even fine art
has fine print
Terms & Conditions
These terms and conditions are incorporated into and made a part of the proposal (the “Proposal”) to which these terms and conditions are incorporated by reference (such Proposal together with these terms and conditions, this “Agreement”). By signing the Proposal, you are authorizing us to perform the Services and agreeing to pay the fees and expenses set forth in this Agreement. We reserve the right to update these terms and conditions, with or without notice, by posting the updated terms and conditions to our website at https://ninedotarts.com/terms-and-conditions/. The updated terms and conditions will not amend the terms and conditions previously incorporated by reference into any Proposal executed prior to the date of such update, but they will apply to all Proposals executed after the date such updated terms and conditions are posted.
We will perform the Vision and Roadmap, Research and Curate, Art Acquisition, and Installation & Engage Services and/or other services as described in the Proposal. If you request any services that are outside the scope of the Proposal, we will perform those services only if we have provided you with a written description of those services and you have approved the same in writing. You agree to meet the Client Milestones by the applicable deadline set forth in the Schedule or otherwise agreed to by you and us in writing. You acknowledge that our performance of the Services may be delayed by your failure to meet such deadlines, and that we will have no liability for any delay in the provision of the Services resulting from such failure.
You agree to pay us the fees set forth in the Proposal at such times as described in the Schedule or as otherwise agreed by you and us in writing. If any Services fall outside the scope of the Proposal, you agree to pay us our current hourly rates for those Services as listed below.
· Chief Curator: $350/hour
· Senior Curator: $275/hour
· Curator: $200/hour
· Senior Project Manager: $200/hour
· Associate Curator: $150/hour
· Acquisitions Manager: $150/hour
· Art Handler: $150/hour
· Studio Associate/Logistics Coordinator: $120/hour
If you fail to meet a Client Milestone deadline, we may impose a Project maintenance fee of $750/week for so long as we are delayed by such failure. In addition, Project delays or changes may incur the following fees:
· Reschedule fee: $500
· Remobilization fee (additional return days): $500
· Adding client provided artwork to installation: $200/piece
(if not included in original install Services)
· In-house storage at NINE dot ARTS: $250/month
· Off-site storage: Storage Cost + $100 management fee/month
The reschedule fee is charged if you reschedule your installation date less than 7 business days prior to the originally scheduled installation. The remobilization fee is charged if our installation team shows up to the installation site on the scheduled installation date but cannot complete the installation during the allotted time and must come back to complete the installation due to the site or individual spaces within the site not being ready for installation or the allotted time for installation being insufficient. Both the reschedule fee and the remobilization fee will be charged if our installation team shows up at the site but cannot complete a majority of the installation due to the site or individual spaces within the site not being ready or the allotted installation time being insufficient.
If we are acquiring Commissioned Works for the Project, we may require a design fee to cover the preliminary design of the Commissioned Work and one revised version of the same. This initial design fee will be set forth in the Proposal. If additional revisions of the preliminary design are required, we may require additional design fees. Design fees are non-refundable. Following your written approval of the preliminary design, and prior to the artist commencing work on any Commissioned Work, 50% of the total cost of the Commissioned Work, which is non-refundable, must be paid before the artist will begin work on the Commissioned Work. The balance of the fee for the Commissioned Work will be due as indicated in the Schedule.
You agree to pay all travel costs and expenses and any extraordinary or unusual costs incurred by us in connection with the Services. Travel costs and expenses include both a $950 per day per person fee for travel more than 100 miles from our office at 3734 Osage St., Denver, CO 80211, and all other costs and expenses reasonably associated with travel, including, but not limited to, airfare, car rental, lodging, meals, and gas.
Your project will be divided into phases as indicated in the Proposal or Schedule. We will invoice you for the amounts due with respect to each phase as set forth in the Schedule. Payment of invoiced amounts is due within 30 days of the date of the invoice, or per the payment schedule outlined on the invoice. Any amounts not paid when due will incur a late fee of 1.5% per month or, if less, the maximum amount allowed by applicable law. We may suspend delivery of Services while any payment is delinquent. Upon completion of the Vision and Roadmap phase and in order to move into Research and Curation phase, we will invoice the art and framing budget in full in order to acquire your Selected Art and Framing as your artworks are approved. We will not acquire your Selected Art and Framing unless and until such invoice has been paid. Failure to timely pay the invoice could affect the availability and/or pricing of your Selected Art and Framing
ART COLLECTIONS AND SELECTED ARTWORK AND FRAMING; POSSESSION AND RESPONSIBILITY
Approved Collections and Selected Artwork and Framing are final and non-exchangeable. All Selected Artwork and Framing will be covered by our insurance while in our possession. Following delivery and installation of the Selected Artwork and Framing at your location, you will be solely responsible for the Selected Artwork and Framing and any insurance with respect thereto.
