THIS AGREEMENT is made and entered in on [DATE], by and between
("Gallery"), whose address is
("Artist"), whose address is
In consideration of the mutual covenants herein contained, the parties agree as follows:
1. Artist hereby grants to Gallery the sole and exclusive right to exhibit and sell the original artworks, the list, agreed upon sales prices and insurance values of which are as set forth in Exhibit 1 hereto (individually and collectively, the "Work") in [CITY] (the "Territory"). The term of this Agreement (the "Term") shall be limited to the duration of the Exhibit, starting on [DATE] ("Opening Date") and ending on [DATE] ("Closing Date"), at which time this Agreement shall be automatically terminated unless extended by mutual agreement in writing, and all Work not sold and paid for in full shall be immediately returned to Artist.
During the Term, Gallery shall be responsible for any theft, loss or damage to the Work, however caused, while on Gallery's premises. Proof of such insurance, carried at Gallery's expense, shall be supplied to Artist prior to Opening Date.
2. All Work herein shall remain the property of Artist until sold by Gallery and until Artist's share has been paid by Gallery to Artist in full. Gallery shall not be entitled to make or assert any claim or right to any possessory liens against the Work for any cause whatsoever. Artist hereby specifically reserves all rights, title, and interest in and to all characters appearing in the Work. Credits in each Work and any advertising and promotional material shall be displayed as follows: "(C) YEAR NAME"
3. In consideration of the rights herein granted, Gallery shall pay to Artist for all Works by Gallery a commission equal to the prices set forth in Exhibit 1 hereto, and in no event shall Gallery's retail price exceed twice the amounts set forth in Exhibit 1 hereto. Gallery shall pay said commission to Artist no later than Thirty (30) Days after Closing Date. Gallery agrees to pay a penalty of an additional Ten Percent (10%) of payment for any payment which is over 45 days late from its due date.
4. Gallery shall keep books of account concerning its sales of the Work. If, for the purpose of verifying commission payments, Artist wishes to examine said books, Artist may, upon 30 days written notice, have access to such books during normal business hours. All such audits shall be conducted at the expense of Artist, unless adjustments are found totaling more than Five percent (5%) in favor of Artist, in which case Gallery shall reimburse Artist for such costs incurred.
5. In order to promote the Work, Artist agrees to: (a) make a personal appearance on Opening Day; and (b) supply Gallery with reasonable promotional materials and biographical information about Artist. Gallery has the right to use the name and the image of Artist and/or Moebius in the advertising and promotion of the Work, but in no event shall Artist be deemed to have endorsed any of Gallery's products or services. Any original, physical artwork and promotional materials generated herein shall remain the property of Artist.
The following expenses shall be borne by Gallery: (a) $XX, representing Gallery's contribution to Artist's travel and accommodation in connection with said Artist's personal appearance; (b) advertising, promotion, brochures, catalogs, invitations and mailing; (c) liability insurance; (d) transportation and delivery; (e) framing and display; and (f) Opening Day reception.
6. Upon publication of any brochures, catalogs, invitations, etc., Gallery shall give Artist Twenty (20) free copies of any such items.
7. Artist warrants and represents that: (a) the Work is original and does not infringe on the rights of others;
and (b) Artist has the right to enter into this Agreement and will not allow others to infringe upon the rights
granted to Gallery. The warranties, representations, and indemnity of Artist shall survive termination of
this Agreement for any reason.
Each party shall indemnify, defend, and hold harmless the other from any third-party claims, damages, or liabilities arising out of any material supplied to the other and/or any charges or additions made by the party to the Work, or out of any other breach of any representation, agreement, or undertaking made by the party.
8. This agreement shall inure to the benefit of, and shall be binding upon, the heirs, executors, administrators, successors and assigns of the parties. This agreement shall be construed and enforced in accordance with the laws of the State of XX.
9. All disputes arising out of this agreement shall be submitted to mediation in accordance with the rules of XX. If mediation is not successful in resolving such disputes, said disputes shall be submitted to final and bind-ing arbitration in [CITY]. The arbitrator shall be selected and the dispute shall be submitted to arbitration in accordance with the rules of XX. The arbitrator's award shall be final, and judgment may be entered upon it by any court having jurisdiction thereof.
10. Should either party retain counsel for the purpose of enforcing its rights under this agreement against the other party, then the prevailing party in any action commenced with regard to such dispute shall be entitled to receive from the other party payment or reimbursement of all costs and attorneys' fees reasonably incurred with respect thereto.
IN WITNESS WHEREOF, the parties hereto have signed this agreement as of the day and year first hereinabove written.
ã 2001 Jean-Marc Lofficier. For more information contact Hollywood Comics. Tel: (818) 343-9922, or e-mail us.