HomeMy WebLinkAboutSmithsonian Institution; 2006-11-29;SMITHSONIAN INSTITUTION TRAVELING EXHIBITION SERVICE (SITES)
EXHIBITION CONTRACT
Key Terms
Contract #: 103598
Exhibition #: 0175
Date: November 29, 2006
Exhibition: In Focus: National Geographic Greatest Portraits
Borrowing Institution: William D. Cannon Art Gallery
Borrower's Billing Address: 1200 Carlsbad Village Drive
Carlsbad, CA 92008
Borrower's Shipping Address: William D. Cannon Art Gallery
c/o Carlsbad City Library
1775 Dove Lane
Carlsbad, CA 92009
Location within Borrowing Institution (the Exhibit Space): Library Gallery
Booking Dates: 01/19/2008 to 03/16/2008
Participation Fee: $5,000
Deposit: $1,250 (due with signed contract)
Shipping: Outgoing: Borrower arranges for shipping and pays carrier directly.
Security Level: Moderate
SITES Contact Information
Scheduling and Exhibitor Relations (contracts): Shannon Perry, 202.633.3138
Project Director: Parker Hayes, 202.633.3113
Registrar: Viki Possoff, 202.633.3178
Accounting Services: Maria Armstead, 202.633.3151
Public Relations/Special Events: Jennifer Schommer, 202.633.3121
Fax Number: 202.633.5345
SITES' Federal ID # is 53-0206027.
Within thirty (30) days of receipt, this contract must be signed by Borrower and returned
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with the Deposit to: SITES, Smithsonian Institution PO Box 37012, MRC 941 Washington,
D.C. 20013-7012, Attn: Scheduling and Exhibitor Relations.
If Borrower is unable to meet this deadline, SITES Scheduling and Exhibitor Relations must be
contacted immediately at the telephone number and extension shown above SITES reserves the
right to cancel the reservation if the signed contract and Deposit are not returned within 30 days.
THIS EXHIBITION CONTRACT, effective on the date of its execution by both parties
(hereinafter the Agreement), is made by and between the Borrowing Institution (hereinafter
"Borrower") and the Smithsonian Institution, a trust instrumentality of the United States
established by. an Act of the United States Congress in 1846 (20 U.S.C." 41 et seq.) on behalf of
the Smithsonian Institution Traveling Exhibition Service (hereinafter SITES).
WHEREAS, SITES is a program office of the Smithsonian Institution charged with the
mission to travel exhibitions that connect the American public to the Smithsonian Institution;
WHEREAS, Borrower desires to borrow the Exhibition from SITES for the purpose of
displaying the same for the duration of the Booking Period in the Exhibit Space; and
WHEREAS, SITES desires to lend the Exhibition to Borrower for such purpose;
NOW, THEREFORE, in consideration of the payment by Borrower of the Participation
Fee plus shipping costs as described herein below and the mutual covenants and agreements
contained herein, the parties agree as follows:
1. THE EXHIBITION. The Exhibition is generally described as follows:
In Focus: National Geographic Greatest Portraits, an exhibition consisting of 56 striking
color and black-and-white photographs, parallels National Geographic's interest in
ethnographic studies, but also reveals the magazine's desire to divert attention away from
the hardships of domestic life in the United States during the mid-2 0th century. From
fascinating archival images of tribal leaders, fishermen, and American workers, to
riveting modern pictures of refugees, city dwellers, and urban laborers, In Focus takes
visitors around the globe and through the heights and depth of human emotion.
The Exhibition includes those items shown on the Exhibition Checklist, Exhibit A, now
or hereafter attached hereto, as well as the Exhibition installation components (including,
but not limited to, cases, panels, mounts, wall text, labels, crates and packing materials)
(hereinafter the Exhibition). Borrower shall not add items to, or remove items from, the
Exhibition, and shall not alter or omit any elements of the Exhibition installation, without
the prior written approval of SITES. SITES reserve the right to make such substitutions in
or withdrawals from the Exhibition as SITES, in its sole discretion, deems necessary or
advisable.
In advance of Borrower's opening date, SITES will provide Borrower with written
instructions (the Technical Resources Binder) on installation, exhibition layout and
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care, publicity, and fundraising that are required to be read and understood as part
of this Agreement. The exhibitor must bring any questions on these materials to
SITES' attention. Any inability to understand or follow the guidelines presented in
these materials is to be discussed with SITES until mutually agreeable solutions to
any issues presented in these materials are reached.
2. USES. The Exhibition may be used for educational purposes only, subject to the following
additional requirements and restrictions.
2.1 No commercial or political use may be made of the Exhibition.
2.2 Request to charge a special entrance fee (other than Borrower's customary general
admission fee) must be made in writing to SITES. Written permission may be granted by
SITES on a case by case basis.
2.3 The names of the Exhibition, SITES, and the Smithsonian Institution shall not be used in
conjunction or connection with any fundraising or political event, or for any other
purpose that is not expressly provided for in this Agreement, without prior written
approval from SITES.
2.4 The Exhibition must be accessible to the public. Access shall not be denied to anyone on
the basis of race, color, creed, national origin, physical or cognitive disability, sex, age, or
any other basis prohibited by applicable law.
3. CREDIT LINE.
3.1 Official Credit Line.
An exhibition created by National Geographic and the Smithsonian's National
Museum of Natural History, In Focus: National Geographic Greatest Portraits is
organized for travel by the Smithsonian Institution Traveling Exhibition Service.
3.2 Use of Credit Line and Logos. Borrower shall use the full, official credit line on/in all
Exhibition Materials approved pursuant to Section 10 below. Exhibition Materials shall
mean all printed, visual, audio, electronic and broadcast materials related to the
Exhibition that use or incorporate content prepared by or for SITES or Borrower,
including but not limited to invitations, brochures, posters, advertisements, banners,
signage, websites, audio tours, videocassettes, catalogues member, educational and public
programming publications, and press releases. Borrower shall include the Smithsonian
Institution logo and the national sponsor(s) logo(s) beneath the credit line on all printed
and electronic Exhibition Materials.
