Terms and Conditions for Artists/Photographers
- Scope
1.1 These General Terms and Conditions (“Artists’ Terms and Conditions”) apply between Galerie Roschlaub GmbH (“Gallery”) and all artists and photographers (“Artists”) who use the Gallery’s services.
1.2 The gallery provides services exclusively in accordance with these artist terms and conditions. Terms and conditions of the artist that deviate from the artist’s terms and conditions as well as changes and additions to these artist’s terms and conditions are only valid if they are the gallery are acknowledged in writing. This also applies if the artist's terms and conditions of business and/or delivery have been brought to the gallery's attention and the gallery has not expressly objected to these conditions.
1.3 The gallery reserves the right to amend the Artist Terms and Conditions with future effect. In this case, the gallery will notify the artist of the changes. The changes are deemed accepted if the artist does not object within four weeks of notification of the changes. The gallery will inform the artist of their right of objection and the legal consequences of missing the deadline when notifying the artist of the changes. If the artist objects to the changes, the contractual relationship will end on the date on which the announced changes to the Artist Terms and Conditions would have taken effect.
1.4 These artist terms and conditions apply only to entrepreneurs within the meaning of Section 14 of the German Civil Code (BGB). If you wish to use the gallery's services as a consumer, please contact info@galerie-roschlaub.com
- Subject matter of the contract
2.1 The artist owns the rights to photographic and/or otherwise created or processed works, which are described in detail in a separate order ("Order") with title, date, production technique, format, and, if applicable, edition ("Works"). These Works are to be professionally reproduced, promoted, exhibited, and distributed by the Gallery in accordance with these Artist Terms and Conditions. The details are regulated in the respective order, which requires the signature of the artist and the Gallery to be effective.
2.2 If the artist is a member of VG Bild-Kunst, he will inform VG Bild-Kunst himself about the completion of each commission.
- Online gallery
3.1 Unless otherwise agreed between the parties in the respective contract, the gallery will promote and distribute the artist's works via the online gallery it operates. Each contract will specify whether the works will be distributed in unlimited editions ("Open Edition"), which the gallery will produce and reproduce for sales purposes, or in limited editions ("Limited Edition"), which will only be produced in the agreed quantities. If a Limited Edition is agreed, the parties will additionally agree in the respective contract to what extent the artist has already exploited the work in question for other purposes beyond the contract or intends to do so in the future, so that the character of a Limited Edition can be maintained.
3.2 The artist grants the gallery, without any geographical restrictions and for the duration of the contract, the transferable rights to reproduce and distribute the works for the purposes stated in clauses 2 and 3. If the artist and the gallery have agreed on a limited edition in the respective contract, the artist is obligated not to use the works for any comparable or competing purposes during the term of the respective contract.
3.3 Furthermore, the artist grants the gallery the following rights: The right to reproduce and distribute the works for the purpose of promoting them, i.e., by stating the edition details and purchase options, in all print and electronic media (including social networks), and to make them publicly available, including editorial coverage of the artist, the works, and the gallery. The gallery is also entitled to use only excerpts and details of the works or to vary their arrangement.
3.4 Other ancillary rights are granted only to the extent of the provisions of the respective contract and these Artist Terms and Conditions.
3.5 The parties agree that the works will be provided with a sticker on the back, which will identify, among other things, the artist, the title of the respective work and a handwritten signature of the artist.
3.6 The artist is obligated to deliver the works to the gallery by the dates specified in the respective order. The artist acknowledges that these dates are binding and that the timely delivery of the works constitutes an essential contractual obligation.
3.7 For each copy of a work sold, paid for and not returned for any reason, the Gallery shall pay the artist a fee according to the following schedule, excluding VAT:
50% for all sales
Any finishing work (e.g., framing, etc.) is not included in the invoice. The fee also covers the ancillary rights granted under Section 3.3.
If the artist is subject to VAT, the gallery will additionally pay the artist the applicable VAT on the respective fee at the applicable statutory rate. The artist is obligated to notify the gallery immediately of any changes to their VAT liability.
3.8 The gallery also pays the applicable contributions to the artists' social security fund. Should these change by more than 20% compared to the average of the previous three years, or should new mandatory contributions be added, the contracting parties will adjust the aforementioned fee rates accordingly.
3.9 Proof copies for quality assurance and production approval purposes are free of charge, provided they are marked as such on the back ("Artist Proof"). The artist and the gallery each receive an artist proof for their own retention.
3.10 Billing is done quarterly (at the end of each calendar quarter). Payment is due within six weeks of the respective billing date.
