TERMS + CONDITIONS
TERMS AND CONDITIONS
The undersigned Gallery / Business Entity submits this application for consideration by Art Nashville (“Art Nashville”) to participate in Art Nashville 2019, a contemporary art fair held in October 2019. If accepted, the Gallery will be bound to the terms of this agreement set forth herein (“Agreement”). Please fill out the following information, read the terms and conditions and upload all supplemental documents to be considered.
Exhibitor (Applicant) agrees to be bound unconditionally to Art Nashville LLC (“organizer”) rules, regulations, guidelines, and exhibition protocol. The terms of this agreement shall cover any and all additional days required for exhibitor to move-in and move-out of their booth space (if accepted).
The Exhibitor agrees to the following: Acceptance After written notice of application approval Art Nashville LLC will charge your credit on file a $3,000 USD deposit with a 2.75% credit card processing fee. The balance will be charged on the same credit card prior to September 9th 2019. Bank wires are accepted if you choose that payment method. No checks are accepted. After the date of September 9th 2019 your entire booth balance is due on application approval. Please note the booth will not be confirmed until after the first payment. In the event Exhibitor fails to make scheduled payment and/or if any payment due hereunder is delinquent more than five (5) business days, Exhibitors booth location may be assigned to a different area of the fair (at the sole discretion of the Organizer) and a $1.50 per square foot service charge will be added to the delinquent payment. Additional Booth Charges Additional booth charges are set forth by exhibitor shall be applied to exhibitors invoice and paid in full within 30 days of placed request – Unless its 30 days prior to the opening of the fair, in that case all booth balances must be paid in full to Art Nashville LLC. All payments made pursuant to this agreement shall be made exclusively in US currency. Payments made hereunder may be made in check, credit card, cash, or US bank wire transfer (please note that all credit card payments and wire transfers will incur a standard processing fee of: 2.75%).
Exhibitor Manual Additional walls, custom walls, special flooring, carpeting, additional signage, furniture, shelving, pedestals, any additional supplied materials, miscellaneous electric needs, and additional labor needs for exhibitor shall result in additional charges (full list of prices to be outlined in exhibitor manual). Exhibitor agrees to pay full cost on all additional requests. Please note* Take extra time with your exhibition proposal, exhibitors planning the most interesting and alternative designs will be given preferential placement in Art Nashville LLC. Delinquent Payments In the event that Exhibitor fails to make payments as agreed herein or breaches any term or condition contained in herein, the Exhibitor shall be in default hereunder, and Organizer shall have the right to retain Exhibitor’s deposit and all other monies paid hereunder, and reserves any other remedies it may have in law or in equity with respect to any default by Exhibitor hereunder. In the event of default by Exhibitor, Art Nashville LLC shall have the right, but not the obligation, to lease the subject booth space to another exhibitor prior to the Exhibition. Aesthetics Exhibitor agrees to comply with the aesthetic standards set forth by Organizer or as determined by the organizers of the Exhibition, and Exhibitor agrees to be bound by all rules, regulations, terms and conditions contained within the Exhibitor Manual. Additionally, Exhibitor agrees to adjust booth to align with the overall vision of the fair and agrees to irregular meetings / phone calls with the Fair Curator, Director, and Art Nashville LLC Staff. Exhibitor agrees to give Art Nashville LLC and curatorial team final decision on works chosen to show. Walls, lighting, design, labor, etc., area all furnished by Organizer to guarantee uniformity of overall design of Exhibition. Special exhibition badges must be worn by Exhibitors and their staff. No signs or banners extending beyond the limits of Exhibitor’s booths will be allowed unless confirmed in advance and in writing by Art Nashville LLC. Please include these special requests in your booth description (Form1).
