Effective Date: 01 February 2021
1. SCOPE OF THE ART HOUSE
- The Seller appoints Art House to act as the Seller’s exclusive agent for all geographic areas for the exhibition and sales of artworks in the following media: Traditional Sales, Private Sales, and Online Sales.
- The Art House shall document receipt of all works consigned, by signing and returning to the Seller, a Record of Consignment.
2. TERMS AND TERMINATION
- This agreement shall last for a term until the art is sold or a maximum of 2 (two) years, if not sold.
- This agreement and will be terminated by either party giving sixty days’ written notice to the other party.
- This Agreement shall automatically terminate with:
- the death of the Seller but works already managed by the Art House will still be in effect;
- if the Art House moves outside the area of operations;
- or the Art House becomes bankrupt or insolvent.
- On termination, artworks consigned shall immediately be returned to the Seller (or estate) by the Art House.
- The art will be primarily displayed on the Website (including Virtual Exhibitions) of the Art House and other online media as deemed necessary by the Art House.
- In an event of a physical exhibition of the work, a detailed list for scheduled exhibitions and accompanying details will be provided and signed by the Seller.
- Expenses such as transportation of the Artwork including insurance and packing, advertising, catalogs, announcements, framing, special installation requirements, opening reception costs, shipments to buyers, and other miscellaneous costs will be covered by the Art House. If the art is unsold, transportation of the work back to the Seller will be born by the Seller.
- The responsibility for photographing the work will be that of the Art House and the Art House shall retain the original copies. However, in certain events, the photography will be done/arranged by the Seller and in that case, the Seller will retain the original copies of the images but grant the art house an exclusive, royalty-free license to use the images.
- The Art House must approve the quality of reproduction of the work for promotional and advertising purposes.
- No shared expenses should be incurred by either party until there is prior written consent of the other party as to the amount of the expense.
4. COMMISSIONS, PRICES, AND PAYMENTS
- Commission percentage of the retail price of each work retained by The Art House after the sale of each work is set at 25% of the gross sale price.
- Art House agrees to sell the works at the retail prices shown on the Record of Consignment, subject to the Art House’s right to make customary trade discounts to select purchasers such as museums and collectors.
- The Seller is required to provide a minimum selling price for the art. The Art House is free to set a premium in addition to the minimum selling price set by the Seller. The commission will be charged on the final price paid by the buyer and before necessary tax deductions.
- All applicable tax deductions will be payable by the Seller.
- The maximum percentage of discount the Art House is allowed to use will be at the sole discretion of the Art House.
- The Art House shall pay the Seller all proceeds due within thirty days of realization of funds of a sale.
- The first proceeds received by the Art House shall be paid to the Seller until the Seller has been paid all proceeds due.
5. ACCOUNTING AND INSPECTION OF BOOKS
- The Art House shall furnish the Seller with an accounting every three months in the form agreed laid out by the Art House.
- The first date that this accounting will be mailed or given to the Seller will be in ninety days of the Effective Date.
- For each sale of work, the Art House shall list the date of sale, the sale price, the identity of the purchaser (on the consent of the purchaser), the amounts due to the Art House and the Seller, and the location of all works consigned to the Art House that has not been sold.
- In the event that this agreement is terminated; the Art House shall provide an accounting to the Seller.
- The Art House shall maintain accurate books and documentation with respect to all transactions entered into for the Seller.
- Upon written request, the Art House shall permit the Seller or the Seller’s authorized representative to examine the books and documentation related to the Seller during normal business hours once a year.
6. INSURANCE, LOSS, OR DAMAGE
- The Art House shall insure the work for thirty percent of the retail price shown in the Record of Consignment.
- The Art House shall be responsible for the safekeeping of all consigned works.
- The Art House shall be strictly liable for loss of or damage to any consigned Artwork from the date of delivery to the Art House until the work is returned to the Seller or delivered to a Purchaser.
- In the event of damage that cannot be restored, the Seller shall receive the insured amount as listed in the Record of Consignment.
- If restoration is undertaken, the Art House shall have veto power over the choice of the restorer. The seller will also be consulted for the same.
7. COPYRIGHT AND SECURITY INTEREST
- The Art House shall take all steps necessary to ensure that the Artist’s / Seller’s copyright of the consigned works is protected, including but not limited to requiring copyright notices on all reproductions of the works used for any purpose whatsoever.
- Title to and a security interest in any works consigned or proceeds of sale under this Agreement are reserved to the Seller including all consequential additional costs.
- In the event of any default by the Art House, the Seller shall have all the rights of a secured party and the works shall not be subject to claims by the Art House’s creditors.
- In the event of the purchase of any work by a party other than the Art House, title shall pass directly from the Seller to the other party.
- In the event of the purchase of any work by the Art House, title shall pass only upon full payment to the Seller of all sums due hereunder.
- The Art House agrees not to pledge or encumber any works in its possession, not to incur any charge or obligation in connection therewith for which the Seller may be liable.
- This Agreement shall not be assignable by either party hereto, provided, however, that the Seller shall have the right to assign money due him or her here.
- All disputes arising under this Agreement shall be submitted to binding arbitration before an arbitrator or in the location of Mumbai, India and the arbitration award may be entered or judgment in any court having jurisdiction thereof. Notwithstanding the foregoing, either party may refuse to arbitrate when the dispute is for a sum of less than $10,000.
- All modifications of this Agreement must be in writing and signed by both parties. This Agreement constitutes the entire understanding between the parties hereto.
11. GOVERNING LAW
- This Agreement shall be governed by the laws of the Republic of India.