Economic Development Banner
and Mural Program - All Wards
The Economic Development and Parks Committee recommends the adoption of the following report (August 18,
1999) from the Commissioner of Economic Development, Culture and Tourism:
Purpose:
The purpose of this report is to request Council to authorize the City Clerk and Chief Financial Officer and Treasurer to
enter into mural agreements for the purpose of creating city-owned wall murals on private properties, as part of the
Economic Development Banner and Mural Program.
Financial Implications:
Through the Economic Development, Culture and Tourism Department 1999 Capital Budget request, $25,000.00 funding
has been allocated to the Economic Development Banner and Mural Program.
Recommendation:
It is recommended that:
(1)the Economic Development Mural Program Agreement (Appendix "A") be used as a template for the installation of
murals on private properties and that Council authorize the City Clerk and Chief Financial Officer and Treasurer to enter
into such agreements; and
(2)the appropriate City officials be directed to take the necessary action to give effect thereto.
Background:
Through the Economic Development Banner and Mural Program, Business Improvement Areas (BIAs) and business
associations across the City are eligible to make proposals for the funding of murals in commercial districts. The program
encourages businesses, residents and local artists to work together to develop proposals reflecting a locally driven theme.
The intent of the program is to improve community and business pride, to promote a unique historical or commercial
theme and to attract shoppers and promote community pride. Preference is given to designs which provide spin-off benefits
related to tourism, amenity and business area promotion.
Mural locations with high visibility often require permission from private property owners, resulting in agreements signed
between the City and the owners. Such agreements apply for a ten-year period during which the City is responsible for the
maintenance of the mural and the property owner is required to refrain from damaging or painting over the mural. The
mural design must also be agreed upon by both the BIA or business association and the City. Advertising or commercial
content in the design is not permitted, however, sponsorship logos would be allowed. According to the Program, the
maximum funding limit for an individual mural is $3,500.00. As the average costs of a mural exceed this limit, the purpose
of this contribution is to encourage BIAs and business associations to leverage additional funding from alternative public
and private sources.
Conclusions:
Murals have been successful in improving community and business pride, promoting a unique community theme,
leveraging partnerships, and attracting pedestrians and customers to commercial areas. Through the following mural
agreement, mural locations on private properties may be secured, lending to the success of this Program.
Contacts Names:
Mr. Bill Steiss, 392-7183; Mr. David Hessels, 392-6837.
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Appendix "A"
AGREEMENT
BETWEEN THE CITY OF TORONTO AND
PROPERTY OWNER
This agreement is made in triplicate, this _____ day of _____, 1998
BETWEEN:
________________________________________
(hereinafter called the "Owner")
-AND-
THE CITY OF TORONTO
(hereinafter called the "City")
Recitals
The City is engaged in a project which involves the promotion of the painting, erection or production of two- or
three-dimensional artistic murals on certain outdoor building walls in the City to beautify or promote the area.
The Owner has a building with a wall which the City believes would be an appropriate host wall for such a mural.
The owner has agreed to allow the wall to be used for the City's purposes in this regard, on certain terms and conditions.
This Agreement is being entered into, for good and valuable consideration, the receipt and sufficiency of which are
acknowledged by both parties, in order to put in writing all of the terms and conditions agreed upon by the parties to fulfill
the purposes of the City, with the Owner's assistance and co-operation.
Article One: Agreement to use the Wall
1.01Wall:
The owner is the registered owner of a building with a municipal address of _______________________, such lands being
described in Schedule "A" hereto.
For ease of reference throughout this Agreement, whenever the word "building" appears with a capital "B", it is understood
to be a reference to the building noted in this section. The City has identified the ( )-facing wall of the Building as one
which is an appropriate location for a mural.
1.02Agreement:
The owner consents in principle to the production of a mural which will be displayed on the ( )-facing wall of the Building.
1.03Ownership of Artwork:
The Owner hereby acknowledges that the mural on the Building, including all materials which are used in its creation (not
including existing fixtures of the Building), shall belong to the City. The City shall have and retain the sole and exclusive
ownership rights to the mural, including, without limitation, the right to reproduce and sell prints, photographs or other
replications of the mural. The Owner is not entitled to any such ownership rights in the mural, and shall not be entitled to
share in any profits or proceeds the City may enjoy through exercise of its rights in this regard in the future.
