Karman Avenue
Suite 100
Irvine, California 92612
Telephone (949) 47 6-0294
Facsimile (949) 47 6-2437
EXHIBIT A
LENDER: The Irvine Museum
BORROWER: City of San Juan Capistrano
1.
ARTIST:
TITLE:
MEDIUM:
SIZE:
LENDER:
INSURANCE VALUE:
2.
ARTIST:
TITLE:
MEDIUM:
SIZE:
LENDER:
INSURANCE VALUE:
Franz A. Bischoff (1864-1929)
San Juan Capistrano Mission Yard, 1922 (R0086-D)
Reproduction
24 x30 inches
The Irvine Musuem
$7s0.00
Maurice Braun (187 7 -1941)
Road to the Canyon (R0219-L)
Reprodution
30 x 40 inches
The Irvine Musuem
$1,000.00
Alson Skinner Clark (1876-1949)
San Juan Capistrano Mission, 1921 (R0098-D)
Reproduction
35.75 x 46 inches
The Irvine Musuem
$1,000.00
3.
ARTIST:
TITLE:
MEDIUM:
SIZE:
LENDER:
INSURANCE VALUE:
4.
ARTIST: Edgar Payne (1883-1947)
TITLE: Sycamore in Autumn, Orange County Park, 1916 (R0066-O)
MEDIUM: Reproduction
SIZE: 30 x 40 inches
LENDER: The Irvine Musuem
INSURANCE VALUE: $1,000.00
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TITLE:
MEDIUM:
SIZE:
LENDER:
INSURANCE VALUE:
William l[endt (l 865-1 946)
Saddleback Mountain Mission Y iejo, 1923
Reproduction
30 x 40 inches
The Irvine Musuem
$1,000.00