Local Contemporary Art Limited (“LoCA”) offers Artists (“You”,”Your”) the unique opportunity to display and sell their ArtWork through multiple venues (“ArtSpace”) as well as online.
All about this contract
We know that reading a contract isn’t easy or fun. We have tried to keep this one as simple and as small as possible and it is for both your and our protection. The basics are that you agree to allow LoCA to sell your artwork and derivative works. Please note that any Artists already using an informal ArtSpaces that sign onto LoCA may continue to do so with the added advantage of the whole package offered to the Artist by LoCA including the QR codes to facilitate Sales. We explain the commission and fees and how we may both end this agreement.
Please read through the whole of the contract, LoCA is happy to explain any part of it to you.
Terms and Conditions (“Terms”)
Local Contemporary Art Limited is a company registered in Scotland, registered number SC677507 and registered office 61, Dublin Street, Edinburgh, EH3 6NL
- Agreement - this agreement exclusively and no other
- ArtWork(s) - the artworks downloaded to the site which are the subject of this contract: including any images graphics and digital assets created or taken by the Artist (You), and downloaded to LoCA ( collectively known as Artwork(s) )
- ArtSpaces - places for ArtWork to be placed for sale, such as Coffee Shops, Interior designers, Beauty Salons and the like, arranged through LoCA
- Disclosed Agent - LoCA is authorised to conduct this business as described in this agreement on Your behalf. As the Disclosed Agent, LoCA accepts no liability, whatsoever, for any loss or damage of the Artworks displayed in the ArtSpaces.
- Fees and Commission -see Schedule One
- Party - LoCA and the Artist each a Party, and together the Parties to this agreement
- Schedules - any schedules to this agreement which are to be treated as an integral part of it.
- Terms - the terms and conditions as written in this agreement
Please read these Terms carefully, in downloading and placing ArtWork(s) with LoCA you are specifically agreeing to them in the same way as if you had signed this contract.
LoCA is offering Artists the unique opportunity to promote, sell and display their art through the site and in various locations which offers the Artist the ability to have their art seen by a wider audience than ever before.
Obligations to LoCA
- You must be over the Age of 18 years old and able legally accept these Terms;
- You represent and warrant that you have the full and complete authority to sign this agreement on behalf of yourself and the ArtWork(s) you download.
- All ArtWork provided by an Artist for a LoCA show must also, at the same time, be placed in the LoCA online platform and made available for sale.
- Artists will be provided with QR codes from LoCA, one QR code per ArtWork. These QR codes must be prominently placed on walls next to the ArtWork (or on the ArtWork) where Artwork is displayed at a show or in an arranged ArtSpace for the purposes of selling the Artist Artwork.
Intellectual Property Rights, Trademarks and Copyright
You warrant to LoCA that the ArtWork(s) downloaded and placed with LoCA are entirely Your own work and/or that You own all rights, title, and interests in and to all ArtWork(s) downloaded, fully and that no transfer, assignment, joint ownership, rights, license or royalty agreement or any other agreement is in place in respect of the ArtWork(s) downloaded.
You shall indemnify, defend and hold harmless LoCA from all suits or claims of any infringement(s) of copyright(s) or any other proprietary rights of any person or persons, in consequence and/or the performance of this agreement and the ArtWorks(s) downloaded by You. Infringement of any copyrights or proprietary rights of any other person will be considered a material breach of this agreement. If You, at any time during the term of this agreement, become aware of any infringement or possible infringement You must immediately contact LoCA and provide full details.
Should any legal action be taken You acknowledge and agree that You will cooperate fully with and offer all reasonable assistance to LoCA in any proceedings.
LoCa’s obligation to You
LoCA will introduce You to ArtSpaces which LoCA deem suitable for Your ArtWork(s) to be placed such that they will be viewed by the public and for sale;
The Artists Artwork will also be featured on the LoCA online gallery, The Artist will confirm the Art featured in the ArtSpace and a PDF of the works which are hung in the ArtSpace will be provided by LoCA as a record only:
LoCA will arrange for the Artist to have access to the ArtSpace to hang ArtWork(s);
Please note that any Artists already using an informal ArtSpace that sign onto LoCA may continue to do so with the added advantage of the whole package offered to the Artists by LoCA including the QR codes to facilitate sales. This allows the ArtWork to continue to be displayed in the ArtSpace without interruption. In these circumstances any Artwork on display, prior to signing this Agreement, will not breach the Non-Circumvention clause in this Agreement.
Risk of Loss
During the term of this Agreement You accept and assume all of the risk of loss or damage to Your ArtWorks(s).
Fees and Commissions
Fees and Commission due to LoCA under the Terms of this Agreement - See Schedule One.
LoCA reserves the right to change the fees and commissions charged to the Artist by thirty(30) days written notice, the agreement will continue in full force and effect after the receipt of such notice.
Subject to the Terms of this agreement You grant LoCA, and LoCA accepts an non-exclusive, royalty free, non transferable license (“License”) to: -
Advertise; promote, market, demonstrate; post; and sell
the ArtWorks(s) uploaded by You in all mediums, such as, but not, limited too: facebook, Instagram, and other such third party venues.
You acknowledge and agree that, subject to the Terms of this agreement, You grant LoCA, and LoCA accepts an non-exclusive, royalty free, non transferable license (“License”) to: -
reproduce and offer for sale, derivative prints of the ArtWork(s) uploaded, by You, globally. You will have the option to instruct LoCA, which Artwork(s) you wish to make available for prints while you’re uploading your artwork.
