Guide to Artist-Gallery Consignment Contracts - St. Louis Volunteer ...

Guide to Artist-Gallery Consignment ContractsThe power to terminate the agreement is an important and useful right. Termination canbe important if the Gallery changes ownership, moves out of the area, goes bankruptor if the Artist dies. It is reasonable for the Gallery to insist that the Agreeement cannot be terminated during a show and for a reasonable period after a show closes. Thisclause gives the right of termination to both parties, only if the non-terminating partyalso agrees to end the relationship. The subsequent options eliminate the termination“agreement” requirement, thus, one party may void the agreement without the other’sconsent.3. DURATION; TERMINATION. This Agreement shall commence upon the dateof signing and shall continue in effect until the ____ day of ____________, 20___.Neither party may terminate this Agreement without the prior written consent ofthe other party. The Agreement shall continue in force for _____ days after suchconsent is given.Unilateral: one-sided;not dependent on theother partyIf the parties decide to include a power of termination that does not depend ongetting the other party's consent, the second to last sentence of clause 3 shouldbe deleted (“Neither party...”) and Option 1 should replace it.Option 1: Unilateral termination. Either party may terminate this Agreement bygiving _____ days written notice.The parties also might want to extend the duration of the agreement if a sale is inprogress. Option 2 should then be added.Option 2: Extension of agreement while sale is in progress. The consignment shallbe extended for a period of ______ days if a bona fide sale or negotiation for sale isin progress.After choosing to include Option 1 or Option 2, you may add:Upon any event of termination, Gallery shall within ___ days return to Artiststudio or storage facility all Works within possession of Gallery.Clause 4 places the responsibility of getting the Works to the Gallery on the Artist;however, the costs of transporting the Works can be apportioned between theGallery and the Artist.4. DELIVERY. Artist shall be solely responsible for delivering the consigned Worksto Gallery at the above address and agrees to accept delivery of the property, if notsold, at Artist’s address on the expiration or termination of this Agreement. Costs ofdelivery (including transportation and insurance) to Gallery and costs of delivery(including transportation and insurance) for return to Artist shall be paid by theparties according to Schedule B.The next clause has three functions. First, it asserts that the Artist owns theWorks outright, i.e. no one else has any claim to them. Second, it retains rights oftitle for the Artist until someone purchases the work and the Artist is paid in full.This is very important in a consignment agreement, especially in cases wherethird parties (usually creditors of the Gallery) claim ownership. Finally, it preservesthe Artist’s copyright and the Works themselves from alteration.St. Louis Volunteer Lawyers and Accountants for the Arts—7—