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4. LOCATION OF EXHIBITION; FACILITIES REPORT; BOOKING PERIOD
4.1 Location of Exhibition. The Exhibition may only be shown in the Exhibit Space or in
such other location as has been approved in writing in advance by SITES. SITES must be
informed of the exact location of the Exhibition at all times.
4.2 Facilities Report. Prior to signing this agreement, the Borrower has provided SITES with
a completed and current facilities report, including a floor plan that clearly indicates the.
gallery in which the Exhibition will be displayed, and marking the path from the loading
area to such gallery. Photographs of the gallery shall also be provided to SITES.
4.3 Booking Period. The time period established between venues is to allow for the receipt,
unpacking, installation, deinstallation, packing, and release of the exhibition. SITES sets
these time periods in order to manage the entire tour and accommodate all venues
equally. You are contractually obligated to follow the time line established by SITES. In
the event that you wish to receive the exhibition earlier than your established date, or
wish to release the exhibition earlier that your established date, these arrangements must
be mutually agreed upon between your institution and the institution either preceding or
following your venue slot. SITES has final approval over any changes in shipping dates.
5. FEES AND PAYMENTS. The fees and costs associated with the Exhibition are to be paid as
follows:
5.1 Participation Fee. The Participation Fee and the Deposit (the latter is due upon the return
of this signed Agreement) are specified in the Key Terms section above.
5.2 Shipping Fees. The shipping designation for this Exhibition is standard and Borrower is
responsible for arranging for shipping with a carrier acceptable to SITES and for paying
that carrier directly. (Refer to Section 8 for further information.) Incoming shipments
from the previous venue to Borrower are prepaid. If Borrower is billed for an incoming
shipment, Borrower shall not pay the charges and shall contact the SITES Registrar
immediately for instructions.
5.3 Payment Terms.
5.3.1 Due Date and Payment Procedure. The Deposit is due upon return of this signed
Agreement by Borrower. SITES will render an invoice to Borrower during the first month
of the Booking Period for the balance of fees due. Payment in full of the balance of fees
due shall be remitted to SITES no later than thirty (30) days from the date of invoice. If
Borrower requires that SITES' invoice reflect Borrower's purchase order number, the
purchase order must be attached to this signed Agreement; provided, however, that in the
event of a conflict between the terms of Borrower's purchase order and this Agreement,
the terms of this Agreement shall take precedence. Payments must be made to
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Smithsonian Institution Traveling Exhibition Service
and sent to:
P.O. Box 37012
MRC 941
Washington DC 20013-7012
Questions about payments shall be directed to SITES Accounting Services at
202.633.3151.
5.3.2 Late fees. Payments not received by SITES when due are subject to a late fee calculated
at the rate of 1.5% per month, or the maximum rate permitted by law, whichever is less.
5.3.3 Additional costs. Any other costs associated with the Exhibition, including but not
limited to costs arising from installation, promotion, local outreach or special events, are
the responsibility of Borrower.
5.3.4 Survival of Payment Obligations. Borrower's payment obligations shall survive
expiration, termination or cancellation of this Agreement, except as otherwise provided in
Section 14 below-.
6. INSURANCE AND INDEMNIFICATION.
6.1 Insurance for Exhibition. SITES will arrange for insurance against all risks of physical
loss or damage from any external cause for the Exhibition on a wall-to-wall basis during
transit, display and storage subject to the following standard exclusions: wear and tear,
gradual deterioration, insects, vermin, or inherent vice; repairing, restoration, or
retouching process; hostile or warlike action, terrorism, insurrection, rebellion, etc.;
nuclear reaction, nuclear radiation or radioactive contamination.
The Smithsonian Institution Collection Policy insures all fine arts, collectibles, objects of
art or rarity, historical value or artistic merit, as well as all other property of similar
nature:
a) Property of the insured while in transit or on the premises of others;
b) Property of others entrusted to the insured for exhibition or any other purposes
whatsoever while in transit or wherever located; covering all such property on a wall-to-
wall basis from the time said property is removed from its normal repository, incidental to
shipment, until return thereto or other point designated by the owner or their agent prior
to return shipment, including while in transit and/or while on exhibition and/or otherwise.
Damage or loss shall be determined by condition reports and condition summary reports
for all components of the Exhibition as well as notifications by the Borrower while the
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Exhibition is in the Borrower's possession. The condition of all materials must be noted at
both receipt and before outgoing shipment of the Exhibition as detailed in Section 9.3.
Borrower agrees to notify SITES immediately of any theft, damage, or loss occurring
while the Exhibition is in its possession.
Borrower assumes responsibility for any liability that may arise as a result of Borrower's
failure to give such timely notice. Borrower will be held liable for any damage or loss
noted by the following venue that was not previously noted and reported to SITES.
Borrower shall be responsible for damage or loss to property as a result of the gross
negligence, omissions or misconduct of its employees, agents, or contractors, or as a •
result of Borrower's failure to comply with the provisions of the Agreement relating to
the inspection, handling, installation and protection of the Exhibition. Agents and
contractors include, but are not limited to, those selected by the Borrower for installation,
deinstallation, protection, transit (local and outgoing), and storage.
6.2 Borrower Insurance. By its execution of this Agreement, Borrower warrants and agrees
that it shall maintain commercial general liability insurance in amounts and covering risks
appropriate for the liabilities which may arise out of Borrower's operations or on its
premises. Such insurance shall be maintained from the effective date of this Agreement
until the later of fourteen (14) days after the close of the Booking Period or receipt by
SITES of Borrower's closeout survey as required by Section 10.2 below. These insurance
requirements are Borrower's minimum requirements for compliance with the terms of this
Agreement and shall not be considered indicative of the amounts and types of insurance
needed by Borrower or a limitation of liability in the event of any claim. Neither failure
to comply nor full compliance with the foregoing insurance requirements shall limit or
relieve Borrower from any liability incurred or obligation to indemnify under this
Agreement. If Borrower is a governmental or quasi-governmental entity, Borrower's
obligation to insure hereunder shall be subject to such statutory limitations as are imposed
on Borrower by applicable state or municipal law; provided, however, that evidence in
writing satisfactory to SITES of any applicable limitation must be received and approved
by SITES and incorporated by addendum into this Agreement.
