The URL can be used to link to this page

Home My WebLink About24 - Waivers of Right to Protest - Matt Babcock, Babcock Artworks LLC - Lynx Caeruleum Waiver - Page 1 of 4 - WAIVER OF PROPRIETARY RIGHTS 1. Parties. This Waiver of Proprietary Rights (“Waiver”) made this __________ (“Effective Date”) is by and between: Babcock Artworks LLC, with a mailing address of 10748 Dayton Ave. N Seattle, WA 98133 (“Artist”), and City of Bozeman, with a mailing address of 121 N. Rouse Ave., Bozeman, MT 59771 (“City”). The Artist and the City are each referred to herein as a “Party” and collectively as the “Parties.” 2. Description of the Project. The Artist, through this Assignment, transfers and assigns to the City of all the Artist’s interest in: a. The following copyrighted Project (“Project”): i. Copyright #1 • Author Name: • Title of Project: “LYNX CAERULEUM” • Located at Fire Station #2, 575 West Kagy, Blvd, Bozeman, MT 59715 b. All the usual rights granted to the owner of a copyright under federal law, including but not limited to the right to reproduce, publish, adapt, modify, distribute, create derivative Projects on, display, publicize, and transmit each Project; c. The right to register, as well as applications for registrations of each Project, with the U.S. Copyright Office, including any and all renewals and extensions; d. The income, royalties, and damages due to the Artist in regards to each Project, including damages for past or future infringements and misappropriations for each Project; e. The right to sue for past, present, and future infringements and misappropriations for each Project. 3. Waiver. Artist voluntarily waives all rights to attribution and integrity with respect to the Project, as described in the Percent for Art General Contract and corresponding exhibits, and any and all claims as may arise under the Visual Artists Rights Act of 1990, 17 U.S.C. §§106A and 113(d) (”VARA”), or any other local, state, foreign or international law that conveys the same or similar rights (“moral rights laws” as defined by VARA), with respect to the Project, its display, removal from display, exhibition, installation, conservation, storage, study, alteration and any other activities conducted by the City, its officers, employees, agents, contractors, licensees, successors or assigns. If the Project is incorporated into a building such that the Project cannot be removed from the DocuSign Envelope ID: B8415223-BFA7-40B2-8A5D-EE9D7193A064 April 2nd, 2024 Waiver - Page 2 of 4 - building or structure, and alternation, distortion, destruction, or other modification (collectively, “modification”) of the Project occurs, Artist waives any and all such claims under any moral rights laws arising out of or against any current or future owners of the City, and its agents, officers and employees, for modification of the Project. 4. Artist’s Right to Accreditation and Promotion. Artist retains the right to reproduce, publish, or display the Project in Artist’s portfolios, websites, galleries, design periodicals, or any other media or exhibit for the purpose of recognition of creative excellence or professional advancement, and to be credited with Authorship of the Project. 5. Right to Modify. The City has the absolute right and retrains the sole discretion to distort, mutilate, or other modification including, but not limited to, change, destroy, remove, relocate, move, replace, transport, repair or restore the Project, in whole or in part. The City is not required to provide the Artist with any notice of modification, however, the City will endeavor to notify Artist before undertaking modifications and repairs, pursuant to the Percent for Art General Contract. Should decommissioning be necessary, the Artist shall have a right of first offer to negotiate with the City to reclaims physical possession of the Project. 6. Third Party Claims. The City has no obligation to pursue claims against third parties for modifications or damage to the Project done without the City’s Authorization. However, the City may pursue claims against third parties for modifications or damage or to restore the Project if the Project was modified without the City’s Authorization. In the event that the City pursues such a claim, it shall notify the Artist, and Artist shall cooperate with the City’s efforts to prosecute such claims. 7. Authorship. If the City modifies the Project without the Artist’s consent in a manner that is prejudicial to Artist’s reputation, Artist retains the right to disclaim Authorship of the Project in accordance with 17 U.S.C. § 106A(a)(2) and as set forth in section 3 of this Waiver. 8. Notice. As required under the U.S. Copyright Act, the City must provide notice to the Artist if it wishes to remove the Project from a part of the building and the removal can occur without destruction or modification of the Project. Artist is required to keep the City informed of its updated mailing address. 9. Integration and Modification. This document contains the entire agreement between the parties and no statements, promises or inducements made by either party or agents of either party not contained in this written Agreement may be considered valid or binding. This Agreement may not be modified except by written agreement signed by both parties. 10. Dispute Resolution a. Any claim, controversy, or dispute between the parties, their agents, employees, or representatives shall be resolved first by negotiation DocuSign Envelope ID: B8415223-BFA7-40B2-8A5D-EE9D7193A064 Waiver - Page 3 of 4 - between senior-level personnel from each party duly Authorized to execute settlement agreements. Upon mutual agreement of the parties, the parties may invite an independent, disinterested mediator to assist in the negotiated settlement discussions. b. If the parties are unable to resolve the dispute within thirty (30) days from the date the dispute was first raised, then such dispute may only be resolved in a court of competent jurisdiction in compliance with the Applicable Law provisions of this Agreement. 11. No Third Party Beneficiary. The terms and provisions of this Assignment are intended solely for the benefit of each Party and their respective successors and assigns. It is not the Parties’ intent to confer third party beneficiary rights upon any other person or entity. 12. Choice of Law. This Assignment shall be governed and construed in accordance with the laws of the State of Montana without regard to conflict of law provisions. The Parties agree to submit to the personal and exclusive jurisdiction of the courts located within Gallatin County, Montana. 13. Non-Waiver. A waiver by either Party of any default or breach by the other Party of any terms or conditions of this Assignment does not limit the other Party’s right to enforce such term or conditions or to pursue any available legal or equitable rights in the event of any subsequent default or breach. 14. Severability. If any portion of this Assignment is held to be void or unenforceable, the balance of the Assignment shall continue in effect. 15. Counterparts. This Assignment may be executed in counterparts, which together constitute one instrument. 16. Assignment and Delegation. Artist may not subcontract or assign rights to any other individual or corporation not listed in this Assignment. 17. Execution. The Artist and the City each represent and warrant to the other that each person executing this Agreement on behalf of each party is duly Authorized to execute and deliver this Agreement on behalf of that party. 18. Consent to Electronic Signatures. The Parties have consented to execute this Agreement electronically in conformance with the Montana Uniform Electronic Transactions Act, Title 30, Chapter 18, Part 1, MCA. DocuSign Envelope ID: B8415223-BFA7-40B2-8A5D-EE9D7193A064 Waiver - Page 4 of 4 - Artist’s Signature: _________________________ Date: ________________ Print Name: Matt Babcock Babcock Artworks LLC 10748 Dayton Ave. N. Seattle, WA 98133 _______________________ Date: _____________ City Manager City of Bozeman Approved as to form: _______________________ Date: _____________ Greg Sullivan, City Attorney City of Bozeman DocuSign Envelope ID: B8415223-BFA7-40B2-8A5D-EE9D7193A064 4/3/2024 4/3/2024 4/3/2024