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PUBLIC ART DONATION AGREEMENT
THIS PUBLIC ART DONATION AGREEMENT ("Agreement") is entered into on July 16, 2025 by and between the TOWN OF ATHERTON (hereinafter "Town"), and Dan Friegang, an individual (hereinafter "Donor").
WHEREAS, Donor owns a piece of art, as described in Exhibit A hereto ("Artwork"), that he wishes to donate to the Town; and,
WHEREAS, Donor desires that the Town agree to certain conditions attached to the donation; and,
WHEREAS, as consideration for the Artwork, which the Town wishes to accept, the Town agrees to Donor’s conditions, as set forth in this Agreement.
NOW, THEREFORE, the partes agree to the following:
1. Donation. Donor will donate the Artwork to the Town at no cost to the Town, and the Town agrees to accept the Artwork from Donor in accordance with the provisions stated in this Agreement. Consideration for the Artwork shall be the Town’s compliance with the Conditions set forth in Section 2, below. The parties further agree that the value of the Artwork is $500.00.
2. Conditions of Donation. Donor wishes to attach the following conditions to the donation of the Artwork. Donor and the Town agree to observe and abide by the following conditions:
a. The Artwork shall be permanently displayed for the public to see. Town staff shall find a place to display the Artwork within the Town following consultation with the Donor. The Town shall have final approval of where and how to place and display the Artwork.
b. The Town shall place a plaque near the publicly displayed Artwork.
Town staff shall create the plaque following consultation with the Donor.
Town staff shall have final approval of the design, wording, appearance, and placement of the plaque.
c. The Town shall not sell the Artwork unless Donor exercises his first right of refusal, as described in Section 2(d) of this Agreement. d. If the Town fails to publicly display the Artwork for a period of greater than six (6) months, or if the Artwork is altered in a way that the Town, in its discretion, determines is no longer suitable for public display, or the Town wishes to sell or otherwise dispose of the Artwork, the Town shall first offer to return the Artwork to Donor. Donor shall have the first right of refusal. Donor shall inform the Town within thirty (30) days of the Town's offer whether Donor is reclaiming the Artwork or exercising his first right of refusal. If Donor exercises the right of first refusal of the 4925-2979-9250.1
Artwork, or fails to respond within thirty (30) days of the Town's offer, this shall constitute a relinquishing of all property interest, right to, and claim of/to the Artwork.
3. Town Maintenance of Artwork. Town agrees to reasonably ensure that the Artwork is properly maintained and protected. Town agrees that it will not intentionally destroy, damage, alter, modify, or change the Artwork in any way.
If an alteration should occur, either intentionally or unintentionally, and the Town, in its discretion, determines the Artwork is no longer suitable for public display, the Town shall notify the Donor and allow the Donor to exercise the right of first refusal as specified in Section 2(d) of this Agreement. The Town shall not be liable to Donor in any way if there is any damage to the Artwork.
4. Indemnity. Donor shall defend, hold harmless and indemnify Town, its officers and employees, and each and every one of them, from and against any and all claims, actions, damages, costs, liabilities, demands, losses, judgments, penalties and expenses of every type and description including, but not limited to, any fees and/or costs reasonably incurred by Town's attorneys and any fees and expenses incurred in enforcing this provision (hereafter collectively referred to as “Claims”), including, but not limited to, Claims arising from personal injury or death, damage to personal, real or intellectual property or the environment, contractual or other economic damages, or regulatory penalties, that arise out of, pertain to or relate to any negligent act or omission, recklessness or willful misconduct of Donor, its subcontractors or agents, and its respective officers and employees, in connection with performance of or failure to perform this Agreement, whether or not such Claims are litigated, settled or reduced to judgment; provided that the foregoing indemnity does not apply to liability for damages for death or bodily injury to persons, injury to property, or other loss, damage or expense to the extent arising from the sole negligence or willful misconduct of Town, its subcontractors or agents, and their respective officers and employees. The provisions of this Section 4 shall survive any expiration or termination of this Agreement.
5. Location of Work. The location and public display of the Artwork shall be determined by the Town following consultation with the Donor. The Town shall have the right to move and publicly display the Artwork elsewhere within the Town if Town staff deem it appropriate.
6. Exhibits. All exhibits referred to herein are attached hereto and are by this reference incorporated as if set forth fully herein.
7. Entire Agreement. This document, including all exhibits, contains the entire agreement between the parties and supersedes whatever oral or written understanding they may have had prior to the execution of this Agreement. No alteration to the terms of this Agreement shall be valid unless approved in writing by Donor and the Town.
8. Severability. If any portion of this Agreement or the application thereof to any person or circumstance shall be held invalid or unenforceable, the remainder of 4925-2979-9250.1
this Agreement shall not be affected thereby and shall be enforced to the greatest extent permitted by law.
9. Choice of Law; Venue. This Agreement shall be governed, construed and enforced in accordance with the laws of the State of California. Venue of any litigation arising out of or connected with this Agreement shall lie exclusively in the state trial court or Federal District Court located in, or with jurisdiction over, San Mateo County in the State of California, and the parties consent to jurisdiction over their persons and over the subject matter of any such litigation in such courts, and consent to service of process issued by such courts.
10. Binding Effect. This Agreement shall be binding on the heirs, executors, administrators, successors and assigns of the parties.
11. Effective Date. This Agreement shall become effective on the date that it is approved by the parties set forth on the first page of the Agreement. [Signatures on following page]
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TOWN:
TOWN OF ATHERTON
BY: _________________________________________
George Rodericks
City Manager
APPROVED AS TO FORM:
________________________________________
City Attorney
ATTEST:
__________________________________________
City Clerk
DONOR
BY: _________________________________________
DONOR NAME
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EXHIBIT A
Artwork Description
The Artwork is a Jane O'Neill Water Color painting. The painting has multiple trees prominently displayed in the front, with yellow structures on the right side of the painting. There are two people in the center of the painting, with a smaller structure and smaller trees and/or plants in the bottom background of the painting. The top of the painting features leaves of the larger trees and a light blue/gray sky.
The painting is in a gold-colored frame. On the back of the painting is a label, held by tape, that states the following: "Jane O'Neill, Watercolors, 52 Linda Vista, Atherton, California, 322-7864."
Artwork Photos:
Front of Painting and Frame
Label on Back of Painting
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