If the policy written is on a claims made basis, Borrower shall maintain coverage for a
period of three (3) years following the expiration or termination of agreement between
Borrower and Smithsonian. Borrower may use a combination of policies to achieve the
minimum limits specified in this provision. Coverage must be placed with insurers in
good financial standing. Borrower shall provide the Smithsonian with evidence of
required insurance coverage thirty (30) days prior to the date that the Exhibition is
shipped to Borrower.
6.3 Indemnification By Borrower. SITES will have no responsibility for the day-to-day
operations of the Exhibition. Borrower agrees to indemnify and hold harmless the
Smithsonian Institution, its Regents, officers, employees, agents and the national
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sponsor(s) (if any) of the Exhibition from and against any and all responsibility and
liability for third party claims, damage, loss or expense, including legal fees or other
expenses, caused by or arising out of the Exhibition, the Exhibit Space and the operation
of the Exhibition, except to the extent that any such claims relate to the specific
responsibilities expressly undertaken by SITES pursuant to this Agreement. If Borrower
is a governmental or quasi-governmental entity, Borrower's obligation to indemnify
hereunder shall be subject to such statutory limitations on liability as are imposed on
Borrower by applicable state or municipal law; provided, however, that evidence in
writing satisfactory to SITES of any applicable limitation on liability must be received
and approved by SITES and incorporated by addendum into this Agreement.
7. SECURITY and ENVIRONMENTAL REQUIREMENTS.
7.1 General Security. Borrower is responsible for the security of the Exhibition at all times
while on Borrower's premises, including during delivery, storage, unpacking, installation,
exhibition, and de-installation and repacking. Food, drink and smoking are prohibited in
the Exhibit Space and in any storage, receiving or loading areas at all times when the
Exhibition is within those areas. Borrower must comply with all fire precautions as
required by law or local ordinance. Borrower shall take all appropriate and prudent
measures to protect the Exhibition and keep it secure and shall faithfully adhere to the
requirements for its care and protection set forth in this Agreement.
7.2 Exhibit Space, Storage and Preparation Rooms. At all times when the Exhibition is
present, Borrower must maintain the Exhibit Space at a controlled temperature and
humidity of between 68 to 72 degrees Fahrenheit and 45 to 50 percent relative humidity,
respectively. Direct sunlight must be diffused or eliminated at all times. All doors and
windows that allow natural light into the Exhibit Space must be draped or shaded. If
additional environmental controls are required, they are specified below.
7.3 Storage of Exhibition and Crates. No part of a SITES Exhibition may be stored, crated, or
moved off the premises without prior authorization from SITES' registrar. Neither
Exhibition components not crates may ever be stored outdoors. Refer to specific
instructions provided by SITES in the registration Advance Materials package.
7.4 Specific Protections and Controls. The security designation of this Exhibition is
Moderate. Accordingly, Borrower shall provide the following additional protections and
controls for the Exhibition:
7.4.1 Exhibit Space. The Exhibition shall be displayed in an enclosed, limited access gallery
space. It must not be displayed in an open mall, hallway, or lounge area.
7.4.2 Protection. Guards or other trained museum personnel whose sole duty is the supervision
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of the Exhibition must be present in sufficient number to provide continuous surveillance
of the Exhibition and crowd control while the Exhibition is open for viewing and during
installation and de-installation. The Exhibit Space must be locked and secure during
closed hours. (For the purpose of this Agreement, closed hours is defined as any time of
the day or night during which the Exhibition is not open for viewing.) Any requirements
regarding the specific handling of the exhibition and/or its components will be stated in
the exhibition installation requirements. Alarm and/or guard surveillance during closed
hours are preferred but not required. Handling of objects during unpacking, installation,
de-installation, and repacking must be performed only by a registrar, curator, preparator,
exhibition technician, or other person trained in handling museum objects.
8. SHIPPING, PACKING, HANDLING and CARE REQUIREMENTS.
8.1 Incoming Shipping Procedures. SITES anticipates the Exhibition will be delivered to
Borrower not later than five (5) business days prior to the first day of the Booking Period.
Borrower should expect to receive telephonic or written notice of the incoming shipment
from either the previous exhibitor or the designated carrier not later than ten (10) business
days in advance of the first day of the Booking Period; if such notice is not received by
such date, Borrower must immediately contact the SITES Registrar. Under no
circumstances will SITES have any responsibility or liability for damages or costs arising
from any delay in delivery of an Exhibition from a previous exhibitor.
8.2 Security, Care, and Display Requirements. Registrarial Requirements specific to this
exhibition are attached to this contract as Exhibit B. Approximately three (3) months in
advance of Borrower's opening date, SITES will provide Borrower with written
instructions (the Technical Resources binder) for the receipt, movement, unpacking,
handling, storage, installation, display, packing and shipping of the Exhibition. Upon
signature of this contract, Borrower is required to ensure strict adherence to all such
instructions and requirements.
Upon receipt of Exhibition, crates must be placed in a secure area and allowed to
acclimatize for at least twenty-four (24) hours before unpacking, unless otherwise
instructed by SITES' registrar. Empty crates must acclimate to the exhibition at least
twenty-four (24) hours prior to repacking.
8.3 Care and Condition Reports. Borrower shall accord the Exhibition such care while in its
possession as Borrower would give to its own objects and components of a similar type.
Borrower shall examine each Exhibition item as it is unpacked and repacked, and report
on its condition on the forms provided by SITES. Borrower shall return a completed
Condition Report Summary to SITES' Registrar within forty-eight (48) hours of
unpacking and repacking.
