Collaboration Agreement
This Collaboration Agreement Between
JODAR ARTISTRY GALLERY, a private limited liability company incorporated under the laws of the Hashemite Kingdom of Jordan whose registered office is at 27,Kafour Al-Ekhsidi Street, Amman, Jordan (hereinafter referred to as "the Company") which expression shall where the context so admits include its successors in title, representatives and assigns of the first part.
And
The Artist which expression shall where the context so admits include his/her heirs, assigns and personal representatives of the other part.
The Company and the Artist are hereinafter referred to individually as the "Party" and collectively as the "Parties".
Whereas
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The Company is a company incorporated under the laws of Jordan as a house of contemporary art is an inclusive community art space that seeks to bridge the gap and bring people together through art.
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The Artist is skilled with artistic expertise including but not limited to drawing, painting; sculpting.
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The Company has agreed to showcase for sale, the Artist's Art Work on the Company's Online Platform to the Collector for a sharing percentage ratio of 75% (Seventy Five Percent) which shall be payable to The Artist and the 25% (Twenty Five Percent) which shall be due as commission to the Company.
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Based on the aforementioned, the Parties have agreed to the terms and conditions hereafter contained in this Agreement prepared by solicitors to the Company.
Now, Therefore
In consideration of the mutual covenants herein contained and intended to be legally bound hereby, the Parties hereto agree as follows:
1. Definitions
In this Agreement, unless the context otherwise requires, the following expressions shall have the following meanings:
- "Agreement" means this Collaboration Agreement as may be amended or substituted from time to time;
- "Company" means Jodar Artistry Gallery Limited;
- "Pre-Contractual Stage" means the selection stage where the Company shall inspect and select various artists and their Art Work, depending on the level and standard of work presented;
- "Artist" means the artist shortlisted and selected by the Company during the Pre-Contractual Stage;
- "Collector" means the end-user consumer of the Art Work;
- "Artist Artwork" means any artistic expression created by the Artist, including but not limited to drawings, paintings, and sculptures;
- "Platform" means the Company’s official online sales platform and website;
- "Effective Date" means the date of execution of this Agreement.
2. Interpretation
- Clause headings are for convenience only and shall not affect interpretation.
- Words importing the singular include the plural and vice versa.
- References to “include” or “including” shall be without limitation.
- References to any agreement include amendments or replacements.
3. Commencement, Duration and Termination
3.1 Commencement and Term
This Agreement shall commence upon signature by both Parties and shall remain in force for a period of one (1) year unless terminated earlier in accordance with this Agreement.
3.2 Termination
- Either Party may terminate this Agreement immediately upon written notice if the other Party breaches a fundamental term and fails to remedy such breach within two (2) months.
- Either Party may terminate this Agreement by giving not less than six (6) months’ written notice to the other Party.
- This Agreement may be terminated at any time by mutual written agreement of both Parties.
Upon termination, both Parties shall be entitled to receive any payments due as at the date of termination.
4. Obligations
The Parties agree to act in good faith and shall:
- Collaborate in achieving the purpose of this Agreement;
- Do all acts reasonably necessary for its implementation;
- Respect and not undermine each other’s intellectual property rights.
Artist Obligations
- Ensure all Art Work is of top quality and fit for sale;
- Comply with all applicable intellectual property regulations;
- Refrain from selling showcased Art Work to third parties once notified of a prospective Collector;
- Notify the Company of any sale of Art Work displayed on the Platform.
Company Obligations
- Reserve the right to inspect and select Art Work;
- Handle shipping and insurance costs related to sales;
- Refrain from interfering with the Artist’s creative decisions;
- Be responsible for technical aspects of showcasing Art Work on the Platform.
5. Sharing Formula and Payment
- The Artist shall receive 75% of the proceeds from each sale;
- The Company shall receive 25% as commission;
- Payments shall be made to the Artist’s designated bank account within ten (10) working days after payment by the Collector.
6. Severability
If any provision is held invalid, the remaining provisions shall remain in full force and effect.
7. Waiver
Any waiver must be in writing and shall not constitute a waiver of any subsequent breach.
8. Relationship
Nothing in this Agreement shall be deemed to create an employment, partnership, or agency relationship.
9. Assignment
Neither Party may assign this Agreement without the prior written consent of the other Party.
10. Force Majeure
Neither Party shall be liable for failure to perform due to events beyond reasonable control.
11. Indemnity
Each Party agrees to indemnify the other against losses arising from its own breach or negligence.
12. Entire Agreement
This Agreement constitutes the entire agreement between the Parties.
13. Governing Law and Dispute Resolution
This Agreement shall be governed by the laws of the Hashemite Kingdom of Jordan.
Disputes shall be settled amicably within thirty (30) days, failing which mediation shall apply.