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AGREEMENT BETWEEN ON-CAMPUS CREATIONS, LLC AND PARTICIPATING STUDENT ARTIST
This Agreement, effective on the date of Student Artist’s acceptance hereof, is between On-Campus
Creations™, LLC (referred to herein as “OCC”), a Wisconsin limited liability company located at
7100 Dunkelow Road, Franksville, Wisconsin, and the accepting Student Artist. The parties agree as follows:
Article 1. Definitions
- 1.1 Student Artist. “Student Artist” as used herein means a person who accepts this Agreement while enrolled as a student in a college or university in the United States. Any person who becomes a Student Artist under this Agreement may continue in such relationship with OCC until the end of the first full calendar year after his/her enrollment has ended.
- 1.2 Customers and Buyers. “Customer” as used herein means a person or entity that visits the On-Campus Creations™ website and/or deals with OCC with respect to possible or actual purchases. “Buyer” as used herein is a person or entity purchasing art on the website.
- 1.3 Displayed Work of Art. “Displayed Work of Art” or (“Displayed Art”) as used herein means a work of art by a Student Artist that is accepted by OCC for display for sale on the On-Campus Creations™ website.
- 1.4 Authorized Delivery Service “Authorized Delivery Service” for Displayed Art which has been purchased by a Buyer means United Parcel Service (“UPS”), with Student Artist providing the sold Displayed Work of Art to either of primary and secondary UPS stores that had been designated by Student Artist under this Agreement.
- 1.5 Acceptance Queue. “Acceptance Queue” as used herein means the portion of the On-Campus Creations™ website for receiving uploaded Works of Art from Student Artists for review and acceptance (or rejection) by OCC.
Article 2. Art Submission by Student Artist
- 2.1 Qualified Art. A work of art made by a student shall be qualified to become a Displayed Work of Art if it is accepted by OCC. Qualified art may be, but is not limited to, paintings, drawings, sculpture and photography. (Acceptance or rejection) shall be by OCC, acting in its sole discretion. Student Artist agrees that he/she has no right to object to any decision by OCC with respect to acceptance or rejection of a work of art. OCC has the right to remove a work of art from the website at any time for any reason, and will notify Student Artist by email if removal occurs.
- 2.2 Prohibited Art. OCC will not accept any work of art which is: (a) a photograph of a person; (b) a photograph of a group of people in which any one person can be readily recognized or identified; (c) pornographic; or (d) or uses profanity.
- 2.3 Uploading Art. For any work of art that Student Artist would like to become Displayed Art, Student Artist must upload a high-quality photograph of his/her work of art onto the Acceptance Queue. Student Artist must also complete all required portions of the website up loading form, including without limitation:
- setting student artist’s price for such work of art (see also subsection 3.1 for price);
- providing personal information;
- providing his/her college/university enrollment information;
- providing information regarding the work of art; and
- designating primary and secondary UPS stores convenient for Student Artist (one of which will be used, based on Student Artist’s choice and cooperation, to facilitate delivery to a Buyer of a Displayed Work of Art at the time of OCC’s sale thereof to such Buyer).
Once art has been uploaded, it cannot be removed by Student Artist.
- 2.4 Acceptance or Rejection by OCC. Upon acceptance (or rejection) of a work of art as Displayed Art, OCC will send Student Artist an acceptance or rejection notice by email.
- 2.5 Period of Display. The minimum period of display for a Displayed Work of Art which has not been sold is ninety (90) days. As specified in subsection 2.1, a work of art can be removed from the On-Campus Creations™ website only by and at the discretion of OCC. By accepting Student Artist’s work of art as a Displayed Work of Art, OCC does not undertake any obligation to assure that such Displayed Art will be sold.
- 2.6 OCC’s Right to Sell. Once Student Artist has submitted a work of art to the Acceptance Queue, OCC shall have an exclusive, irrevocable right to sell such work of art unless such work of art is rejected by OCC. Student Artist may not sell such work of art outside of the On-Campus Creations™ website, and may not negotiate with any potential buyer with respect to such work of art.