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Borrower shall ensure that the condition of the Exhibition is checked regularly during the
Booking Period and that any material change noted is reported immediately to the SITES
Registrar. Borrower must contact SITES' Registrar immediately if any damage, loss or
material change in condition of an Exhibition object or component is noted, either upon
unpacking the Exhibition or at any time thereafter. Under no circumstances may any
repair or alteration to Exhibition objects or components be undertaken without the prior
written permission of SITES' Registrar.
Borrower shall also examine the condition of the Exhibition installation materials upon
unpacking and periodically thereafter, artd report any malfunctions, impairment of
condition, breakage, damage or loss to SITES immediately. If such notice is not given and
the Borrower effects repairs at its own expense, SITES will not pay for such costs. If
repair or replacement costs are prepaid by SITES and SITES determines the work is
reimbursable, Borrower agrees to pay SITES' invoice upon receipt. Borrower shall be
responsible for repair and/or replacement of parts or components of the Exhibition due to
negligence while the Exhibition is in the possession and control of the Borrower.
Unauthorized repairs or replacements are not permitted.
8.4 Outgoing Shipping Procedures. Shipping instructions will be sent to the Borrower during
the month of the Exhibition's scheduled opening date. The Notification of Shipment
documents included with the shipping instructions are to be completed and mailed back
to the SITES' registrar within fourteen (14) days of receipt. If shipping instructions have
not been received ten (10) days prior to the scheduled closing of the Exhibition, the
Borrower must notify SITES' registrar immediately.
Non-compliance with SITES' shipping arrangements will result in the Borrower's
financial responsibility for all costs, such as, but not limited to, overnight airfreight
expenses and/or overtime personnel charges, incurred to the timely delivery of the
Exhibition to the next Borrower. Such costs shall also include any consequential
damages incurred by the next exhibitor as a result of the delay.
9. ADDITIONAL OBLIGATIONS OF BORROWER.
9.1 Promotion and Public Relations. Borrower agrees to use its best efforts to promote and
advertise the Exhibition; provided, however, that Borrower shall not commence any such
promotional activities until this Agreement is executed. For purposes of this subsection,
best efforts may include but are not limited to: scheduling press conferences, distributing
media packets, organizing media events and conducting public programs. A written
description of Borrower's public relations plans and strategies to promote and advertise
the Exhibition shall be submitted to the SITES Public Relations contact (designated in the
Key Terms above) for written approval no later than six (6) months prior to the
commencement of the Booking Period or, if less than six months remains before the
Booking Period commences on the date of Borrower's execution of this Agreement, then
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within thirty (30) days of such execution date. Borrower may establish links to the SITES
exhibitions website (www.sites.si.edu) for up to thirty (30) days prior to and during the
Booking Period, subject to SITES' standard linking policies and procedures which shall
be provided to Borrower upon request.
9.2 Closeout Survey. Within fourteen (14) days of the end of the Booking Period, Borrower
agrees to complete and return to SITES the Exhibition closeout survey provided by
SITES and to attach to the survey copies of all press clippings and public announcements,
one set of installation photographs, and. attendance figures for the Exhibition.
9.3 Cooperation. From time to time, SITES may call on Borrower to schedule an event on
short notice or otherwise request Borrower's cooperation and/or the use of Borrower's
facilities for purposes related to the Exhibition. Borrower agrees to use its best efforts to
accommodate any such requests made by SITES.
10. SUPPLEMENTARY EXHIBITION MATERIALS.
10.1 SITES-Prepared Materials. SITES will provide Borrower with one copy of a Technical
Resources Binder for Borrower's internal use, at no charge. The binder may also include
educational materials and publications prepared by SITES. In the event that SITES
produces multiple copies of these educational materials for distribution to the public,
SITES will provide Borrower with an initial supply for use in connection with the
Exhibition.
10.2 Mandatory Review of Borrower-Produced Exhibition Materials. Borrower shall promptly
submit all Exhibition Materials, whether the content thereof has been supplied by SITES
or developed by Borrower, to the SITES Project Director for review prior to publication,
production or use.
In order to facilitate a timely review and response, SITES must receive such materials in
draft form at least five (5) business days prior to the date of any applicable deadline for
placement, production, printing and/or implementation; in the case of press releases and
news media advertisements, a minimum of three (3) full business days is required and
Borrower must submit the same to SITES for review and approval sufficiently in advance
of any deadline for placement.
10.3 Prior Approval of Supplementary Exhibition Materials. Should Borrower wish to create
its own materials (including but not limited to educational and/or promotional materials)
to supplement the Exhibition Materials prepared by SITES, in addition to submitting all
such Borrower-prepared Exhibition Materials for prior review pursuant to Section 11.2
above, Borrower shall first obtain prior approval from the SITES Project Director.
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11. MERCHANDISE.
Merchandise. Borrower shall not produce or allow the production of any merchandise of
any kind in connection with the Exhibition without the prior written approval of SITES.
In the event the Smithsonian Institution produces merchandise (such as posters, note
cards, T-shirts, etc.) in conjunction with the Exhibition that Borrower wishes to purchase
for resale, Borrower shall purchase such merchandise from the Smithsonian's authorized
suppliers.
12. COPYRIGHT.
The Smithsonian Institution and/or its collaborator(s) own or have secured all rights,
including copyright, in and to the Exhibition and the Exhibition Materials prepared by
SITES. Except as specifically set forth in this Agreement, the Borrower may not
reproduce, distribute, display, alter or otherwise use the Exhibition Materials prepared by
SITES, or any portion thereof, for any purpose without the express written permission of
SITES.
13. CANCELLATION.
13.1 Cancellation of Reservation. If Borrower fails to return this Agreement, duly executed
and with the Deposit, within thirty (30) days and no alternate arrangements are
documented at SITES, then SITES may, at its option, cancel Borrower's reservation for
the Exhibition.
In this event, neither SITES nor Borrower shall have any further liability to the other.
