1. Scope of Agency. The Photographer appoints the Gallery to act as Photographer’s  [ ] exclusive  [ ] nonexclusive gallery in the following geographic area _________________________________________ for the exhibition and sales of artworks in the following media _______________________________________. This agency shall cover only artwork completed by the Photographer while this Agreement is in force and shall apply only to physical artworks, not the licensing of reproduction rights (whether for an assignment client, stock photography, or otherwise). The Gallery shall document receipt of all works consigned hereunder by signing and returning to the Photographer a Record of Consignment in the form annexed to this contract as Appendix A.

2. Term and Termination. This Agreement shall have a term of ______ years and may be terminated by either party giving sixty days’ written notice to the other party. The Agreement shall automatically terminate with the death of the Photographer, the death or termination of employment of ____________ with the Gallery, if the Gallery moves outside of the area of _____________, or if the Gallery becomes bankrupt or insolvent. On termination, all works consigned hereunder shall immediately be returned to the Photographer at the expense of the Gallery.

3. Exhibitions. The Gallery shall provide a solo exhibition for the Photographer of _______ days between _____________ and _____________ in the exhibition space located at _______________ which shall be exclusively devoted to the Photographer’s exhibition for the specified time period. The Photographer shall have artistic control over the exhibition of his or her work and the quality of reproduction of such work for promotional or advertising purposes. The expenses of the exhibition shall be paid for in the respective percentages shown below:

Exhibition Expenses                                                   Photographer    Gallery

     No expense which is to be shared shall be incurred by either party without the prior written consent of the other party as to the amount of the expense. After the exhibition, the frames, photographs, negatives, and any other tangible property created in the course of the exhibition shall be the property of ______________________________.

4.  Commissions. The Gallery shall receive a commission of ____ percent of the retail price of each work sold. In the case of discount sales, the discount shall be deducted from the Gallery’s commission. If the Gallery’s agency is exclusive, then the Gallery shall receive a commission of ______ percent of the retail price for each studio sale by the Photographer that falls within the scope of the Gallery’s exclusivity. Works done on a commissioned basis by the Photographer  [ ] shall  [ ] shall not be considered studio sales on which the Gallery may be entitled to a commission.

5.  Prices. The Gallery shall sell the works at the retail prices shown on the Record of Consignment, subject to the Gallery’s right to make customary trade discounts to such purchasers as museums and designers.

6.   Payments. The Gallery shall pay the Photographer all proceeds due to the Photographer within thirty days of sale. No sales on approval or credit shall be made without the Photographer's written consent and, in such cases, the first proceeds received by the Gallery shall be paid to the Photographer until the Photographer has been paid all proceeds due.

7.   Accounting. The Gallery shall furnish the Photographer with an accounting every ______ months in the form attached hereto as Appendix B, the first such accounting to be given on the first day of ___________, 20_____. Each accounting shall state for each work sold during the accounting period the following information: the title of the work, the date of sale, the sale price, the name and address of the purchaser, the amounts due the Gallery and the Photographer, and the location of all works consigned to the Gallery that have not been sold. An accounting shall be provided in the event of termination of this Agreement.

8.   Inspection of Books. The Gallery shall maintain accurate books and documentation with respect to all transactions entered into for the Photographer. On the Photographer’s written request, the Gallery will permit the Photographer or the Photographer's authorized representative to examine these books and documentation during normal business hours of the Gallery.

9.   Loss or Damage. The Gallery shall be responsible for the safekeeping of all consigned artworks. The Gallery shall be strictly liable for loss or damage to any consigned artwork from the date of delivery to the Gallery until the work is returned to the Photographer or delivered to a purchaser. In the event of loss or damage that cannot be restored, the Photographer shall receive the same amount as if the work had been sold at the retail price listed in the Record of Consignment. If restoration is undertaken, the Photographer shall have a veto power over the choice of the restorer.

10. Insurance. The Gallery shall insure the work for _____ percent of the retail price shown in the Record of Consignment.

11. Copyright. The Gallery shall take all steps necessary to ensure that the Photographer's copyright in the consigned works is protected, including but not limited to requiring copyright notices on all reproductions of the works used for any purpose whatsoever.

12. Security Interest. Title to and a security interest in any works consigned or proceeds of sale under this Agreement are reserved to the Photographer. In the event of any default by the Gallery, the Photographer shall have all the rights of a secured party under the Uniform Commercial Code and the works shall not be subject to claims by the Gallery’s creditors. The Gallery agrees to execute and deliver to the Photographer, in the form requested by the Photographer, a financing statement and such other documents which the Photographer may require to perfect its security interest in the works. In the event of the purchase of any work by a party other than the Gallery, title shall pass directly from the Photographer to the other party. In the event of the purchase of any work by the Gallery, title shall pass only upon full payment to the Photographer of all sums due hereunder. The Gallery agrees not to pledge or encumber any works in its possession, nor to incur any charge or obligation in connection therewith for which the Photographer may be liable.

13.  Assignment. This Agreement shall not be assignable by either party hereto, provided, however, that the Photographer shall have the right to assign money due him or her hereunder.

14.  Arbitration. All disputes arising under this Agreement shall be submitted to binding arbitration before ____________________________ in the following location __________________________________________  and the arbitration award may be entered for judgment in any court having jurisdiction thereof. Notwithstanding the foregoing, either party may refuse to arbitrate when the dispute is for a sum of less than $________.

15. Modifications. All modifications of this Agreement must be in writing and signed by both parties. This Agreement constitutes the entire understanding between the parties hereto.