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This Consignment Agreement (“Agreement”) entered into this __ day of _____ 200_, by and between Cathy Dupertuis, d/b/a Arts & More…. Gallery (the “Gallery”) located at 302 North Main St., Red Bud, Illinois 62278 and ______________________________________ (the “Artist”), located at __________________________________________________________. WHEREAS, Artist desires to have the Gallery represent Artist with regard to the exhibition and sale of certain works of art described in Exhibit A, attached here to and made a part hereof (the Works”) NOW THEREFORE, for good and valuable consideration, had and received the Gallery and the Artist agree as follows: 1.
a. The Gallery shall use its best efforts to promote and sell each of the Works and to provide recognition of the Works to the Artist. The Gallery shall sell each of the Works at the retail price established by the Artist as set forth in Exhibit A (the “Retail Price”). The parties may amend Exhibit A from time to time by signing and dating an amended Exhibit A. Such amended Exhibit A shall become a part of and be subject to this agreement. Any reference to Exhibit A in this Agreement shall include any amended Exhibit A. b. The Gallery shall conduct an aggressive marketing campaign, and in-store exposure of the Work. c. The Gallery shall provide web site exposure, including a link to the Artist’s web site if requested. d. The Artist shall provide a satisfactory product to the Gallery. All frames, mattes, an/or equally necessary mounting or stabilizing devises are the responsibility of the Artist unless other wise negotiated. e. The Gallery guarantees satisfaction to every customer, therefore the artist is responsible for providing superior quality Works. The Gallery reserves the right to terminate this Agreement, if the Works do not meet the standards of quality set forth herein. If the Gallery terminates this Agreement under this Section, it shall notify the Artist, and it shall be the responsibility of the Artist to collect his Work. 2. AGENT. Artist appoints the Gallery as its (Check One): a.
___ Exclusive agent for the sale and exhibition of the Works in b. ___ Non-exclusive agent for the sale and exhibition of the Works. 3. Commission. a. Upon the sale of any Works listed in Exhibit A, the Gallery shall receive forty percent (40%) of the Retail Price as set forth on Exhibit A, b. In the event of custom orders resulting from exhibition of the Works at the Gallery, the Gallery shall receive forty percent (40%) of the gross income received by the Artist. c. Upon receipt of payment for the Artist’s Work, the Gallery shall pay to the Artist his or her share of the payment within thirty (30) days of receipt by the Gallery. 4. Shipping. Unless otherwise specified in this Agreement, the cost of shipping the Works shall be as follows: a. From the Artist to the Gallery, the Artist shall pay the shipping cost. b. From the Gallery to the Artist, or to anyone else, the Gallery shall pay the shipping cost. 5. Term. The term of this Agreement is for Three (3) months. If the Artist does not give notice to the Gallery ten (10) days before the end on the respective term to terminate this agreement, then the term of this agreement shall automatically extend for another three (3) months. Instead of termination, the Artist, upon giving notice ten (10) days before the end of respective term, may substitute new works for the Works (which then become “Works”) If the Artist terminates this Agreement by giving the required notice, the Artist shall be responsible for collecting the Works at the Artist’s expense. 6. Cancellation. Notwithstanding anything else in this Agreement, either the Gallery or the Artist may terminate this Agreement at any time. If the Artist cancels this Agreement, under this Section, the Artist shall be responsible for collecting the Works at the Artist’s expense. If the Gallery cancels this Agreement, under this Section, the Gallery shall be responsibly for shipping the Works to the Artist at the Gallery’s expense. This Agreement shall automatically terminate if the Gallery shall become insolvent, or declares bankruptcy. 7.
Insurance. The
Gallery shall maintain adequate insurance for the wholesale value of the of
the Work (the retail price minus the commission) and shall pay all
deductibles. 8.
Attorney’s Fees and
Expenses.
In the event of any default by Artist under this Agreement, Artist will
reimburse Gallery for all reasonable expenses and reasonable attorney’s fees
and expenses incurred by Gallery in collecting any amount due from Artist,
enforcing any obligation of Artist hereunder, curing any default of Artist.
The Artist shall pay all reasonable attorneys' fees and expenses arising out
of any litigation in which Gallery shall become involved by reason of
displaying The Artist’s Works. 9.
Consignment vs. a.
The gallery agrees and acknowledged that the delivery of the
Works to the Gallery is a consignment and not a sale of the Works to the
Gallery. The Gallery shall have a duty to protect the Works and shall be
strictly liable for the damage to the Works once in the Gallery’s possession
and until returned to the Artist. If
the Works are destroyed while within the Gallery’s possession, the Gallery
shall pay the Artist the full value as established by the Retail Price.
The Artist shall retain full title to all Works consigned to the
Gallery and shall in no event be subject to claims by the creditors of the
Gallery. Title of the Works shall
pass directly from the Artist to the purchaser, and, in the event of default
or breach by the Gallery, the Artist shall have all the rights of a secured
party under the Uniform Commercial Code, or the rights of a bailee under the
laws in effect in the State of b. The Gallery agrees to prominently post the following notice in the premises occupied by the Gallery: “WORKS AT THIS GALLERY ARE SOLD UNDER THE TERMS OF A CONSIGNMENT AGREEMENT.” 10.
Arbitration. Any
controversy or claim arising out of or in relation to this Agreement shall be
settled by arbitration in 11.
Miscellaneous. a. This is the entire agreement between the parties. It replaces and supersedes any and all oral agreements between the parties, as well as any prior writings. b. Modifications and amendments to this agreement, including any exhibit hereto shall be enforceable only if they are in writing and are signed by either parties, or an authorized representative of each party. c. This Agreement binds and benefits the heirs, successors, and assignees of the parties. d. Any notice or communication required or permitted to be given under this agreement shall be sufficiently given when received by certified mail, or sent by facsimile transmission or overnight courier. e.
The laws of the State of f. If one party waives any term or provision of this Agreement at any time that waiver will only be effective for the specific instance and specific purpose for which the waiver was given in writing. If either party fails to exercise or delays exercising any of its rights or remedies under this Agreement, that party retains the right to enforce that term or provision at a later time. g. If a court finds any provision of this Agreement invalid or unenforceable, the remainder of this Agreement will be interpreted so as to best carry out the parties” intent. h. The parties agree and acknowledge that all attachments, exhibits and schedules referred to in this Agreement are incorporated in this Agreement by reference. i. Nothing contained herein will be construed as creating any agency, partnership, joint venture or other form of joint enterprise between the parties. j. Each party represents and warrants that on this date they are duly authorized to executed this agreement, or bind their respective principles by their signatures below. Please complete and return this form by mail to the address at the top of this Agreement. ____________________________________ Cathy Dupertuis Artist ATTACHMENT A Title of Work
Inventory No./Description
Retail Price _________________ _____________________ $_________ _________________ _____________________ $_________ _________________ _____________________ $_________ _________________ _____________________ $_________ _________________ _____________________ $_________ _________________ _____________________ $_________ _________________ _____________________ $_________ _________________ _____________________ $_________ _________________ _____________________ $_________ _________________ _____________________ $_________ _________________ _____________________ $_________ _________________ _____________________ $_________ _________________ _____________________ $_________ _________________ _____________________ $_________ _________________ _____________________ $_________ _________________ _____________________ $_________ _________________ _____________________ $_________ _________________ _____________________ $_________ Cathy Dupertuis Artist Fax this agreement to 618-282-6040 Attention – Cathy Dupertuis |
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