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Retail ArtSpace Provider Terms of Service

Background

Local Contemporary Art Limited (“LoCA”) offers “Retail ArtSpace” providers (“You”,”Yourself” ) of retail outlets with appropriate ArtSpace the opportunity to display ArtWorks, which enhance and compliment the retail space and additional passive income.

All about this Contract
We know that reading a contract isn’t easy nor fun. We have tried to keep this one simple and as small as possible and it is for both your and our protection. The basics are that you agree, through LoCA, to allow artists to hang and display their works on your premises. We will make the introductions and the artists will hang their work in the places agreed. We explain the commission and fees and how we may both end this Agreement. 

Please read through this whole contract, LoCA is happy to explain any part of it to you.

The Artists whom you work with have also signed a contract with us “Local Contemporary Art Limited - Artist Contract” and the two contracts align with each other

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

And

Retail ArtSpace providers.

Definitions

  • Agreement - this agreement exclusively and no other
  • ArtWork(s) - the artworks made available to the Retail ArtSpace providers, which compliment and enhance the business of the Retail ArtSpace provider.
  • ArtSpaces - places for ArtWork to be hung, displayed and 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 provided by the Retail ArtSpace provider.
  • Fee’s and Commission - see Schedule One 
  • Party - LoCA and the Retail ArtSpace provider are 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

Acceptance of these Terms

Please read these Terms carefully, in hanging ArtWork(s) in Your Retail ArtSpace through LoCA you are explicitly agreeing to them.

Privacy Policy

We value your privacy, please read our Privacy Policy which can be viewed on the site, https://loca.art/policies/privacy-policy , and understand how we use your personal data, your continued use of our services confirms you have read, understood and consented to that policy.

Your Obligations

Your 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 Retail ArtSpace you agree to use for the ArtWorks.
  • You acknowledge and agree that the Artists will display a QR code on the displayed Artwork, as provided LoCA, for the only method of sale of any ArtWork sale.
  • You shall indemnify, defend and hold harmless LoCA from all suits or claims of any damages, loss or theft of any Artworks, in consequence and/or the performance of this agreement and the ArtWorks displayed. 
  • 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. 

Fees and Commissions

For details please see Schedule one

LoCA’s obligation to You

  • LoCA will introduce You to Artists and Artworks which LoCA deem suitable for Your Retail ArtSpaces(s) such that they will be viewed by the Public and for sale;
  • LoCA will arrange for the Artist to have access to the ArtSpace to hang ArtWork(s);
  • LoCA will arrange for the sales of ArtWork to be processed and paid for, from these ArtSpaces. 

Subscriptions

Subscription services are billed monthly. We will automatically charge your payment method each month until you cancel or pause your subscription.

Each show lasts for 3 months or approximately 90 days unless a different duration is agreed. Subscription cancellations will be effective from the last day of the current show in your art space. If your business has a subscription for multiple venues and you decide to change your subscription for multiple venues at once, someone from our team will work with you to ensure a smooth transition.

LoCA requires 30 days cancellation notice to end or pause your subscription before the end of the current show, or the beginning of the next show. LoCA plans shows at least 30 days ahead, so the early notice is meant to prevent artists taking expense to prepare shows for your venue, that are then cancelled.

Relationship

You agree that no joint venture, partnership or employment relationship exists between LoCA and You.

Termination

LoCA reserves the right to terminate this Agreement by giving thirty (30) days written notice, should the Retail ArtSpace provider materially breach this Agreement at any time, any clause which is intended to survive termination will do so.

The Artist is requested to remove their ArtWork from the ArtSpace within 14 days of the termination of this contract however it is terminated

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 Retail ArtSpace provider (You) will not directly or indirectly attempt to circumvent, avoid or bypass, directly or indirectly the intent of this agreement.

This clause includes any Artists who may have previously or may already display their ArtWork, but not yet sell their Artwork through the ArtSpace provider.

During the term of this agreement and for a period of two(2) years after termination however terminated, the Retail ArtSpace provider (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.

Indemnity

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 LoCA’s services, your violation of any law, your violation of these Terms, including, but not limited to, any third party claim that any information or materials you provided by the Artist 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, artists, 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.

Risk of Loss

During the term of this Agreement the Artist accepts and assumes all of the risk of loss or damage to the ArtWorks(s) except in the following cases:
In the event that any ArtWorks are found to be missing from the ArtSpace, the ArtSpace owner will not assume responsibility, unless:
In the event of loss or damage to the Artworks due to fire, flood, or natural disaster or any other loss or damage for which the ArtSpace provider is insured, including loss or theft, the ArtSpace provider will make a claim on behalf of the Artist for the full cost of repair, or the sale value of the ArtWork.

General Information

  • 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.
  • You may not assign the Terms or any of your rights or obligations under the Terms without our express written consent. The (Contracts Rights of Third Parties) Act 1999 does not apply.
  • These Terms inure to the benefit of LoCA successors, assigns and licensees.
  • Any term in this contract which by it 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.

Counterpart and Electronic Signature

This Agreement and any schedules attached to it may be executed in multiple counterparts, each of which shall be deemed an original agreement and both of which shall constitute one and the same Agreement. The Counterparts and any amendment may be executed and delivered by facsimile or other electronic signature ( including portable document format ) by either of the Parties and the receiving Party may rely on the receipt of such a document so executed and delivered electronically as if the original has been received.

The ArtSpace provider is deemed to have accepted these terms, in the same way as a signature had been placed upon this Agreement upon their confirmation that they will provide ArtSpace for a LoCA introduced Artist. This action is your legal agreement and acceptance of these terms, as though you have signed it and you are legally bound by its terms.

Schedule One

Fees and Commissions

The ArtsSpace owner is entitled to explicitly request a commission for artwork sold in their ArtSpace in the future. If You decide to do so we recommend you set the commission at a maximum of 10%. You need to make a written request (by email or otherwise) stating that you wish to collect commissions in future, for LoCA to charge and transfer these commissions to You.

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), and will manage the distribution of funds between Non-profit ArtSpaces and Artists as agreed by the ArtSpace owners and Artists, and up to 100% of the value of the Artwork (minus processing and banking fees) according to the agreement reached between Artists and non-profit Spaces for each event.

For non-profit commissions to take effect the ArtSpace must be a registered non-profit or charity and proof of registration will be required.

Commission change requests from ArtSpaces must be agreed by LoCA before taking effect. Commission changes will take effect after active events with contracted Artists are completed, and will take effect for all future contracts and events upon confirmation by LoCA.

Any expenses or fees incurred by LoCA to facilitate transactions on behalf of the Artists will be withheld ahead of payments. Such expenses and fees could be but not limited to;

  • Credit Card transactions fees of 2.2% of the amount paid by customers (including taxes) + $0.25 per transaction per payment
  • $0.25 per bank transaction to UK accounts and upto $4 per transaction to non UK accounts when transferring payments to artists.
  • 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. This is not the liability of LoCA
  • These fees are subject to change without notice when LoCA receives such changes from its banking Partners.
  • LoCA are not liable and take no responsibility for the withholding of or for the payment of any taxes, VAT or any other payments which may be due and payable by You upon the sale of any goods through this contract. This remains Your sole responsibility at all times.