OWNERSHIP OF SELECTED ARTWORK AND FRAMING
You will own the Selected Artwork and Framing only upon payment in full of all invoiced amounts. You understand and acknowledge, however, that you will not obtain any copyrights or other intellectual property rights in or to the Selected Artwork and Framing, as those rights are retained by the artist that created the Selected Artwork and Framing.
USE OF CLIENT NAME AND IMAGES OF SELECTED ARTWORK AND FRAMING
We will have the right to photograph all Selected Artwork and Framing following the installation thereof at your premises and thereafter during normal business hours upon reasonable advance notice, and to use those photographs and your name on our website and in other promotional materials, including case studies, presentations, press releases.
The installation services are warranted for a period of one year. Our sole and exclusive liability with respect to any installation warranty claim will be to reinstall the Selected Artwork and Framing.
EXCEPT AS OTHERWISE EXPRESSLY PROVIDED HEREIN, THE SERVICES AND THE ARTWORK AND FRAMING ARE PROVIDED “AS IS” WITHOUT WARRANTY OF ANY KIND OR NATURE WHATSOEVER, WHETHER EXPRESS OR IMPLIED, INCLUDING ANY WARRANTIES OF NON-INFRINGEMENT, MERCHANTABILITY, OR FITNESS FOR A PARTICULAR PURPOSE, OR ANY WARRANTIES ARISING FROM COURSE OF DEALING OR COURSE OF PERFORMANCE.
LIMITATION OF LIABILITY
OUR LIABILITY FOR A CLAIM OF ANY NATURE ARISING OUT OF THIS AGREEMENT, REGARDLESS OF WHETHER THE CLAIM IS BASED IN CONTRACT, TORT, STRICT LIABILITY, OR OTHERWISE, SHALL NOT EXCEED THE FEES PAID BY YOU TO US FOR THE SPECIFIC SERVICE GIVING RISE TO SUCH CLAIM, AND IN NO EVENT WILL OUR TOTAL AND CUMULATIVE LIABILITY FOR ALL CLAIMS ARISING OUT OF THIS AGREEMENT EXCEED THE LESSER OF: (A) THE TOTAL FEES PAID BY YOU TO US UNDER THIS AGREEMENT, OR (B) $1,000,000. WE ARE NOT LIABLE FOR THE ACTS, ERRORS, OMISSIONS, REPRESENTATIONS, WARRANTIES, BREACHES OR NEGLIGENCE OF ANY CONTRACTORS OR ANY OTHER SOURCE OF GOODS OR SERVICES OR FOR ANY PERSONAL INJURIES, DEATH, PROPERTY DAMAGE, OR OTHER DAMAGE OR EXPENSE RESULTING THEREFROM. IN NO EVENT SHALL WE BE LIABLE FOR ANY DIRECT, INDIRECT, PUNITIVE, INCIDENTAL, SPECIAL, OR CONSEQUENTIAL DAMAGES ARISING OUT OF OR IN ANY WAY CONNECTED WITH THIS AGREEMENT OR THE SERVICES, WHETHER BASED ON CONTRACT, NEGLIGENCE, TORT, STRICT LIABILITY OR OTHERWISE, EVEN IF WE HAD BEEN ADVISED AS TO THE POSSIBILITY OF SUCH DAMAGES.
EXPIRATION AND TERMINATION
This Agreement shall expire upon completion of the Services. In addition, this Agreement may be terminated by either party by providing 30 days advance written notice to the other party. Upon expiration or termination of this Agreement, you will be responsible for payment for any Services provided, Selected Artwork and Framing ordered, or expenses incurred prior to the expiration or termination of this Agreement. If this Agreement is terminated by either party prior to its expiration, we will deliver all Selected Artwork and Framing and Services committed to and paid for by you prior to such termination, and, to the extent we provide or have provided any Services for which the fees have not or will not be paid in the manner the same would have been paid had this Agreement not been so terminated, we will be entitled to compensation for such Services on an hourly basis at our then current standard hourly rates.
