Contract

Contract for an Exhibition Loan

AGREEMENT made as of the ___2______ day of      March 2017    between         Deborah Bright    (hereinafter referred to as the “Artist”), and Northcutt Steele Gallery, Montana State University Billings (hereinafter referred to as the “Exhibitor”).

WHEREAS, the Artist is a recognized professional artist who creates artworks for sale and exhibition; and

WHEREAS, the Exhibitor admires and wishes to exhibit the work of the Artist; and

WHEREAS, the parties wish to have the exhibition governed by the mutual obligations, covenants, and conditions herein;

NOW THEREFORE, in consideration of the foregoing premises and the mutual covenants hereinafter set forth and other valuable considerations, the parties hereto agree as follows:

1. Creation and Title. The Artist hereby warrants that the Artist created and possesses unencumbered title to the works of art listed and described on the attached Schedule of Artworks (“the Schedule”) and has the right to loan these works for purposes of exhibition.

2. Duration of Loan, Manner of Exhibition, and Fee. The Artist hereby agrees to loan to the Exhibitor the works listed on the Schedule for the time period commencing ______October 19______, 20  17 , and concluding ____September 7___, 20_17_. The Exhibitor agrees to exhibit these works for no less than ______ days during this time period as part of the exhibition titled: ____________Deborah Bright: Landscape______________. These works [ ] shall [+] shall not be exhibited with the works of other artists. Other restrictions on the treatment of the works include: __________________N/A___________________________ Upon signing of this Agreement, the Exhibitor shall pay the Artist a fee of $____$1,000.00________ for the right to exhibit the works.

3. Delivery, Condition, and Care. The Exhibitor shall be responsible for arranging to have the works listed on the Schedule shipped from the Artist’s studio to the Exhibitor by the following method of transport: _______UPS________. All costs of delivery (including transportation and insurance) shall be paid by the Exhibitor. The Exhibitor agrees to transmit a written report to the Artist within five working days of the delivery of the works, specifying their condition and whether they appear in any way in need of repair. Further, the Exhibitor agrees to use the same standard of care for the works as it uses for comparable works in its own collection. The Exhibitor agrees to return the works in the same condition as received, subject to the provisions of Paragraph 4. The Exhibitor shall return the works by the date specified in Paragraph 2 for the conclusion of the loan and shall use the following method of transport: ___UPS___. The Exhibitor shall pay for the costs of delivery (including transportation and insurance) of the works back to the Artist. Please note that students enrolled at MSU may handle work as part of the Gallery Practices class.

4. Loss or Damage and Insurance. The Exhibitor shall be responsible for loss of or damage to the works from the time of shipment from the Artist through the time of delivery back to the Artist. The Exhibitor shall insure each work for the benefit of the Artist for the full value listed on the Schedule. This insurance shall be pursuant to a policy providing wall-to-wall all-risks coverage maintained in force by the Exhibitor. The Exhibitor shall provide a Certificate of Insurance for the works if the Artist so requests.

5. Use of Work. The Exhibitor hereby agrees that the loan of the works under this Agreement is solely for purposes of exhibition and that no other uses shall be made of the work, such other uses including but not being limited to commercial exploitation, broadcasts, or other reproduction. The Exhibitor further agrees that the works shall be kept at the following location: __Northcutt Steele Gallery____, and shall not be moved or displayed elsewhere without the express, written consent of the Artist.

6. Framing, Installation, Cleaning, Repairs. The Artist agrees to deliver each work ready for display unless framing, mounting, or a special installation is required. The Exhibitor agrees not to remove any work from its frame or other mounting or in any way alter the framing or mounting. In the event framing, mounting, or a special installation is required for the display of any work, it shall be described on the Schedule of Artworks and paid for by __________Deborah Bright__________. Exhibitor agrees that the Artist shall have sole authority to determine when cleaning or repairs are necessary and to choose who shall perform such cleaning or repairs.

7. Copyright and Reproduction. The Artist reserves all reproduction rights, including the right to claim statutory copyright, on all works listed on the Schedule. No work may be photographed, sketched, painted, or reproduced in any manner whatsoever without the express, written consent of the Artist. The Exhibitor may reproduce the works for its catalog of the exhibition and promotion related thereto for a fee of $__300___. All approved reproductions shall bear the following copyright notice: © by (Deborah Bright) (Year_2017).

8. Collection of the Artist. When displayed, each work shall be accompanied by a label or plaque identifying the work as a loan from the collection of the Artist. This label or plaque shall also include the following copyright notice: © by (Deborah Bright) (Year_2017).

9. Termination of Right to Exhibit. The right to exhibit pursuant to this Agreement shall terminate as of the date specified in Paragraph 2. In the event of the failure of the Exhibitor to exhibit the works or in the event of an exhibition or other act in violation of the terms of this Agreement, the Artist shall have the right to terminate the right to exhibit under this Agreement by written notice to the Exhibitor. The right to exhibit pursuant to this Agreement shall automatically terminate in the event of the Exhibitor’s insolvency or bankruptcy. In the event of termination of the right to exhibit pursuant to this Paragraph 9, the works shall be returned forthwith to the Artist pursuant to the provisions of Paragraph 4.

10. Non-Assignability. Neither party hereto shall have the right to assign this Agreement without the prior written consent of the other party. The Artist shall, however, retain the right to assign monies due to him or her under the terms of this Agreement.

11. Heirs and Assigns. This Agreement shall be binding upon the parties hereto, their heirs, successors, assigns, and personal representatives, and references to the Artist and the Exhibitor shall include their heirs, successors, assigns, and personal representatives.

12. Integration. This Agreement constitutes the entire understanding between the parties. Its terms can be modified only by an instrument in writing signed by both parties.

13. Waivers. A waiver of any breach of any of the provisions of this Agreement shall not be construed as a continuing waiver of other breaches of the same or other provisions hereof.

14. Notices and Changes of Address. All notices shall be sent to the Artist at the following address: __631 North Hancock Ave. Washington, WA  80903__, and to the Exhibitor at the following address: ____1500 University Drive. Billings, MT 5901______ . Each party shall give written notification of any change of address prior to the date of said change.

15. Governing Law. This Agreement shall be governed by the laws of the State of _____Montana_____.

IN WITNESS WHEREOF, the Parties have signed this Agreement as of the date first set forth above.

Artist___________                           ________                Exhibitor_________Northcutt Steele Gallery              ____

                                                                                                                                                                                    Company Name

                                                                                          By_________________Zachary Hinkle_______________

                                                                                                                                                                           Authorized Signatory, Title

Schedule of Artworks

               Title                       Date                        Medium                     Size            Insurance                     Framing,                    Condition

                                                  Created                                                                                Value                      Mounting,

                                                                                                                                                                            or Installation

1. ________________________________________________________________________________________________

2. ________________________________________________________________________________________________

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13. _______________________________________________________________________________________________

14. _______________________________________________________________________________________________

15. _______________________________________________________________________________________________

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