13.2 Cancellation of Agreement by SITES. SITES reserves the right to terminate this
Agreement by written notice based on the following:
13.2.1 Borrower breaches a material term of this Agreement;
13.2.2 Borrower has unpaid debts that are due and owing to SITES as of ninety (90) days prior
to the first day of the Booking Period, in which case SITES shall retain the Deposit to
offset against such debts. Borrower agrees that unless it promptly pays the full amount
remaining due to SITES after such offset, Borrower will be in breach of this Agreement;
13.2.3 Borrower has failed to provide a Facilities Report within thirty (30) days of the date of its
execution of this Agreement, in which case SITES shall retain the Deposit to defray
administrative costs of seeking an alternative venue for the Booking Period;
13.2.4 If upon reviewing Borrower's Facilities Report, SITES has determined, in the reasonable
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exercise of its discretion, that Borrower's facilities are inadequate to receive and/or
display the Exhibition, or to meet the security and environmental requirements for the
Exhibition, in which case SITES shall refund the Deposit to Borrower within thirty (30)
days of the date notice of such determination is given to Borrower; or
13.2.5 SITES is unable to secure a national sponsor for the Exhibition 180 days before the first
day of the Booking Period, or in the unlikely event that SITES terminates this Agreement
for any reason other than those enumerated above, in which case SITES shall refund the
Deposit to Borrower within thirty (30) days of the date notice of cancellation is given to
Borrower, but SITES will not be responsible for any direct or consequential damages or
other costs and expenses arising from such cancellation.
13.3 Cancellation by Borrower. Borrower may cancel the Exhibition booking upon written
notice to SITES, however, any such cancellation shall not relieve Borrower of its
obligation to pay the Participation Fee (as well as any pro-rated shipping fee, if
applicable), which is nonrefundable in the event of Borrower's cancellation, hi this
regard, Borrower hereby acknowledges that the Participation Fee for each Exhibition
represents reimbursement of direct and indirect costs and expenses which have been
incurred by SITES for the production and maintenance of the Exhibition.
If SITES is able to recover all or part of the amount due from Borrower from a substitute
exhibitor for the same booking period, then SITES will credit the amount of that recovery
against the amounts due from Borrower.
13.4 Force Maieure. Excluding payment of monies due, neither party shall have any liability to
the other for any delay or failure to perform, in whole or in part, or for any cancellation in
connection with performance of any obligations hereunder, if such failure or cancellation
is due to any cause beyond its reasonable control, including, but not limited to, acts of
God, war, riots, civil disturbances, fires, floods, strikes, terrorist acts or credible threat of
same, lock-outs, labor disputes, failures in public supply of utilities or any other causes
beyond the control of either party whether similar or dissimilar to the foregoing.
14. MISCELLANY
14.1 Not a Partnership. This Agreement is a contract between two independent parties and
shall not be deemed or construed to make either party an agent, representative, employee,
partner, joint venturer or associate of the other party. Borrower has no power or authority
to act for, represent, or bind SITES, the Smithsonian Institution, or any entity affiliated
with the Smithsonian Institution in any manner.
14.2 Confidentiality. The financial terms of this Agreement are considered proprietary
information and shall be kept confidential by Borrower, its directors, officers,
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representatives and employees. Confidential information may be disclosed to: (a)
immediate legal and financial consultants as required in the ordinary course of business,
provided that such consultants agree to be bound by this provision; (b) as necessary to
comply with any law, code, rule or regulation, or (c) to any court or governmental
authority pursuant to law, or valid court order, provided that Borrower shall assert the
confidential nature of the information to be disclosed, immediately notify SITES of the
requirement or order to disclose in advance of disclosure and comply with any protective
order instituted by the court or governmental authority. The obligation to maintain the
confidentiality of such information shall continue until the expiration of three (3) years
from the termination or expiration of this Agreement.
14.3 Change in Operating Name and/or Management. The Borrower must provide written
notice to SITES if the Borrower changes its name or a significant portion of its operating
management. Any such changes shall not operate as a waiver of the Borrower's
obligations under this agreement.
14.4 Examination of Records. The Borrower agrees that for a period of three (3) years after
the expiration or termination of this Agreement or on the date final payment under this
Agreement is received by SITES, whichever is later, the Smithsonian or any of its duly
authorized representatives shall have access to and the right to examine any books,
documents, papers, or records of the Borrower relating to the Exhibition at the
Borrower's principal place of business during regular working hours and may make
copies or extracts there from with appropriate safeguards, if any, for confidentiality.
14.5 Notices. For purposes of liaison and direction in contractual interpretation matters,
dispute resolution or for modification of this Agreement, the following authorized
representatives shall represent each party. All notices shall be given by U.S. certified
mail, postage prepaid, return receipt request, express overnight courier, or other method
evidencing receipt:
If to SITES:
Attn: Shannon Perry, Scheduling Coordinator
Smithsonian Institution Traveling Exhibition Service
470 L'Enfant Plaza East, SW
Suite 7103, MRC 941
Washington, DC 20024
Authorized Representative: K. Denise Schelin, Assistant Contracting Officer
If to Borrower:
William D. Cannon Art Gallery
1200 Carlsbad Village Drive
Carlsbad, CA 92008
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Authorized Representative: Lisa Hildabrand, Assistant City Manager
SITES and Borrower shall promptly advise one another in writing of any substitution for
said representatives.
14.6 Amendments/Assignments. No amendments, modifications or waivers to this Agreement
shall be valid unless in writing and signed by all parties to the Agreement, o assignment
shall be permitted absent the written approval of all parties to this Agreement. This
Agreement shall be binding upon the successors and assigns of the parties.
14.7 Waiver and Breach. The waiver by either party or the failure by either party to claim a
breach of any of the provisions of this Agreement shall not be, or construed to be, a
waiver of any subsequent breach, whether of similar or dissimilar nature, or in anyway
affect the effectiveness of such provision, or a waiver by such party of its rights to insist
at any subsequent time upon the full performance of any of the terms of this Agreement.
14.8 Severability. If any term or provision of this Agreement shall be held to be invalid or
illegal, such term or provision shall not affect the validity or enforceability of the
remaining terms and provisions of this Agreement.
