Checklist: Consignment Agreements Between Artist and Gallery

By Stephen Weil, Esq.

 

  1. Contracting Parties
    1. Gallery
      1. Legal form
      2. Continuity of personnel
      3. Continuity of location
      4. Assignability
    2. Artist
      1. Extension to donees (wife, children, etc.)
      2. Estate
  1. Duration
    1. Fixed term
    2. Term contingent on sale or productivity
    3. Options to extend term
    4. Special treatment of sales at beginning and end of term
  1. Scope
    1. Media covered
    2. Availability of past and future work
    3. Gallery's right to visit studio
    4. Commissions
    5. Exclusivity
      1. Territorial (point of sale and/or domicile of purchaser)
      2. Studio sales
      3. Barter or exchange
      4. Charitable gifts
      5. Other gifts
      6. If non-exclusive, priority of gallery in choosing work
      7. Courtesy credit to gallery on loans by artist
  1. Shipping
    1. Expense to and from gallery
      1. Location of studio
      2. Works at other location
      3. Limitation on scale
    2. Carriers
    3. Crating
    4. Initiative for shipments
  1. Storage
    1. Expense
    2. Volume
      1. Location
      2. Storage of crates
      3. Access by artist
  1. Insurance
    1. Expenses
    2. Transit and location
    3. Valuation
    4. Risks protected
    5. Interests protected and disposition of proceeds
    6. Product liability
  1. Framing
    1. Initial expense
    2. Amount to be framed
    3. Specifications
    4. Treatment of framing expense on works sold
    5. Ownership at end of term
  1. Photographs
    1. Expense
    2. Amount required, black and white and color
    3. Ownership of negatives and transparencies
    4. Control of negative and transparencies
  1. Artistic Control
    1. Permission for book magazine productions
    2. Inclusion in gallery group exhibitions
    3. Inclusion in other group exhibitions
    4. Artist's veto over purchasers
  1. Gallery Exhibitions
    1. Dates
    2. Spaces
    3. Choice of works to e shown
    4. Control over installation
    5. Expenses of partitions, painting, pedestals, etc.
    6. Scope and expense of advertising
    7. Scope and expense of catalog
      1. Format
      2. Quality
      3. Reproductions
      4. Disposition of proceeds from sale
    8. Scope and expense of opening
    9. Scope and expense of announcement and other mailings
    10. Benefit exhibitions
  1. Other Forms of Promotion
    1. Subsidies for museum exhibitions
    2. Subsidies for color reproductions
    3. Printing and updating of resumes
    4. General publicity
  1. Reproduction Rights
    1. Control prior to sale of work
    2. Retention on transfer or sale of work
    3. Copyrights
  1. Inventory Records
    1. Separate transit record for artist
    2. Records of illustrations and exhibitions
    3. Right to inspect
  1. Damage to, or Deterioration of, Works Consigned to the Gallery
    1. Choice of rest
    2. Expense of outside restoration
    3. Compensation to artist for restoration performed by him
    4. Right to inspect
    5. Defective workmanship or materials (including claims after sale)
    6. Financial treatment of partial or total losses
  1. Protection of the Market
    1. Right of gallery to sell at auction
    2. Protection of works at auction
    3. Works for sale by collectors or other galleries or dealers
    4. Pricing of works independently acquired by gallery
    5. Pricing of works offered by the artist through other galleries
  1. Selling Prices
    1. Initial scale
    2. Periodic review
    3. Permission discounts
    4. Negotiation of commissioned works
    5. Right of gallery to rent in lieu of right to sell
  1. Billing and Terms of Sale
    1. Extended payment
      1. Credit risk
      2. Allocation of interest charges
      3. Division of interest charges
      4. Qualified installment sales for tax purposes
      5. Filing of financing statement under U.C.C.
    2. Valuation of works by other artists accepted by the gallery in partial payment
    3. Exchanges ('trading up")
    4. Returns
    5. Separate statements of framing, packing, shipping, or other charges
  1. Compensation of the Gallery; Net Price Method
    1. Right of gallery to purchase for its own account
    2. Accelerated review of net prices in case of rapidly changing market
  1. Compensation of the Gallery ; Commission Method
    1. Uniform and sliding scales
    2. Special cases
      1. Graphics
      2. Sculpture in which cost of fabrication is material
      3. Commissioned works
    3. Calculating the net proceeds on the basis of which artist and gallery will receive their respective shares
      1. Framing
      2. Discounts
      3. Shipment to client
      4. Commissions to agents or other galleries
    4. Global invoices
    5. Sales to dummies
  1. Income from Other than Sales
    1. Rentals
    2. Lecture and similar fees
    3. Prizes and purchase awards
    4. Reproduction rights
  1. Accounting and Payment
    1. Periodicity
    2. Degree of completeness required
    3. Time in which payments must be made
    4. Right to inspect financial records
    5. Currency to be used for payment
  1. Status of Art Works and/or Funds in Hands of Gallery
    1. Filing of financing statement under U.C.C.
    2. Sales proceeds as trust funds
    3. Waiver of rights under applicable artist-art dealer consignment statues
  1. Advances and Guarantees
    1. Amounts and intervals at which available
    2. Effects of monies due from sales on amount to be advanced
    3. Time of repayment
    4. If repayable by the artist with work
      1. Selection of work
      2. Time of selection
      3. Valuation for purposes of repayment
      4. Relationship of gallery's owned inventory to consigned inventory
  1. Miscellaneous
    1. Confidentiality of artist's personal mailing list
    2. Resale agreements with purchasers (use of the artist's reserved rights transfer and sale agreement)
    3. Right of gallery to use artist's name and image for promotional purposes
  1. General Contract Provisions
    1. Representation and warranties
    2. Entire agreement and amendment procedure
    3. Applicable law
    4. Arbitration