Exhibitor must keep exhibition room staffed and open during Art Nashville LLC hours. Art Nashville LLC does not guarantee any sales of artwork during the Event and Art Nashville LLC will not provide a refund of any sort. The submitted agreement (application) between Exhibitor and Art Nashville LLC (Organizer) does not guarantee placement in the fair. Submitted agreement (Application) will be reviewed by Art Nashville LLC curatorial staff and shall be thoroughly considered for exhibition. Art Nashville LLC reserves the right to reject any application for any reason. If accepted, you shall be notified in writing and at that point (date approved) shall be bound unconditionally to the terms outlined herein. Indemnify Exhibitor agrees to Indemnify and hold harmless Art Nashville LLC (Organizer) and the exhibition facility wherein Art Nashville LLC is being held, and each of their respective affiliates, officers, directors, shippers, curators, employees, agents, and contractors against all claims, losses, suits, damages, judgments, expenses, costs (including without limitation reasonable legal fees and amounts paid in settlement) and charges of every kind arising out of or resulting from (i) Exhibitor’s execution of this agreement or its occupancy of the space herein contracted for, or (ii) the acts, omissions, or negligence of Exhibitor, Art Nashville LLC, or, its employees, agents, or contractors, or other Exhibitors by reason of personal injuries, death or property damage or any other cause of action sustained by any persons or others. Exhibitor acknowledges and agrees that Art Nashville LLC will not be held responsible for the safety or the well being of any art, property, merchandise, or materials consigned to or in the ownership of any Exhibitor during Art Nashville LLC dates, as well as during move in and move out, or for damage or loss incurred during shipping or transport of art, property, or materials to and from the fair. Art Nashville LLC shall not be held responsible for loss or damage to displays or goods resulting from misuse, negligence, fire, storm, hurricane, water, air conditioning or heating failure, theft, pilferage, mysterious disappearance, bomb threats or other causes. All such items are brought to Art Nashville LLC and displayed at Exhibitors own risk, and should be safeguarded at all times. Should any contingency beyond the reasonable control of Art Nashville LLC prevent the holding of the exhibition, Art Nashville LLC will retain all monies collected up to the point of cancellation.
Art Nashville LLC and all associated parties shall not incur any liability or consequential damage whatsoever in case of event cancellation. Exhibitor understands that Art Nashville LLC or any affiliates, contractors, agents, etc. shall not be held accountable in anyway for Exhibitors property, artwork, etc. It is sole responsibility of the Exhibitor to insure their property. All Art Nashville LLC exhibitors must carry: statutory limits for workers; and commercial general liability including products and completed per occurrence, independent contractors, personal injury and blanket contractual liability insurance limits of at least $1,000,000 per occurrence, $2,000,000 aggregate. You must provide coverage certificates to Art Nashville LLC with a 30-day notice of cancellation provision to the holder. This certificate must name Art Nashville LLC as additionally insured and must be provided to Art Nashville LLC no later than Sept 9th, 2019. Exhibitor fully understands that Art Nashville LLC (organizing party and all components of organization) maintain no obligation to insure exhibitors property. Exhibitor is sole custodian of all insurance documentation of their property and has no claim of coverage with Art Nashville LLC. Art Nashville LLC (Organizer) does not guarantee booth placement, configuration of booths, or booth square footage. Organizer reserves the right to make changes in booth assignments, booth placements, and booth square footage and/ or booth configuration within the Exhibition at its sole discretion at anytime. The design and placement of booths shall be controlled and approved by Organizer exclusively. Exhibitor’s placement and square footage will be finalized when the final floor plan is revealed by Art Nashville LLC. If booth size changes then final payments shall be adjusted accordingly. Exhibitor agrees to all price changes based on booth size variation. Exhibitor shall not “transfer” or “sublet” their booth to any outside party, organization, etc. If an exhibitor attempt to transfer or sublet their booth, they forfeit all rights and all monies submitted. Any change requests must be addressed to Art Nashville LLC in writing and will be reviewed and responded to. All exhibitors are strictly accountable for the authenticity of the works of art, which are shown and sold at Art Nashville LLC. Should the authenticity of any work of art be placed in issue during the course of the exhibition, Art Nashville LLC reserves the right to have said work withdrawn from the show unless the Exhibitor can furnish documentation that satisfies Art Nashville LLC as to the work’s provenance. All such decisions are at the sole discretion of Art Nashville LLC.