3.11 Upon request, the gallery will grant an auditor or tax advisor commissioned by the artist access to the documents relevant to the fee calculation, to the extent available, for the purpose of reviewing the fee invoices. An audit may be conducted at the gallery's premises during normal business hours once a year for the current and/or previous calendar year. The gallery will bear the resulting costs if the invoices change by more than 2% in favor of the artist. Invoices older than 24 months are considered approved and final in all cases.
- Exhibition
4.1 If expressly agreed between the parties in the respective contract, the gallery will hold an exhibition of the artist's works in its gallery space at its own expense, with the aim of selling the works in its own name and for the artist's account. The exhibition may be viewed free of charge by interested parties during the gallery's current opening hours. The artist will also be granted access to the gallery space at any time during opening hours.
4.2 The gallery will design the exhibition in consultation with the artist. In case of doubt, the final decision rests with the gallery. Sales negotiations are conducted exclusively by the gallery. The gallery undertakes to promote the exhibition appropriately at its own expense. The gallery decides on the type and extent of the advertising measures.
4.3 If an exact description of the works to be exhibited is not yet possible at the time the contract is signed, the approximate type and number of works to be exhibited, as well as their respective price ranges, must be specified in the contract. Both parties undertake to complete this list by mutual agreement in good time before the opening of the exhibition.
4.4 The artist undertakes to hand over the exhibited works to the gallery on consignment in perfect condition by the date specified in the respective order. Furthermore, the artist undertakes not to exhibit the works for any other purpose during the exhibition period.
4.5 The selling prices are determined by the artist in consultation with the gallery and are recorded in the respective order. These are gross prices, including statutory VAT. The artist guarantees the set prices and undertakes not to sell the exhibited works below these prices within the period specified in Section 4.7.
4.6 Upon the sale of a work, the gallery is entitled to a commission of 50% of the net sales price (= sales price less VAT). This amount must be deducted from the invoice according to Section 4.7. In addition, the gallery receives the statutory VAT applicable to the commission.
4.7 The gallery undertakes to return any unsold works to the artist no later than 30 days after the end of the exhibition, unless a longer commission agreement was made between the parties in the respective contract. The gallery also undertakes to send the artist a list of the sold works no later than 30 days after the end of the exhibition and to transfer the artist's share of the sales proceeds to which he is entitled under Section 4.6 to the account specified in the respective contract.
4.8 The artist assumes responsibility for the organization and the costs of transporting the works to be exhibited and returning any unsold works.
4.9 From the time the works are received until they are returned to the artist or to a location designated by the artist, the gallery is liable to the artist within the framework of the statutory provisions for intentional misconduct and negligence. The gallery is not responsible for any alterations or deterioration of the works that occur due to contractual use, force majeure, or accident. The gallery will take out all-risk insurance for this purpose.
- Representations and obligations of the artist
5.1 The artist affirms that he or she is the sole author and rights holder of the works. He or she expressly warrants that the distribution of the works via the online gallery, their sale, and any exhibition of the works do not infringe any third-party rights.
5.2 The artist is obligated to provide the gallery with a photograph of themselves and a short biography, which the gallery may use free of charge, in whole or in part, for all promotional activities in all media (especially print and online media) related to the works or an exhibition. The artist expressly warrants that these materials are free of third-party rights.
5.3 The artist guarantees the accuracy of his statements regarding the edition size of the works. He undertakes not to make any further reproductions of the works for exhibition purposes or sale beyond the stated edition. He will also not permit any other reproduction or distribution that could conflict with the legitimate interests of the gallery or the interests of the purchasers of the signed and numbered reproductions.
- Term, termination
6.1 This contract may be terminated with six months' notice effective at the end of a calendar quarter. The gallery is entitled to resell any works still in existence at the end of the contract for the following 12 months, but is not entitled to reproduce any further works.
6.2 The right to terminate the contract without notice for good cause remains unaffected.
- Final provisions
7.1 Place of performance and jurisdiction is the registered office of the gallery, unless an exclusive place of jurisdiction is established.
7.2 If different provisions have been made in the respective order, these shall take precedence over these Artist Terms and Conditions.
7.3 Changes or additions to orders and these Artist Terms and Conditions must be made in writing. This also applies to the waiver of this written form requirement.
7.4 Should any provision of these Artist Terms and Conditions be invalid in whole or in part or become legally invalid at a later date, this shall not affect the validity of the remaining provisions. The invalid provision shall be replaced by mutual agreement between the contracting parties with a provision that most closely approximates the economic meaning and purpose of the invalid provision in a legally effective manner. The above provision shall apply accordingly to any gaps in the provisions.
7.5 In addition, the law of the Federal Republic of Germany shall apply.