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Home My WebLink About88-0701 Elgin Public Museum , ��~x�� . �� _ ' . AGREEMENT WHEREAS, the City of Elgin, an Illinois Municipal corporation (hereafter Elgin) currently owns and operates the Elgin Public Museum (hereafter Museum); and WHEREAS, the Elgin Public Museum Corporation, an Illinois not-for-profit corporation (hereafter EPM) has, as part of its stated purpose, "to administer and operate the Elgin Public Museum and to promote the development and expansion of the Elgin Public Museum's collection and services"; and WHEREAS, the Museum contains many items and exhibits of natural history (hereafter collection); and WHEREAS, Elgin has determined that it is necessary and desirable to contract with EPM for the professional operation of the Museum; and WHEREAS, the parties have agreed upon the terms and conditions whereby EPM and Elgin agree that EPM shall manage and operate the Museum pursuant to the following terms and conditions: A) Term - Termination I) This agreement shall commence on July I, 1988 and shall expire on December 31, 1993, 2) This agreement shall be eligible for review, renegotiation, and renewal every five years. If neither party desires renegotiation at the end of a contract period, the agreement shall automatically be extended for a five year period. 3) This agreement may be terminated by either party on ninety (90) days written notice to the other party. B) General Operations \\ EPM shall be primarily responsible for the operation of the Museum. EPM shall cause the Museum to be opened to the general public not less than 520 hr/yr. . . . . 2) EPM shall staff the Museum with any personnel necessary for EPM's operation as described herein. These persons shall be considered agents or employees of EPM and not of Elgin. EPM shall be solely responsible for the acts or omissions of its employees or agents. 3) EPM shall provide for the Museum's secretarial needs, printing and photocopying. 4) EPM shall generally maintain the Museum in a clean and attractive condition including dusting, sweeping, washing walls and windows, etc. 5) EPM shall maintain and endeavor to improve Museum services, satellite exhibits, and participation in community events. C) Records I) EPM shall maintain and update Museum records. Such records shall be available to Elgin at all reasonable times and shall include, but are not limited to, the Accession log, inventory, object catalog, condition, treatment, repairs, original data, and all other documentation and files of Museum. 2) EPM shall maintain accurate records detailing all receipts and expenditures of EPM in its operation of the Museum pursuant to this agreement. Such records shall include donations and receipts from the Museum gift shop and shall be available to Elgin at all reasonable times. 3) EPM shall annually provide Elgin with a copy of its annual report showing current assets and liobilitiem. Said report shall be based on accepted accounting procedures. D) Manner of Operation I) Museum policy shall be the joint responsibility of Elgin and EPM. Upon the execution of this agreement the parties shall jointly prepare a statement of Museum policy detailing type of collection, manner of display and other items and activi- ties of Museum operation. EPM may develop and amend this policy statement, provided, ' prior to any amendment, EPM shall obtain the written consent of the Parks and Recrea- tion Board. EPM shall maintain and operate the Museum in compliance with the policy statement. 2) EPM shall perform its obligations herein in a professional manner in conformance with its articles of incorporation and the most recently published Ethics Statement of the American Association of Museums. E) Donations EPM may solicit donations to be applied toward the operation of the Museum. These funds shall be used to maintain and im prove the Museum operation collection. Donations may also be used to maintain and improve the Museum building as EPM shall so desire. EPM shall maintain records showing any donation received, the amount thereof and he use of said donations. F) Collection I) EPM shall maintain, repair and display the collection as provided herein. Items in the collection shall be maintained in a clean and attractive manner. Proper Museum environment shall be maintained i.e., relative humidity, lighting, etc.) within the physical limitations of the Museum facility. 