Section 3. Price and Payment Matters
- 3.1 Amount. Student Artist will set Student Artist’s price for a piece of art. In setting OCC’s price to be paid by a Buyer for a Displayed Work of Art, OCC will add certain amounts including: an amount covering OCC’s projected cost of UPS packaging, shipping, insurance and delivery to a Buyer; an amount for an OCC donation to Student Artist’s college or university; and an amount for OCC’s mark-up.
- 3.2 Payment Timing. Payment to Student Artist of Student Artist’s price for his/her Displayed Work of Art sold on the On-Campus Creations™ website will be tendered by OCC fifteen (15) days after shipment to Buyer, such period accommodating a possibility of return by Buyer.
- 3.3 Income Tax. Student Artist is responsible for any income tax on Student Artist by virtue of OCC’s sale of a Displayed Work of Art; i.e. there will be no withholding by OCC.
Section 4. Steps Taken Upon a Sale of Displayed Art
- 4.1 Sale Process. When a Displayed Work of Art has been purchased by a Buyer, OCC will send Student Artist an email notifying Student Artists of such sale. Student Artist must respond within three (3) business days to all OCC emailed instructions and requests with respect to a sale by OCC of a Displayed Work of Art.
- 4.2 Delivery. Student Artist must chose one of a his/her designated UPS stores from which the purchased Displayed Work of Art will be shipped to Buyer, at OCC’s cost. Student Artist must deliver the purchased art to the chosen UPS store for packaging and shipping within five (5) business days of the sale.
Section 5. Additional Obligations of Student Artists
- 5.1 Representations and Warranties. Student Artist hereby represents and warrants as follows:
- - that his/her work of art is an original piece of art of Student Artist;
- - that, with respect to the work of art submitted, he/she has not infringed copyrights or other intellectual property rights of any other person or entity; and
- - that he/she is unaware of any third party that has copied the work of art.
Student Artist shall not misrepresent the condition and/or quality of his/her work of art.
- 5.2 Copying or Infringement by Others. In offering his/her work of art, Student Artist is offering only a piece of art, and not the right to reproduce it. OCC will inform a Buyer that Buyer is not authorized to make copies, unless permission is obtained from and through OCC.
- 5.3 Care for a Work of Art Submitted to OCC’s Website. Student Artists will preserve in unchanged condition any work of art that has been submitted to the On-Campus Creations™ website so that a Displayed Work of Art sold by OCC may be delivered to a Buyer in unchanged condition.
Section 6. Miscellaneous Obligations
- 6.1 Marketing. OCC may act in its sole discretion with respect to whether and how to advertise and promote its business or any Displayed Work of Art.
- 6.2 Breach. If a Student Artist materially breaches any of its covenants or has breached any of its warranties, OCC may provide written notice thereof to the Student Artist. Such notice will include a demand that the breach be cured within ten (10) days. Failure to cure such breach within the notice period shall give rise to a right to seek specific performance of this Agreement against the Student Artist. OCC may also, upon notice, void this Agreement or terminate this Agreement as to any obligations or covenants not yet performed.
Section 7. General Provisions
- 7.1 Entire Agreement. This instrument constitutes the entire agreement between OCC and the Student Artist regarding the sale of a work of art. OCC reserves the right to make amendments at any time with or without notice (to the Student Artist) to any of the terms in this Agreement.
- 7.2 Governing Law. This Agreement shall be governed, and all rights and liabilities under it determined in accordance with, the laws of the State of Wisconsin. To the extent the parties cannot resolve any dispute arising between them, the parties agree that such dispute shall be heard by the Courts in the State of Wisconsin.
- 7.3 Counterparts. This Agreement may be executed in two or more counterparts, each of which shall be an original, but all of which shall constitute a single agreement.
- 7.4 No Third-Party Beneficiaries. Nothing herein expressed or implied is intended or shall be construed to confer upon or to give to any person or entity other than the parties hereto and their successors and permitted assigns, any rights or remedies under or by reason of this Agreement.