Represented for the purpose of the present contract by (name above), duly authorized, hereinafter, the “ARTIST” AND Leamington Arts Centre
South Essex Arts Association hereinafter, the “LAC”
WHEREAS THE ARTIST, in his or her quality as a creator, is an artist in the sense of the Act Respecting the Professional Status of Artists in the Visual Arts, Arts and Crafts and Literature, and Their Contracts with Promoters and creator of an artistic work in the sense of the Copyright Act;
WHEREAS THE LAC is a promoter in the sense of the Act Respecting the Professional Status of Artists in the Visual Arts, Arts and Crafts and Literature, and Their Contracts with Promoters;
WHEREAS THE LAC wishes to exhibit in public the works by the ARTIST listed in Annex A;
WHEREAS THE LAC wishes to retain, if applicable, the ARTIST’s professional services as defined in Annex B; WHEREAS the preamble is an integral part of the present contract;
THE ARTIST AND THE LAC AGREE ON THE FOLLOWING:
1. ARTIST’S DECLARATION
The ARTIST declares that:
• He or she is the creator of the works listed in Annex A, hereinafter the WORKS.
• He or she holds the copyright on the WORKS.
• He or she is authorized to use any photograph of his or her works for the purposes of reproduction.
• The copyright on the WORKS has not been the object of transfer or of an exclusive license agreement between the ARTIST, a collective, association or a third party.
• He or she has the expertise, skills, and resources necessary to execute the tasks set out in Annex B, if applicable.
2. OBJECT
2.1 The ARTIST grants the LAC a non-exclusive and non-transferable license authorizing it to exhibit the WORKS in public, reproduce them, and communicate them to the public by telecommunication, all subject to the general and specific conditions provided in the present contract.
2.2 The license covering rights to reproduction and communication to the public by telecommunication may be executed by all individuals and organizations having concluded a service contract for this purpose with the LAC.
2.3 The present contract does not have the effect of transferring the ARTIST’s material and intellectual property rights to the WORKS.
3. LICENCE CONDITIONS
3.1 EXHIBITION OF THE WORKS
3.2 REPRODUCTION AND PUBLIC COMMUNICATION OF THE WORKS FOR THE PURPOSE OF PROMOTING THE EXHIBITION
3.2.1 The acts set out in clauses 3.1.1 and 3.1.2 are authorized for the purpose of promoting the exhibition.
3.2.3 Notwithstanding the above, the ARTIST authorizes the LAC to reproduce the WORKS for purposes of archiving and private study.
3.2.5 The ARTIST shall not produce, or have produced, disseminate or propagate any promotional materials relating to the exhibit or the LAC without written pre-authorization. Use of the LAC logo and brand are governed by LAC policies and protected by copyright laws. Upon request, the LAC shall provide to the ARTIST copies of promotions, which may be used.
4. MORAL RIGHTS AND IMAGE RIGHTS
4.1 During the exhibition, the LAC will indicate the ARTIST’s name in association with the WORKS and ensure that these are clearly identifiable.
4.2 The LAC agrees to:
• Exhibit the ARTIST’s WORKS for the period defined in herein.
• Reproduce the WORKS and communicate them to the public by telecommunication without or with as little cropping or modification as possible.
• If applicable, put online low-resolution reproductions of the ARTIST’s WORKS for the purpose of promotion.
• Include on promotional documents, print and digital, the note ©ARTIST’S name in association with the WORKS.
4.3 The ARTIST declares to the LAC that he or she has obtained all authorizations required by law with regard to identifiable individuals represented in the WORKS.
5. EXHIBIT REMUNERATION
5.1 Exhibition proposals will be approved at the discretion of the LAC and availability of the exhibition space requested by the ARTIST.
5.2 The exhibition space to be provided to the ARTIST by the LAC for the period set out herein:
6. DELIVERY AND RETURN OF WORK
6.1 The WORKS are: All to be delivered by the ARTIST to the LAC on the date and to the address below:
Date: On or before the Sunday before the exhibit opens.
Address: 72 Talbot St. West, Leamington, ON
6.2 The WORKS are: All to be collected by the ARTIST from the LAC on the date and from the address below:
Date: On or after the Tuesday following the exhibit end.
ABSOLTUELY NO WORKS ARE PERMITTED TO BE PICK-UP BEFORE THIS DATE UNLESS EXPRESSED BY THE DIRECTOR/CURATOR.
6.6 Prior to delivery, all WORKS must be dry and ready for installation. All 2D artwork (wall-art) must be ready for hanging with wired back. 3D artwork (free standing art) must be stable and ready for display. The LAC will not be held responsible for any damages occurring during the exhibition as a result of poor construction or design.
6.7 WORKS not picked up by the ARTIST within 12 months of the end of the agreement shall become the property of the LAC and as such the LAC reserves all rights of ownership thereafter.
7. INSTALLATION OF THE WORKS
7.1 The ARTIST may advise or assist the LAC; however the LAC assumes ALL final curatorial decisions, installation and de-installation of the WORKS in the exhibition.
7.2 Should the exhibition space be modified, altered or damages as a result of the exhibition, intended or not, it shall be at the ARITST’S expense to restore the exhibition space to its pervious condition, satisfactory to the LAC.
7.3 The ARTIST will adhere to all federal, provincial and municipal laws regulating or affecting the content of the ARTIST’s WORK. The LAC reserves the right to restrict the display of and/or remove any particular piece of artwork that, in its sole discretion, does not conform community values or interests and/or is in any way defamatory or overtly sexualized.
8. MAINTENANCE AND CONSERVATION
8.1 The LAC assumes the safekeeping and conservation of the WORKS in compliance with the policies that it has adopted to this effect, from their delivery until they are taken back by the ARTIST.