Exhibitor shall indemnify Art Nashville LLC of any claims, costs, legal fees, etc., that may result in works sold at Art Nashville LLC. Exhibitor hereby grants to Art Nashville LLC the non-exclusive, unfettered and perpetual right throughout the universe to use, at no cost, Exhibitors’ name, likeness, artwork, and biographical materials on any and all promotional and advertising material for the Event and/or Art Nashville LLC, or for whatever other purpose Art Nashville LLC so deems fit to exploit / advertise the Event. Exhibitor acknowledges that Art Nashville LLC may film, photograph and document the event and agrees not to hinder, obstruct or interfere with such photography or video. Exhibitor and any of its artists whose works may be captured in that video or film image consent to the use of these video and/or film images by Art Nashville LLC or its agents for commercial purposes in marketing and advertising the Event or any other fair Art Nashville LLC is associated with. Exhibitor hereby indemnifies Art Nashville LLC against any of Exhibitor’s artists, staff or guests participating in or present at its exhibit, specifically with respect to this provision. Security guard service is provided by Art Nashville LLC for the duration of the event (24/7). This security does not guarantee Exhibitor against loss, theft, or other mischief and by no way implies an assumption of liability for loss, destruction, theft, or vandalism of any of Exhibitor’s property or injury to any of Exhibitors’ personnel, agents, employees, or guests. This security shall not be construed as any guarantee or indemnification whatsoever to Exhibitor against loss or theft or otherwise, nor does it imply an assumption of liability by Art Nashville LLC with respect to any and all of Exhibitors’ property. Exhibitor assumes all risks for transport, installation, and exhibition of art and personal property from its origin location to the Event and back to its origin location. Florida State officials will collect sales tax at the conclusion of Art Nashville LLC for any artworks sold. Exhibitor is solely responsible for compliance with Tennessee State sales tax requirements and ensuring that it is present to pay such taxes to the Florida State tax offices. Failure to comply may result in additional interest and penalty charges on all tax liabilities. Exhibitor shall not tack, nail, screw, puncture or attach anything to the tent structure or support structure of Art Nashville LLC. Exhibitors may use nails, screws, and additional standard hanging apparatus’ in their booth. Additional hanging methods for installations will be approved on an exhibitor-by-exhibitor basis. Please submit detailed exhibition plans with application (Form 1). Customs (if any) must be cleared and handled by official contractors.
Move-in and move-out dates and times will be listed in the exhibitor’s manual. In the event that an Exhibitor fails to vacate his or her booth/exhibition space by the deadline provided by Art Nashville LLC, Art Nashville LLC or the Facility management will retain a shipper of its choice to package the art works and transport them to the shipper’s warehouse for storage until such time as they are retrieved by the Exhibitor, all fees incurred will be paid by the Exhibitor. Art Nashville LLC and shipper shall bear no liability or financial burden on said Exhibitors retrieval of work, or any damages incurred through this process. This agreement constitutes the entire agreement between parties. There are no other agreements, oral or written, other than contained herein. This Agreement may not be amended except in writing signed by both parties, which specifically references this Agreement. This agreement is not assignable by any Exhibitor without the written consent of Art Nashville LLC. In the case that any particular provision of this agreement shall be deemed invalid by any court of jurisdiction, the remaining provisions shall hold true and in full force and effect. This agreement is governed solely by the laws of New York State, in the event of an and all litigation arising from this Agreement, the parties hereby agree that the sole venue for all legal action shall lie exclusively in the appropriate courts of New York. The parties agree to waive trial by jury in any and all litigation arising from the Agreement. In the event of any arbitration or litigation between the parties under this Agreement, the prevailing party shall be entitled to reasonable attorneys’ fees and costs, in the arbitration and at both trial and appellate levels. In the event that any ambiguity or questions arise, this Agreement shall be construed as if drafted jointly by the parties and no presumption or burden of proof shall arise favoring or disfavoring any party by virtue of the authorship of any of the provisions of this agreement. This application, accompanied by the requested information and materials, constitutes an offer for participation in Art Nashville LLC. This application is subject to review and approval by Art Nashville LLC its sole discretion and shall become binding pursuant to the terms herein upon the express Acceptance by Art Nashville LLC. Exhibitor submits this application with the understanding that, upon Acceptance, it is to be bound unconditionally to the Conditions of Participation.
By clicking agree on the application page, you are bound to these terms and conditions.
-Matthew Eck 5/9/17