14.9 Captions and Headings. The captions and headings contained in this Agreement have
been inserted for reference and convenience only and in no way define, limit, or describe
the text of this Agreement or the. intent of any provision.
14.10 Counterparts. This Agreement may be executed in counterparts, with each copy having
the effect of an original.
14.11 Applicable Law. This Agreement shall be governed by and construed in accordance with
the laws of the District of Columbia regardless of the place of its execution or
performance.
14.12 Entire Agreement. This Agreement, including all Exhibits attached hereto, constitutes the
entire agreement between the parties and supersedes all previous negotiations,
representations, and agreements on this matter. There are no other written or oral
agreements, representations, or understandings with respect to the subject matter of this
Agreement.
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This Agreement shall not be deemed effective, final, or binding upon Borrower or the
Smithsonian Institution until it is signed and dated by each party's authorized representative.
Accepted and Agreed:
For Borrower
Lisa Hildabrand, Assistant City Manager Date
For Smithsonian Institution
K. Denise Schelin, Assistant Contracting Officer Date
Smithsonian Institution Traveling Exhibition Service
APPROVEQAS TO FORM
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Exhibit A
This Exhibit is incorporated into and made a part of the Exhibition Contract by and between
William D. Cannon Art Gallery ("Borrower") and the Smithsonian Institution Traveling
Exhibition Service ("SITES").
Exhibition Checklist
This exhibition checklist is in suggested hanging order.
1.00 Title panel - In Focus: National Geographic Greatest Portraits - "This exhibition
represents a j oint effort..."
50 hx 50x2-1/2
1.01 Fifteen-year-old Ashley Riggs lives with her family on the 250,000-acre Maggie
Creek Ranch near Elko, Nevada.
(photographic mural)
Robb Kendrick 2003
83 hx 61x2-7/8
1.02 Introductory text panel - In Focus: National Geographic Greatest Portraits -
"These photographic portraits from National Geographic record a century's worth
of advancements..."
50 h x 50 x 2-1/2
Section 2
2.00 Section 2 text panel - The Strange & the Exotic: Before 1930
32 h x 32 x 2-5/8
2.01 An elderly Greenlander shows a portrait of Robert E. Peary given to him by the
Arctic explorer in the 1890s.
Maynard Owen Williams 1925
frame: 34-1/4 h x 28-1/4 x 1-1/8
2.02 On the Mediterranean island of Sardinia, a young girl shops with her mother and
grandmother at the market.
Clifton R. Adams 1923
frame: 34-1/4 h x 24-1/4 x 1-1/8
2.03 In Montana, a Piegan Indian named Pinokiminiksh, or Tearing Lodge, wears his
buffalo-skin war costume.
EdwardS. Curtis 1911
frame: 34-1/4 h x 24-1/4 x 1-1/8
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2.04 A Puerto Rican debutante shows off 1920s flapper style.
Charles Martin 1924
frame: 26-1/4 h x 20-1/4 x 1-1/8
2.05 An orchestra of Sing Song girls, the Formosan version of a jazz band, provides
entertainment in a tea house.
From Alice Banantine JCirjassoff 1920
frame: 20-1/4 h x 26-1/4 x 1-1/8
2.06 A Tamil girl from eastern Ceylon, modern Sri Lanka.
Dr. Alexander Graham Bell Collection (Photographer and date unknown)
frame: 26-1/4 h x 21-1/4 x 1-1/8
2.07 A Northern Plains medicine man.
Dr. Joseph K. Dixon 1921
frame: 26 u 1/4 hx 21-1/4 x 1-1/8
2.08 A neighborly conversation between two women in French Indochina, the territory
now comprising Cambodia, Laos, and Vietnam.
From M. Branger & Sons 1921
frame: 34-1/4 h x 28-1/4 x 1-1/8
2.09 National Geographic acquired the services of photographers such as Edward
Curtis and Dr. Joseph Dixon, who depicted American Indians, such as this
Northern Plains man, with great dignity and care.
(photographic mural)
Dr. Joseph K. Dixon
49-3/4 h x 62 x 2-7/8
2.10 The setting of this image is unknown. However, the photographer noted that the
woman pictured is Ida Palmer, shown holding her baby.
Dr. Joseph K. Dixon 1921
frame: 34-1/4 h x 28-1/4 x 1-1/8
2.11 Children pose for Gayer in Sukkertoppen, Greenland.
Jacob Gayer 1925
frame: 26-1/4 h x 26-1/4 x 1-1/8
2.12 Young women of Greenland in their warm, colorful native costumesuone of the
first color photographs of the Arctic.
Jacob Gayer 1926
frame: 26-1/4 h x 20-1/4 x 1-1/8
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Section 3
3.00 Sections text panel: Away from Depression & War: the 1930s and 1940s
32 hx 32x2-1/2
3.01 A young woman with her strawberry harvest from Louisiana's Hammond
district.
Edwin L. Wisherd 1930
frame: 26-1/4 h x 20-1/4 x 1-1/8
3.02 Flower vendors along Rainbow Row, Charleston, South Carolina.
B. Anthony Stewart 193 9
frame: 34-1/4 h x 24-1/4 x 1-1/8
3.03 Bathing beauties pose in front of surfboards in Waikiki, Hawaii.
Richard H. Stewart - (photographer) 1938
Frame: 20-1/4 h x 26-1/4 x 1-1/8
3.04 A fisherman with red snappers from the Gulf of Mexico, near Mobile, Alabama.
Edwin L. Wisherd 1931
frame: 26-1/4 h x 21-1/4 x 1-1/8
3.05 A woman with hibiscus blossoms in Panama.
Luis Marden 1941
frame: 26-1/4 h x 21-1/4 x 1-1/8
3.06 Students smile through the gates of Ashley Hall, a private girls^E school in
Charleston, South Carolina.