8.2 The LAC undertakes to maintain the WORKS by following, if applicable, the specific instructions of the ARTIST set out in Annex A, and to preserve them from all deterioration other than normal wear.
8.3 If any WORKS in its safekeeping is damaged, the LAC undertakes to:
• Notify the ARTIST immediately, specifying the nature of the damage caused
• Come to an agreement with the ARTIST on the measures to take
• Assume the costs incurred if only by fault
8.4 If the nature of the damages caused to the damaged work is such that it is impossible or futile to restore it, the damaged WORK will be deemed a total loss.
9. INSURANCE
9.1 The LAC agrees to carry insurance coverage for an amount equivalent to the value of the WORKS, as set out in Annex A. It is recommended the ARTIST carries their own insurance in addition.
9.2 This insurance will be in effect for the entire period that the LAC is responsible for the WORKS. Intransit/transportation insurance is the responsibility of the ARTIST.
9.3 The ARTIST shall indemnify the LAC and save it harmless from and against any and all claims, actions, damages, liabilities and expenses arising from the ARTISTs use of the premise.
10. PROMOTION AND RECEPTION
10.1 The LAC undertakes to promote the exhibition at its expense within its standard policies and practices.
10.2 The ARTIST shall disseminate and use only LAC approved promotional materials, both in print and online media, including but not limited to: invitations, posters, flyers, wall labels, media releases. Furthermore, the ARTIST shall not use the LAC logo without the LAC’s authorized and explicit approval.
10.5 Food costs associated with hosting the reception will be that of the ARTIST as well as any travel or accommodation cost for the ARTIST to attend.
10.6 The LAC will provide a cash bar with alcoholic and non-alcoholic beverage options. The selection of beverage will be at the discretion of the LAC. All proceeds from the sale of beverages will be retained by the LAC.
10.7 ENTANDEM Music Licensing fees/tariffs are setup by the Copyright Board and will be billed to the ARTIST whenever music is performed or played. An ENTANDEM licence gives the freedom and flexibility to use virtually any music desired for businesses or public events - legally, ethically, and easily. More information: https://www.entandemlicensing.com
10.8 All caterers, equipment rental companies or other third parties utilized by the ARTIST during the exhibit must be pre-approved by the LAC. All delivery, set-up and pick up times MUST be prpproved by LAC in consideration of hours of operation, installation times and other scheduled events and programs at the LAC.
11. ART WORK SALES
11.1 The LAC will handle all sales and retain a commission of 35% on all WORKS sold.
11.2 Unless otherwise agreed upon by the LAC and the ARTIST, sold WORKS will remain on display for the duration of the exhibit and can be collected by the buyer after the exhibition’s end.
11.3 Artist shall not make outside sale arrangements of the WORKS in the exhibition.
12. CONTINUED ACCESS
12.1 The ARTIST grants continued access of the exhibition space to the LAC for the purpose of public and private events within the time period of the ARTIST’s exhibition.
12.2 The LAC affirms that events or activities will not significantly alter the installation unless previously discussed the ARTIST.
12.3 The ARTIST acknowledges that depending on the nature and type of event, there may be no or limited public access to the exhibition space during an event.
13. GENERAL CONTRACTUAL CONDITIONS
13.1 The present contract constitutes the totality of the agreement entered into between the parties covering the ARTIST’s WORKS in the context of the exhibition, as well as the conditions with regard to his or her professional services, if applicable. It replaces any previous agreement covering the same objects.
13.2 The contract is formed when the parties have signed it.
13.3 Two copies of the contract are produced. The ARTIST is held to execute his or her obligations only from the moment when he or she is in possession of a copy of the contract.
13.4 Only the acts set out in the contract are authorized. Acts that are not specified in the present contract must be the object of an agreement between the ARTIST and the LAC before their execution.
14. RULES OF INTERPRETATION
14.1 The parties acknowledge, but are not limited to, the following interpretation rules.
14.2 Unless the context dictates otherwise, the singular includes the plural and vice versa.
14.3 The contract is governed by and interpreted according to the statutes in force in the province of Ontario.
12.4 The rules and the different clauses of the agreement are interpreted in light of each other in such a way as to give them their full scope.
14.5 If one provision of the present contract is invalidated due to a statute or a regulation of public order, this does not invalidate the other articles in the contract.
14.6 The fact that one of the parties has not insisted on full execution of one or another obligation or did not exercise a right that it can execute must not be considered a renunciation of this right or of the full execution of this obligation in the future.
14.7 The annexes, including if applicable, Annex A covering the WORKS and Annex B professional services are an integral part of the present contract.
15. TERMINATION
The present contract is terminated:
• When the parties agree to this in writing
• When the obligations that are the object of the present contract cannot be executed due to force majeure.
• When one of the parties, although notified, does not execute an obligation set out in the present contract. In this case, notification is transmitted by the creditor of the obligation, with mention of the non-compliances observed. The party at fault must remedy said non-compliances within ten (10) working days of the date of receipt of the notification, or the contract is terminated at the end of this period.
• When an event, provided for in a legislative provision of public order providing for termination of the contract, occurs.
16. DISPUTE RESOLUTION
The parties agree to make every possible reasonable effort to try to resolve any dispute regarding the present contract or resulting from its interpretation or application through mediation.
17. NOTIFICATIONS
The notifications required under the present contract are sent by mail or email, to the respective addresses indicated in the preamble.
1. OBJECT
The LAC retains the services of the ARTIST, on a non- exclusive basis, to execute the tasks set out in clause 2, in compliance with the specifications set out there.