1.04Wall Preparation:
The City agrees to complete any work necessary to prepare the wall to accept the mural. The City has examined the wall
and is satisfied that no structural repairs are required. The Owner understands and agrees that the mural may be created
directly upon the wall or upon a base which is detachable from the wall itself.
1.05Terms of Agreement:
This Agreement shall have a Term of ten (10) years, renewable upon mutual consent for one (1) further term of five (5)
years. Throughout this Agreement, the word "Term" shall refer to the term described in this Clause, as renewed where
applicable.
1.06Early Termination:
The Owner may terminate this Agreement at any time for the purposes of demolition of the Building, or renovation of the
Building which will have an effect on the mural. Termination of the Agreement will require nine month's written notice to
the City, in order to allow for removal and/or relocation of the mural, at the City's option.
Article Two: Completion of the Mural
2.01Timing:
The Owner acknowledges that the City has already chosen the designer and the design for the mural to be displayed on the
Building wall. It is intended that the mural will be installed by ____________.
2.02Owner's Covenants:
The Owner covenants as follows:
(a)to allow free, unencumbered access to the City and persons permitted by the City, including, the successful artist, at all
reasonable times to allow preparation of the wall for the mural, and to allow the mural to be produced;
(b)to allow free, unencumbered access to the City and persons permitted by the City, at all reasonable times, to allow for
supervision of the production of the mural, and for maintenance and repair of the mural as contemplated in Article 3.00 of
this Agreement;
(c)to refrain from painting over, repairing over, damaging, or otherwise defacing the mural during the Term;
(d)to refrain from making any alteration to the wall of the building, (for example, the addition or removal of windows,
doors or other structures) apart from any alterations required by law;
(e)to refrain from placing any signs, posters, or other advertising material on any portion of the mural;
(f)to refrain from interfering with the reasonable activities of the successful artist, either before, during, or after work on
the mural is complete; and
(g)to refrain from negligent or willful destruction of the mural.
2.03City's Covenants:
The City covenants as follows:
(a)to work diligently with the successful artist(s) to ensure a timely completion of the mural;
(b)to ensure, to the best of its ability, that the mural is produced and is maintained when necessary, with the least possible
disturbance or disruption to the activities of the Owner or to the occupants of the Building; and
(c)in the event that the mural cannot be completed for any reason which is not the fault of the Owner, or in the event that
the mural is damaged and not repaired (as provided for in Clause 3.02 of this Agreement), or on termination of this
Agreement, to ensure that the wall which was intended by the parties to host the mural is returned to the state and condition
it was in at the time of execution of this Agreement.
Article Three: Maintenance of Building
3.01Building Repairs:
The Owner acknowledges that it is responsible for the maintenance and repair of the Building. Should repairs or structural
alterations become necessary to the Building wall upon which the mural is situated to such an extent that the integrity of
the mural is in jeopardy, the Owner covenants to advise the City immediately, by way of written notice as provided for in
Clause 6.02 of this Agreement. The Owner further covenants to co-operate with the City, at the City's expense, if the City
decides to attempt to salvage the mural, or as much of the mural as is possible to salvage.
3.02Repairs to Mural: Insurance
Where the mural is damaged and such damage is covered by any policy of insurance that the City may procure, the City
shall have the sole option of deciding whether to accept payment of the value of the mural as determined by the City's
insurer or whether to direct repair of the mural to be paid for pursuant to the insurance policy.
3.03Mural Repairs: Costs
The City shall be responsible for the cost of any repairs or maintenance to the mural where the cost of such repairs or
maintenance is not caused or contributed by the acts or omissions or the Owner. The Owner acknowledges that repairs
and/or maintenance to the mural shall be completed in the sole discretion and at the sole expense of the City. In the event
that the Owner wishes to make a request of the City to complete any repairs and/or maintenance to the mural, a written
request shall be forwarded to the City as set out in Clause 6.02 of this Agreement.
