the contract is complete crap...
I am ashamed I signed it...
ARTIST AND RETAILER EXCLUSIVE CONTRACT TO SALE WORKS
This agreement made and entered into on this _______ day of __________, 2004 by and between Greedy Owner Investments, LLC, a Texas Limited Liability Company, doing business as Orleans St. Imperial Art Gallery (hereinafter "Retailer") and Stupid Broke Artist, individual, (hereinafter "Artist") for all Artists paintings offered for sale for a period of five years from the date of this agreement ("Works".)
I. RIGHTS AND TERM
Artist grants to Retailer exclusive world-wide rights to sell all painted canvases created by Artist and sold for as long as this contract is in force. Retailers rights shall include all direct and indirect sales of painted canvases at any location, domestic or international. This exclusive contract is intended to include all canvas sales of the Artist, whether direct to the public or to a third party or agent for later retail sale. Contract shall be in force from the date of execution and for five years thereafter. Contract will be renewed automatically unless discontinued by the method detailed below. The sales price of each canvas shall be set by Artist, however, Retailer shall have the right to set a minimum price for each canvas.
II. FEES
Retailer agrees to pay Artist sixty percent (60%) of net revenues generated from sales of Artists canvases. Retailer shall be entitled to retain forty percent (40%) of net revenues. Net revenues are defined as gross revenues less all direct costs for marketing, promotions, gallery costs, and shipping. Artists share of fees are payable by the 15th of the month following the month of collection from sales.
The sales price of each canvas shall be set by Artist, however, Retailer shall have the right to set a minimum price for each canvas.
It is agreed that Artist shall initially receive an advancement of $2,000 for the first 40 canvases to be shipped at Retailers expense to Retailers gallery in Beaumont, Texas with the understanding that the first 8 of 40 canvases of size 30 x 40 shall belong 100% to Retailer in exchange for such advancement of $2000. Artist may receive additional cash advances at the discretion of Retailer which shall be deducted from future fees due Artist.
III. ARTIST ASSERTIONS
Artist represents and warrants to Retailer that (i) Artist holds all required rights and interest in and to the Works under the terms of this Agreement, (ii) Artist has the right to grant the rights with respect to the Works and their intended use for this Agreement, and (iii) the Works do not infringe on any copyright, trademark, trade secret or other proprietary right of any other person.
IV. TIME FRAME
Retailer shall begin display of works to the public for sale no later than 30 days after this contract has been signed by both parties and payment of the initial advancement has been paid. In the event of delay from causes beyond the control of Retailer, the display date may be postponed accordingly. The works will be offered for sale for five years under normal circumstances.
V. PROMOTION
A. Artist grants to Retailer the right to promote the Works in any manner, including catalogs, advertisements and online promotions. Artist agrees to cooperate with Retailer in promoting the works. Retailer shall have sole discretion with respect to the marketing, promotion, minimum price and discounts of the Works.
B. The Retailer shall have non-exclusive right to use the Authors name, likeness, and biographical material for the purpose of advertising, publishing, and promoting the works themselves and titles. Artist retains the right to titles or trademarks developed and the Retailer shall have non-exclusive use of same as needed to promote Artists work.
VI. LOSS OF WORKS
Retailer will not be liable for lost or damaged works. However, Retailer and Artist shall agree on an insurable value for works held in inventory and Retailer agrees to retain adequate insurance for such agreed value.
VII. TERMINATION
Notwithstanding the terms set out above, contract may not be terminated.
VIII. LIABILITIES Artist shall indemnify and hold harmless Retailer from and against all claims, suits, demands, actions and proceedings, judgments, penalties, damages, costs and expenses (including legal fees and costs), losses or liabilities of any kind which may arise or result from (i) the Works, or infringing the rights of any other person, (ii) from breach of any foregoing representations Artist, and (iii) any misuse by any Purchaser.
IX. OMISSIONS
If any of the provisions, or portions thereof, of this Agreement are invalid under any applicable statute or rule of law, they are to that extent to be deemed omitted and the balance of this Agreement shall remain in full force and effect.
X. WAIVER AND MODIFICATION
The waiver by either party of any default or breach of this Agreement shall not constitute a waiver of any other or subsequent default or breach. This Agreement shall be binding upon and inure to the benefit of the parties named herein and their respective successors and assigns.
This is the complete and exclusive Agreement between Retailer and Artist and supersedes all proposals, oral or written, and all other communications between the parties relating to the subject matter of the Agreement. This Agreement may not be modified orally. This Agreement may be modified in a written Agreement signed by both parties.
XI. GOVERNANCE
This Agreement shall be governed by and interpreted in accordance with the laws of the state of Texas. Each of the parties hereto irrevocably consent to the jurisdiction of the state and federal courts located in that state and agree that any action, suit or proceeding between the parties hereto shall be brought in that state.
XII. DISCLAIMER
This Agreement shall not make either party the agent of the other, nor create a partnership, joint venture or employer-employee relationship between the parties. Artist acknowledges that it has no power to obligate or bind Retailer in any manner whatsoever.
XIII. BANKRUPTCY AND INSOLVENCY
If a petition in bankruptcy shall be filed by or against the Retailer, or if it shall be judged insolvent by any court, or if a Trustee or a Receiver of any property of the Retailer shall be appointed in any suit or proceeding by or against the Retailer, or if the Retailer shall make an assignment for the benefit of creditors or shall take the benefit of any bankruptcy or insolvency Act, or if the Retailer shall liquidate its business for any cause whatsoever, this agreement shall terminate automatically without notice, and such termination shall be effective as of date of the filing of such petition, adjudication, appointment, assignment or declaration or commencement of reorganization or liquidation proceedings, and all rights granted hereunder shall thereupon revert to the Artist.
XIV. INHERITANCE
This agreement shall be binding upon and inure to the benefit of the heirs, executors, administrators and assigns of the Artist, and upon and to the successors and assigns of the Retailer.
EXECUTED: his name XXXXX Investments, LLC
by_______________________________
Printed Name: His Name XXXX, Member
by_______________________________
Printed Name: Stupid Artist
