Commission IP Agreement

Commission IP Agreement

Agreement for Portrait Commission

THIS AGREEMENT is made 
BETWEEN: Jessica Oxley (“the Artist”) of the first part
AND: The Client/Customer/Purchaser (“the Purchaser”) of the second part. 

Interpretation

  1. Except for the purpose of identification, headings have been inserted in this Agreement for the purpose of guidance only and are not part of this Agreement. 

Purpose

  1. The Purchaser wishes to commission the Artist to create an artistic portrait (“the Work”) based on the General Description of the Work below. By entering into this agreement, the purchaser acknowledges that they have reviewed other work of the artist and are familiar with the artist’s style. 

  2. In consideration of the payment of the sums referred to in cl 11 to the Artist, the Artist must make an artistic work in accordance with the General Description of the Work. 

General Description of the Works

  1. Name of the subject: As agreed between the Artist and the Purchaser.

  2. Medium: As agreed between the Artist and the Purchaser.

  3. Dimensions: As agreed between the Artist and the Purchaser.

  4. General Description: As agreed between the Artist and the Purchaser,

hereinafter referred to as “The Works”.

Provisional Sketches/Amendments/Repeats

  1. The Artist agrees to provide preparatory sketches from which to obtain the Purchaser’s approval before beginning the Work. These images may be emailed to the purchaser for approval. 

  2. If Artist and Purchaser are not completely satisfied with the initial sitting, two (2) additional revisions may be scheduled free of charge.

  3. Additional revisions thereafter will be charged at a rate of $30.00 per revision, which will be included in the final invoice.  

Payment 

  1. The Purchaser must pay to the Artist the total sum of the agreed sale price in the following instalments

    1. 50% payable as a non-refundable deposit upon acceptance of this commission; and

    2. 50% payable on completion of the Work, including any additional revisions as per section 10 of this agreement. 

Completion/Refund

  1. The Artist agrees to complete the Work within the agreed timeframe between the Artist and Purchaser. The Artist will not be held liable for delays in postage/shipping or otherwise circumstances beyond the artists control.

  2. In the event of the Artist failing to do so within such period or within such further notice period as the Purchaser consents to in writing this Agreement is void and the Purchaser is entitled to be refunded any sums paid in addition to the non-refundable deposit identified under section 11. 

  3. The Purchaser agrees to pay all necessary postage/shipping expenses. 

Death of Artist before completion

  1. In the event of the death of the Artist before the completion of the picture the Purchaser has the option which must be exercised within six (6) months from the Artists death either to:

    1. Pay the balance of the agreed price and become the owner of the uncompleted Work; or

    2. Terminate this Agreement in which case, the Purchaser is entitled to receive the sum or sums paid in addition to the non-refundable deposit identified under section 11. 

Warranty

  1. (1) The Artist warrants to the Purchaser:

    1. The Picture is an original work;

    2. The Purchaser is the sole proprietor of the Picture; and

    3. The Picture does not infringe any existing copyright.

(2)    The Artist will indemnify the Purchaser against loss, injury or damage (including any legal costs or expenses properly incurred) occasioned to the Purchaser in consequence of any breach by the Artist unknown to the Purchaser of the warranty in cl 7(1).

Copyright

  1. The Artist expressly reserves to herself, her personal representatives and assigns, all other rights comprised in the copyright subsisting in the Work. The Artist grants the Purchaser a non-exclusive licence to use The Works for the required purposes.

  2. The Artist consents in favour of the Purchaser, the Purchaser’s licensees, assigns, successors in title and any person authorised by the Purchaser to any activity the performance of which otherwise infringe the moral rights of the Artist. 

  3. To the avoidance of any doubt, it is made clear, that on completion of the commission, The Artist remains the sole owner of all copyrights in The Works and can continue to use the final artwork commissioned, The Works, as marketing and promotional material, for illustrative purposes in her portfolio, professional website, online stores and social media profiles in relation to promote and advertise her business, unless otherwise agreed to in writing with the purchaser. 

GST and stamp duty

  1. (1)    GST means a goods and services tax as defined in A New Tax System (Goods and Services)     Act 1999. 

(2)    In respect of a taxable supply, the Purchaser must pay to the Artist an additional amount equal to the payment made in cl 3 multiplied by one (1) plus the prevailing GST rate. The additional amount referred to in this clause is payable at the same time and same manner as the payments made under cl 3. 
(3) All stamp duties and governmental charges arising out of or incidental to this Agreement are the responsibility of and must be paid by the Purchaser. 
(4) The Artist’s business is currently exempted from GST.

General

  1. Applicable Law. This Agreement must be read and construed according to the laws of the State of Western Australia and the parties submit to the jurisdiction of that State. 

  2. Amendments. This Agreement may not be varied except in writing and signed by both parties. 

  3. Severability. If any provision of this Agreement is held by a court to be unlawful, invalid, unenforceable or in conflict with any rule or law, statute, ordinance or regulation is to be severed so that the validity and the enforceability of the remaining provisions are not affected. 

  4. Further Agreements. Each party must do all such acts and execute all such documents as necessary to give effect to this Agreement. 

Executed as an Agreement

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