B. Anthony Stewart 1939
frame: 21-1/2 h x 38-1/4 x 1-1/8
3.07 An actress dressed for a masculine role in Indochina.
W.Robert Moore 1931
frame: 26-1/4 h x 20-1/4 x 1-1/8
3.08 Young women from the Steppes in central Asia.
Maynard Owen Williams 1932
frame: 20-1/4 h x 21-1/4 x 1-1/8
3.09 A young woman from Crete wearing traditional dress.
B. Anthony Stewart 1941
frame: 26-1/4 h x 21-1/4 x 1-1/8
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3.10 This Nashi mountain guide assisted the National Geographic Society's expedition
in China and Tibet.
Joseph F. Rock 1931
frame: 26-1/4 h x 20-1/4 x 1-1/8
3.11 'A family waits in the Greyhound Bus Terminal, New York City.
(photographic mural)
Esther Bubley 1943
42-1/4 hx 62x2-7/8
3.12 Young women catch "stars" from the Caribbean island of St. John.
Edwin L. Wisherd 1940
frame: 34-3/8 h x 26-1/4 x 1-1/8
3.13 Boys bob for apples at the Apple Harvest Festival in Martinsburg, West Virginia.
B. Anthony Stewart 1940
frame: 20-1/4 h x 26-1/4 x 1-1/8
3.14 A worker assembles vulcanized hot water bottles at the Goodrich rubber factory,
Ohio.
WillardR. Culver 1940
frame: 21-1/2 h x 38-1/4 x 1-1/8
3.15 Two boys fishing near New Haven, Connecticut.
B. Anthony Stewart 1935
frame: 20-1/4 h x 26-1/4 x 1-1/8
3.16 Men of the 89th Division, U.S. Third Army, cross the Rhine River in Oberwesel,
Germany.
U.S. Army Photo 1945
frame: 21-1/4 h x 26-1/4 x 1-1/8
3.17 Wearing a gown made from grapefruit peels, a Texas woman celebrates the
beginning of harvest in the fertile Rio Grande Delta.
Anthony Stewart 1939
frame: 26-1/2 h x 20-1/4 x 1-1/8
3.18 Workers in Ohio prepare the largest pneumatic tire ever made at the time for
shipment to Antarctica. The 12-ply tire measured 10 feet in diameter and weighed
nearly 700 pounds.
WillardR. Culver 1940
frame: 21-1/2 h x 38-1/4 x 1-1/8
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Section 4
4.00 Section 4 text panel - Cheerful Kodachrome Days: the 1950s and 1960s
32 h x 32 x 2-3/4
4.01 "Lobsterettes" at a Rockland, Maine, lobster festival.
LuisMarden 1952
frame: 20-1/4 h x 26-1/4 x 1-1/8
4.02 A Majorcan woman strings tomato stems and hangs them from attic beams,
keeping the fruit fresh until it goes to market.
Franc and Jean Shor 1957
frame: 26-1/4 h x 20-1/4 x 1-1/8
4.03 Using watercolors and stencils, 19th-century itinerant artists painted this ceiling in
the Hagerman House, built by a French family near Susquehanna, Pennsylvania,
in 1836.
Walter M. Edwards 1950
frame: 26-1/4 h x 20-1/4 x 1-1/8 '
4.04 Women pose with Swift & Company meat products in East St. Louis, Illinois.
B. Anthony Stewart 1953
frame: 26-1/4 h x 20-1/4 x 1-1/8
4.05 A dancer in Papua New Guinea.
John Scofield 1962
frame: 34-1/4 h x 24-1/4 x 1-1/8
4.06 Young Native American dancers investigate a visitor driving through Tuba City,
Arizona.
Robert F. Sisson 1960
frame: 21-1/2 h x 38-1/4 x 1-1/8
4.07 A celebrant in cardboard ears and horns portrays a Mardi Gras devil in Port-au-
Prince, Haiti.
John Scofield 1961
frame: 26-1/4 h x 20-1/4 x 1-1/8
4.08 Caged goldfinches ride on the head of a veiled woman in Kabul, Afghanistan,
(photographic mural)
Thomas J. Abercrombie 1968
62 h x 42-1/4 x 2-7/8
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4.09 Students at Georgetown University in Washington, D.C., listen to foreign
language tape recordings.
John E. Fletcher and B. Anthony Stewart 1953
frame: 20-1/4 h x 26-1/4 x 1-1/8
4.10 The wife of National Geographic author George W. Long displays sticker
souvenirs from their 3,500-mile trip through California.
J. Baylor Roberts 1954
frame: 21-1/4 h x 38-1/4 x 1-1/8
Section 5
5.00 Section 5 text panel - Back to Realism: the 1970s and 1980s
32 h x 32 x 2-5/8
5.01 A young Peruvian shepherd mourns his family^Es dead sheep, struck by a taxi.
After the photo was published, readers donated about $6,000 to the family and
local village.
(photographic mural)
William Albert Allard 1982
42-1/4 hx 62x2-7/8
5.02 In Murmansk, near the Arctic Circle in the former Soviet Union, a child gives her
age in response to the photographer's question.
Dean Conger 1977
frame: 34-1/4 h x 24-1/4 x 1-1/8
5.03 Gauchos, Argentinian cowboys, prepare for a rodeo.
O. Louis Mazzatenta 1980
frame: 26-1/4 h x 20-1/4 x 1-1/8
5.04 A young mother seeks treatment for her child at the Albert Schweitzer Clinic in
Deschapelles, central Haiti.
James P. Blair 1987
frame: 34-3/8 h x 24-1/4 x 1-1/8
5.05 A Zulu couple from South Africa walks 10 miles from their village to market.
They carry the umbrella as a weapon, not as protection against rain.
Dick DurranceH 1971
frame: 26-1/4 h x 20-1/4 x 1-1/8
5.06 Pete Standing Alone lifts his six-month-old godchild into the air on a reservation
in Alberta, Canada.
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Sam Abell 1984
frame: 20-1/4 h x 26-1/4 x 1-1/8
5.07 A nurse holds up a tightly packaged infant at a maternity hospital in Ulan Bator,
Mongolia.