2) EPM shall maintain and repair display cases, open display areas, display tables and panels, and Museum furnishings (i.e., desks, chairs, etc.) 3) Collection items shall be altered or disposed of by EPM only as provided herein. From time-to-time EPM shall determine which items should be altered or disposed of using common and acceptable Museum industry standards. Prior to any actual alteration or disposal, EPM shall notify the Parks and Recreation Board which shall review EPM's recommendation and shall give EPM either written conesnt or written objection within 30 days. No item shall be altered or disposed of without the prior written consent of the Parks and Recreation Board as provided above, except for immediate removal or isolation of infested specimens. G) Gift Shop EPM, at its option, may create and operate a gift shop within the Museum. Items sold at said gift shop shall be consistent with the character and decorum of the Museum. Profits from gift shop sales shall be used to support the Museum's opera- tion. H) Elgin to Maintain Building I) Except as otherwise provided, Elgin shall generally repair and maintain the Museum building including roof and ceiling, walls, stair cases and railings, balcony railing, doors and thresholds, windows, window casing, glass (except for display case glass), locks, interior and exterior painting, tuckpointing, and brick maintenance, eaves, vents, and fire extinguishers. Provided, EPM shall be responsible for display case glass replacement. 2) Elgin shall timely pay the following Museum utility bills: gas, electricity, telephone (local only), water and sewer. 3) Elgin shall maintain and repair as necessary the Museum alarm system so that it is in good working order. 4) Elgin shall maintain the Museum grounds so they are in a clean, safe, and attractive condition. 5) Elgin shall provide regular garbage removal from the Museum. 6) Elgin shall maintain and repair as necessary the plumbing, sewer, heating and electrical systems of the Museum so they are in good working order. 7) EPM shall promptly notify Elgin of any necessary repairs as they become known to EPM. 8) Elgin shall make all necessary capital improvements when necessary or desirable and adequate funds are available. I) Insurance I) Prior to commencing operations under the terms of the agreement, EPM shall deliver to Elgin certificates of insurance evidencing that EPM is insured for the following items and naming Elgin as co-insured. A) Worker's compensation covering all persons employed by EPM pursuant to this agreement. B) General liability for injuries to persons and property due to the negligent acts or omissions of EPM, his employees or agents with limits of 500,000 for bodily injury and property damage, each occurrence. 2) EPM shall be responsible for securing insurance covering any personal property of EPM at the Museum. 3) Elgin shall be responsible for insuring items contained in the collec- tion. J) Payment Every year the EPM Inc. Board of Directors shall prepare and present an operational budget request to the Elgin City Council. K) Miscellaneous I) Elgin shall assist EPM in the preparation of documents and forms which allow EPM to receive available funds from granting awarding agencies, govern- mental units and organizations. 2) EPM shall not sell, assign, or delegate any obligation required to be performed by it under this agreement without the prior written approval of Elgin. Any such attempted action without Elgin's prior written approval shall be void and of no effect. 3) All notices required by the agreement shall be served upon the respective parties, as follows: To: City of Elgin c/o James Bolejock I 50 Dexter Court Elgin, Illinois 80120_5555 To: Elgin Public Museum, Inc. 225 Grand Boulevard Elgin, Illinois 60120 4) This agreement is to be governed by the laws of the State of Illinois. Any term or provision of this agreement which is prohibited or unenforceable in Illinois shall be prohibited or unenforceable only to the extent of such prohibition or unenforceability without invalidating the remaining terms or provisions hereof. 5) EPM shall not directly or indirectly create, incur, or suffer to exist, any mortgage, security interest, pledge, charge, lien, encumbrance or claim on, or with respect to, Museum property without the prior written consent of Elgin. 6) The captions and headings of the various articles, sections or para- graphs of this agreement ore for convenience only, and are not to be construed as confining or limiting in any way the scope or intent of the provisions hereof. Whenever the context requires or permits, the singular shall include the plural, the p|ucol shall include the singular and the masculine, feminine and neuter shall be freely inter- changeable. 7) No amendment to this agreement shall be valid or enforceable unless the same is in writing and signed by the parties hereto. This agreement represents the entire agreement between the parties hereto and there are no other representations or agreements between the parties with respect to the subject matter hereof that are not expressed herein. IN WITNESS WHEREOF, the parties have signed this contract by their duly authorized officers, on the date below indicated, this contract to be in full force and effect from that date. ELGIN PUBLIC MUSEUM, INC. CITY OF ELGIN By By !' /Manager I — - Attest: Attest: \Nei jL -A _ 411W City Clerk