LoCA acts exclusively as a Disclosed Agent on behalf of You and accepts no liability for any loss, damage, theft or dispute between the Artist and the owner of the ArtSpace and any of the ArtWork(s) displayed in the ArtSpaces.
You agree that no joint venture, partnership or employment relationship exists between LoCA and You.
This Agreement may be terminated by either Party at any time, giving thirty (30) days notice in writing.
LoCa reserves the right to terminate this Agreement with immediate effect should the Artist materially breach this Agreement at any time, any clause which is intended to survive termination will do so.
Non-Circumvention, Non compete, Non-Solicitation
During the term of this agreement and for a period of two (2) years after the termination of it, however it is terminated, the Artist (You) will not directly or indirectly attempt to circumvent, avoid or bypass, directly or indirectly the intent of this agreement.
During the term of this agreement and for a period of two (2) years after termination, howsoever ever terminated, the Artist (You) will not directly or indirectly contact, induce or attempt to induce or solicit the services of LoCA’s ArtSpace providers for the provision of the services which are the subject of this agreement for themselves or for others. The exception to this clause is if the Artist and ArtSpace provider worked together prior to this Agreement or are currently working together.
During the terms of this agreement and for a period of two (2) years after termination howsoever terminated, the Artist (You) will not directly or indirectly solicit, induce, or attempt to induce any other clients of LoCA to terminate their contract.
You acknowledge and expressly agree that any and all restrictions and written terms in this agreement are reasonable and do not constitute a threat to Your livelihood.
You agree to defend, indemnify and hold Local Contemporary Art Limited, its directors, officers, employees, agents, vendors, partners, contractors, galleries, artists, institutions, distributors, representatives and affiliates harmless from any and all claims, liabilities, damages, costs and expenses, including reasonable attorneys' fees, in any way arising from, related to or in connection with Your use of the site and its service, your violation of any law, your violation of the Terms or the posting or transmission of any content, ArtWorks or materials on or through the site by You, including, but not limited to, any third party claim that any information or materials you provide infringes any third party proprietary right. You agree to cooperate as fully as reasonably required in the defence of any claim. Your indemnification obligation will survive the termination of these Terms and Your use of LoCa’s services.
Limitation of Liability
In no event shall LoCA, it’s affiliates, or any of their respective directors, officers, employees, agents, partners, subsidiaries, suppliers, distributors, space providers, affiliated vendors, galleries, representatives or content or service providers be liable for any exemplary, direct or indirect, special, incidental, consequential, or punitive damages arising directly or indirectly related to the use of the services offered or your use of them. Including loss of revenue, loss of profit or anticipated profit, loss of business, loss of data, loss of sales, or costs of alternative or substitute services, even if LoCA or any member of it has been advised of the possibility of such damages.
Some jurisdictions do not allow the limitation or exclusion of liability some of the limitations above may not apply to you. In no event shall the total liability of LoCA to you for all damages, losses, ( whether in contract or tort ) arising from these terms or your use of the services provided exceed, in aggregate terms £100.00.
The Artist acknowledges and agrees that the Artwork is hung, displayed and made available for sale without the need for the ArtSpace Provider to offer or obtain insurance, this shall be the sole responsibility of the Artist. All ArtWork displayed at an ArtSpace is provided and displayed entirely at the Artists own risk.
These Terms constitute the entire agreement between you and LoCA and govern your use of LoCA’s services, superseding any prior agreements between you and LoCA.
Any failure to exercise or enforce any right or provision of the Terms shall not constitute a waiver of such right or provision.
If any provision of the Terms is found by a court of competent jurisdiction to be invalid, the parties nevertheless agree that the court should endeavour to give effect to the parties' intentions as reflected in the provision, and the other provisions of the Terms remain in full force and effect.
These Terms inure to the benefit of LoCA successors, assigns and licensees.
Any term in this contract which by its words or meaning intends to survive termination will do so.
The titles in these Terms are for convenience only and have no legal or contractual effect.
Law and Jurisdiction
These Terms and any dispute arising under them, shall be governed and construed by the courts of Scotland.
The Parties acknowledge and agree that they will submit to the exclusive jurisdiction of the courts of Scotland.
|Original Artwork and Limited Edition Prints which are featured in a LoCA show||70%||20%||10%|
|Original Artwork and Limited Edition Prints sold through LoCA online gallery||70%||30%|
|Prints shipped by LoCA||65% of sale price minus the cost of printing and shipping||35% of sale price minus the cost of printing and shipping|
Non-profit ArtSpaces who raise funds through the sale of artworks will enjoy special agreements in respect to commissions. LoCA will waive it’s commission (but not processing and banking fees).
Any expenses or fees incurred by LoCA to facilitate transactions on behalf of the artists will be withheld ahead of payment. This will include but is not limited to
- Credit Card transactions fees of 2.2% of the amount paid by customers (including taxes) + 20 pence GBP per transaction per payment
- £0.20 GBP per bank transaction to UK accounts and £3 GBP per transaction to non UK accounts when transferring payments to artists.
- Printing and shipping costs vary. When you authorise LoCA to print and sell your artworks on your behalf globally, you agree that we will recover our printing and shipping costs ahead of sending you payment for your sales. We can provide proof (invoices) for these costs upon request.
- For international payments by LoCA to yourself, the beneficiary (your) bank may charge a fee to receive your transfer. When your money is in transit, it might be processed by an intermediary bank who might also deduct a handling fee. Therefore, the amount received might be less than the amount LoCA sends.
- LoCA are not liable and take no responsibility for the payment of any taxes, VAT or any other payments which may be due and payable by the Artist upon the sale of any goods through this contract. This remains the sole responsibility of the Artist at all times.