Article Four: Insurance
4.01Insurance: Damage
The Owner acknowledges that it shall not be responsible for providing any insurance coverage on behalf of the City. The
City shall have the right and option to insure the mural, at its own expense, with an insurer of its choice. The Owner agrees
to provide any information reasonably required by the City's insurer (or prospective insurer) upon reasonable request.
4.02Liability Insurance:
The City covenants that it will ensure that liability insurance coverage is provided by the successful artist, to cover any
potential liability related to the mural which may arise during both the period of time in which installation/production of
the mural is taking place, and any period of time during which repair or maintenance is taking place, because of that
activity. The City further agrees to indemnify the Owner against any such liability. Once the mural has been completed,
however, the Owner acknowledges that it bears the sole responsibility for liability insurance coverage for the Building and
the property that the Building is situated upon.
Article Five: Events of Default
5.01Events of Default:
Any of the following shall constitute an Event of Default:
(a)the breach of any covenant, warranty, term or condition contained in this Agreement;
(b)the failure to abide by any financial obligations pursuant to this Agreement; or
(c)unauthorized use or conversion by the Owner of the City's interests in the mural.
5.02Consequences:
Upon the occurrence of an Event of Default by either party, the aggrieved party shall give written notice pursuant to Clause
6.02, specifying the default and requiring the defaulting party to put an end to the default. If within thirty (30) days of the
delivery of the notice the defaulting party has not put an end to the default, the aggrieved party shall be entitled to exercise
or commence any remedies available to it at law.
Article Six: Miscellaneous Clauses
6.01Interpretation:
This Agreement shall be interpreted according to the laws of the Province of Ontario. Article, clause and/or paragraph
headings are for reference purposes only and shall not in any way modify or limit the statements contained in any article,
clause or paragraph. All words in this Agreement shall be deemed to include any number or gender as the context requires.
6.02Notices:
Any notice to be given under the Agreement must be in writing signed by or on behalf of the party giving such notice and
delivered by hand or mailed by prepaid first class mail in Canada and addressed as follows:
THE CITY OF TORONTO
Economic Development, Culture & Tourism Department
Economic Development Division
77 Elizabeth Street, 2nd Floor
Toronto, Ontario M6M 1V1
ATTN: Director, Small Business & Local Partnerships
If to the Owner, at:
Name
Address
or at whatever other address the party has advised the other party. Where notice is given by mail, it shall be deemed to have
been received by the person to whom it is addressed, on the fifth (5) business day following the next business day after
which the notice, sent by prepaid first class mail, has been deposited in a post office or letter box in Ontario.
6.03Severability:
If any provision, clause, or part of this Agreement, or the application of this Agreement under certain circumstances, is held
by a court, tribunal or arbitrator of competent jurisdiction to be invalid, the remainder of this Agreement, or the application
of such provision, clause, or part under other circumstances, shall not be affected.
6.04Survival:
All representations, covenants, and warranties of the Owner and the City contained in this Agreement shall survive the
execution of this Agreement, and shall continue in full force and effect. Where this Agreement is registered, the
representations, covenants and warranties expressed shall run with the land. The Owner consents to the registration of this
Agreement against the title to the lands set out in Schedule "A" hereto.
6.05Written Agreement:
This Agreement is the entire agreement between the parties pertaining to the Building, and supersedes all prior and
contemporaneous agreements, undertakings, negotiations, and discussions of the parties, whether oral or written. There are
no warranties, representations or other agreements relied upon by either the Owner or the City. No amendment,
supplement, modification, waiver or termination of this Agreement shall be binding unless it is completed in writing and is
signed by both the Owner and the City. No waiver of any provisions of this Agreement shall be deemed or shall constitute
a waiver of any other provision of this Agreement, whether or not similar, nor shall such waiver constitute a continuing
waiver unless otherwise expressly provided.
6.06Independent Legal Advice:
The Owner acknowledges that it has been advised that it should obtain the advice of a solicitor prior to executing this
Agreement. The Owner acknowledges that it has either obtained this advice or elected, without representation by any other
person, to forego such advice.
Signed in Triplicate on the _________ day of _____________________ 19_____.
COMPANY NAME
______________________
(Name)
______________________
(Name)
I/We have the authority to bind the City of Toronto.
THE CITY OF TORONTO
______________________
City Clerk
______________________
City Treasurer