Neither party shall be in default or otherwise liable for any delay in or failure of its performance under this Agreement by reason of any act of God, fire, natural disaster, accident, riot, act of government, strike or labor dispute, shortage of materials or supplies, failure of transportation or communication or of suppliers of goods or services, or any other cause beyond the reasonable control of such party. This Agreement is governed by the laws of the State of Colorado, without regard to principles of conflicts of law. You and we agree to submit any dispute arising out of or relating to this Agreement, or the breach thereof, to final and binding arbitration before a single arbitrator in accordance with the American Arbitration Association’s Commercial Arbitration Rules. The arbitration shall be conducted before a single arbitrator in Denver, Colorado, and judgment on the award may be entered in any court having jurisdiction. This Agreement constitutes the entire agreement between the parties with respect to the subject matter hereof, and supersedes all previous or contemporaneous agreements, proposals, understandings and representations, written or oral, with respect to the terms and conditions hereof. This Agreement may only be modified or amended in writing signed by a duly authorized representative of each party. The headings of Sections of this Agreement are for convenience and are not to be used in interpreting this Agreement. As used in this Agreement, the word “including” means “including but not limited to”. In any action or proceeding to enforce any of the terms or provisions of this Agreement or on account of the breach hereof, the prevailing party shall be entitled to recover all its expenses, including, without limitation, reasonable attorney’s fees.
The following terms, when used in this Agreement (whether or not capitalized), shall have the following meanings:
“Acquisition” means the purchase, transport, and storage of the Approved Collection.
“Approved Collection” or “Selected Artwork and Framing” means the artworks and framing approved by you.
“Art Collection Approval” means your written approval of the proposed artworks and framing for the Project.
“Art Collection Presentation” or “Proposed Art” means an electronic presentation of the proposed art works for the Project.
“Art Coordination and Commission Oversight” means the oversight of the artist creating Commissioned Works, which may include obtaining progress reports or other updates from the artist, which reports or updates may be referred to as “Commission Checks”.
“Art Identification Label” or “Label” means, with respect to each piece of artwork in the Approved Collection, a label featuring the name of the artist and the title of the artwork and its medium.
“Art Location Plan”, “Budget by Location” or “Budget Allocation by Location” means a document indicating the proposed locations at which your Selected Artwork and Framing will be installed and the budget for such locations.
“Client Milestones” means any deliverables to be provided or tasks to be completed by you as set forth in the Proposal, the Schedule, or otherwise agreed to by you in writing.
“Collection Summary” means an electronic document providing a written summary of all original artwork comprising the Approved Collection and directions for the care and preservation of the Selected Artwork and Framing.
“Commission Concept Review” or “Rendering and Concept” means an overview of the proposed Commissioned Artwork, which may include renderings, concept sketches, concept descriptions, or samples, which may be delivered electronically or physically.
“Commissioned Works” means site-specific artwork commissioned by us on your behalf as part of the Services.
“Concept Board” means a visual representation of your artwork preferences as determined through the Vision and Roadmap Services.
“Curatorial Statement” or “Art Goals and Selection Criteria” means a written statement or summary defining your goals and artwork selection criteria for the Project.
“Deliverables” means the items identified in the Proposal as Deliverables and that may be delivered physically or electronically.
“Installation” or “Art Collection Installation” means the installation of the Approved Collection or Selected Artwork and Framing at the Project site per the Updated Location Plans.
“Project” means the project described in the Proposal.
“Schedule” or “Project Schedule” means the schedule for the Project, which may be set forth in the Proposal or otherwise delivered to you in writing, that depicts the timeline for the Project and may include Client Milestones, billing schedules, and target dates by which the Deliverables will be delivered.
“Services” means the services described in the Proposal and any additional services approved by you in writing.
“Updated Location Plans” means a document updating and modifying the Art Location Plan following the Research and Curate Services.
“Updated Timeline” means a written communication from us to you regarding any changes to the Schedule that have been approved by us.
“We”, “us”, “our” and similar terms used in these terms and conditions mean and refer to NINE dot ARTS, Corp.
“You,” “your” and similar terms used in these terms and conditions mean and refer to the company, entity, or person to whom the Proposal is addressed.
Last updated: February 6, 2023.
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