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REV: 07-03-25 VR
<br />or procedure which is protected, Artist shall disclose such patents,
<br />trademarks and copyrights in the construction drawings and technical
<br />specifications, such listing to be appended to this Agreement and shall be
<br />incorporated by this reference.
<br />10.1.3. Artist agrees to release, indemnify, defend and save
<br />harmless City, its officers and employees from any and all claims,
<br />damages, suits, costs, expenses, liabilities, actions or proceedings of any
<br />kind resulting from the performance under this Agreement which infringes
<br />upon any patent, trademark or copyright or other right protected by law.
<br />10.2 Artists Moral Rights; City Ownership Rights.
<br />10.2.1. City must preserve complete flexibility to operate and
<br />manage City properties. Therefore, City retains the absolute right to alter,
<br />repair, modify, remove, relocate, sell, dispose of, or destroy (collectively,
<br />“Modify”) the Work Product in its sole judgment. For example, City may
<br />modify the Work Product to eliminate hazards, to comply with the ADA, to
<br />otherwise aid in the management of its property and affairs, or through
<br />neglect or accident. If, during or after the term of this Agreement, City
<br />finds the project site to be inappropriate, City has the right to install the
<br />Work Product at an alternate location that it chooses in its sole discretion.
<br />10.2.2. With respect to the Work Product produced under this
<br />Agreement, Artist waives any and all claims, arising at any time and under
<br />any circumstances, against City its officers, agents, employees,
<br />successors and assigns, arising under the federal Visual Artists Rights Act
<br />(17 U.S.C. §§106A and 113(d)), the California Art Preservation Act (Cal.
<br />Civil Code §§987 et seq.), and any other local, state, federal or
<br />international laws that convey rights of the same nature as those conveyed
<br />under 17 U.S.C. §106A, Cal. Civil Code §§987 et seq., or any other type
<br />of moral right protecting the integrity of works of art. If the Work Product
<br />is incorporated into a site such that the Work Product cannot be removed
<br />from the site without Modifying the Work Product, Artist waives any and
<br />all such claims against any future owners of the Site, and its agents,
<br />officers and employees, for Modifying the Work Product. Artist
<br />acknowledges that all such decisions concerning the Work Product shall
<br />be made in the sole discretion of City, its officers, employees, agents,
<br />contractors, licensees, successors or assigns. In addition to the extent
<br />such rights may not be waived, Artist covenants not to assert such rights
<br />against City, its officers, employees, agents, contractors, licensees,
<br />successors or assigns.
<br />10.2.3. City has no obligation to pursue claims against third parties
<br />for modifications or damage to the Work Product done without City’s
<br />authorization. However, City may pursue claims against third parties for
<br />modifications or damage or to restore the Work Product if the Work
<br />Product has been modified without City’s authorization. In the event City
<br />ATTY/AGR.2025.165/Rachel Wolfe-Goldsmith (Visions of Equity Restoration) (Page 4 of 11)
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