Dean Conger 1985
frame: 20-1/4 h x 26-1/4 x 1-1/8
5.08 In Pineville, Virginia, a coal-mining mother lights up a cigarette during a talk with
her 15-year-old bride-to-be daughter.
James L. Stanfield 1986
frame: 27-3/8 h x 38-3/8 x 1-1/8
5.09 Arab girls on the beach in Jiddah, Saudi Arabia.
Jodi Cobb 1987
frame: 27-1/4 h x 38-3/8 x 1-1/8
5.10 A Miskito Indian girl from Nicaragua stands near her new home in a refugee
settlement in Honduras.
David Alan Harvey 1983
frame: 20-1/4 h x 26-1/4 x 1-1/8
5.11 Steve McCurry photographed this Afghan girl in a refugee camp in Pakistan. In
2002, he was reunited with Sharbat Gulu. Now in her 30s with three children,
Gulu lives among the Pushtun people in eastern Afghanistan.
Steve McCurry 1985
frame: 34-1/4 h x 24-1/4 x 1-1/8
5.12 The Connelly family at home on Inisheer Island in Ireland's Aran Islands.
Winfield I. Parks Jr. 1971
frame: 21-1/2 h x 38-1/4 x 1-1/8
Section 6
6.00 Section 6 text panel - Photography and Ambiguity: 1990s to the Present
32 hx 32x2-3/4
6.01 An Australian youth wears a mask of mud while swimming in a water hole, a
common practice among Aboriginal people in Cape York, Australia.
Sam Abell 1996
frame: 34-3/8 h x 24-1/4
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6.02 Amrutbhai Sarasiya earns his living cleaning sewers in Ahmadabad, Gujarat,
India. He is a Bhangi, the lowest of India's untouchable castes.
William Albert Allard 2003
frame: 20-1/4 h x 26-1/4 x 1-1/8
6.03 A family in Ethiopians Omo Valley.
Jodi Cobb 1998
frame: 20-1/4 h x 26-1/4 x 1-1/8
LBLs. A new set of paper labels, included in the Advance Materials package, will be sent to each
exhibitor.
CR - Condition Report Notebook - packed in crate number 1.
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Exhibit B
This Exhibit is incorporated into and made a part of the Exhibition Contract by and between
William D. Cannon Art Gallery ("Borrower") and the Smithsonian Institution Traveling
Exhibition Service ("SITES").
Registrarial Requirements
This exhibition has been designated Moderate Security and will be offered to only those
institutions able to meet the Smithsonian's requirements. Moderate security is required for
exhibitions that contain original works of art, prints, graphics, photographs, and in some cases,
artifacts and specimens. These-exhibitions may be freestanding or contain wall hung elements;
they may also include other structural elements or audiovisual components. Moderate security
exhibitions have specific light and climate needs.
The 51 photographs and 5 photographic murals in the exhibition are contemporary black and
white and color digital prints. Although the photographs are of recent vintage, they can be
damaged by direct sunlight and inappropriate climate and light levels. The requirements below
will help us keep the exhibition in good order during your display, for other exhibitors, and for
posterity.
Venues must have limited access gallery(ies) of sufficient area and wall space to accommodate
the exhibition.
Functioning fire prevention systems and fire protection devices according to local ordinances
must be available in the exhibition, staging and storage areas. Fire protection is subject to
SITES' approval.
Smoking, eating, and drinking are prohibited in exhibition, staging and storage spaces.
The exhibition space, staging and storage areas must have temperature and humidity controls to
guarantee an environment of 40 to 60% relative humidity and 68-72 degrees Fahrenheit, 24
hours a day, seven days a week.
No part of the exhibition may be stored, crated or moved off the premises without prior
authorization from the SITES Registrar. Empty crates must be stored in secured, pest-free, and
temperature-controlled storage.
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Collections Management
Handling of the exhibition during unpacking, installation, de-installation, and repacking must be
done by curatorial, registrarial, or by other trained and experienced museum professionals.
It is extremely important for light levels, temperature and relative humidity to be controlled at
specified levels while sensitive objects are on display.
Light damage is irreversible, and the following levels must be maintained: The maximum
allowable light level for the objects is 20 foot-candles. No direct sunlight must reach the
objects or text panels. Light must be filtered for UV.
The photographs and exhibition text panels need to be left in their crates 24 hours before
unpacking.
The exhibition is accompanied by a cumulative condition report book with entries for each object
as well as the exhibition text panels. It is extremely important that you complete an entry on the
condition of each item in the exhibition during unpacking and packing. The condition report
summaries must also be completed and returned to SITES.
A member of the venue's professional collections management or conservation staff must check the
exhibition once daily.
Please do not remove the photographs from the frames or the hanging devices from the frames
without prior permission from the SITES Registrar.
The exhibition is anticipated to be shipped to each venue in a tractor trailer and may contain exhibit
crates weighing up to 500 pounds. Venues will need to have the facility and staffer the ability to
hire skilled personnel for crate delivery and movement.
Protection
Guards or other trained personnel must be present in sufficient numbers while the exhibition is
open to the public. Guards or other trained personnel must also be present during truck off-
loading, unpacking, installation, takedown and packing as well as the actual display of the
exhibition. During night and non-public hours, it is preferred that the exhibition be secured by
security guards or an alarm system. Exhibition area must be locked and secured during closing
hours.
The framed objects come with security hardware which the venue must use.
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Display
The exhibition consists of 51 matted and framed photographs, 5 photographic murals, and
appropriate text panels. Exhibitors will be provided with a clean set of paper object labels for
their use. The framed pieces will be hung with hardware and cords in addition to the security
hardware
Please do not remove the hardware and do not use another method for hanging objects. All
gallery preparation work, especially painting, should be completed before the objects are placed
on the walls. If you choose to paint the security hardware, please follow instructions provided in
the Advance Materials.
Use only plexiglas cleaner for the photographs. Use a lint free, soft cloth for frames and
text panels.
If it is necessary to stack the frames or panels, place them back to back and front to front for
protection. If possible, use spacer cards between each photograph to avoid scratching. Stack
same sizes together.
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