My CONSIGNMENT CONTRACT. What do you think?

[JMT]

Hey guys, thanks so much for all your thoughts. Sounds like a a big "no" from most.

Here is the contract. If you guys have 3 hours to kill reading it, ha ha, I would be so greatful. Don't know if this is a standard contrct.

Any thoughts are real helpful. Thanks again!

1.0 Responsibilities of the Craftsperson

1.1 The Craftsperson, upon timely pick up or delivery of Items, shall either provide the Shop with an itemized consignment list, or sign a similar list prepared by the Shop, describing the Items and agreed retail and wholesale prices.

1.2 The Craftsperson hereby represents that the Items delivered to or picked up from the Shop are fully owned and created by the Craftsperson.

1.3 The Craftsperson shall not deliver Items to the Shop without the Shop’s permission.

1.4 Normally customer returns will be deducted from Craftsperson’s payment at regular commission rates and show as a negative sale on the monthly statements. In the event that the Shop elects to receive that payment, any amounts due by the Craftsperson that are not received within 30 days of the date requested will accrue interest of 1.25% per month on the unpaid balance. Penalty interest does not apply in cases where the due date is not met due to acts of God (fire, flood, etc.).

1.5 The Craftsperson is responsible to provide the Shop a current biography, personal photo, craftsperson’s statement, and photographs, slides, or electronic images of their work for publicity purposes, if requested.

1.6 If a Craftsperson receives a physical inventory of Items remaining in stock from the Shop that differs from the Craftsperson’s own inventory, the Craftsperson shall notify the Shop of the discrepancy within thirty (30) days of receiving the Shop’s inventory. The Craftsperson must cooperate with the Shop to help resolve the discrepancy

2.0 Responsibilities of the Shop

2.1 The Shop agrees to exercise all due and reasonable care in the handling, transporting, display, and storage of the Items until sold or returned to the Craftsperson.

2.2 The Shop will be liable to the Craftsperson for any injury, damage, loss, theft or disappearance of or to the Items in an amount equal to the value established between the Craftsperson and the Shop.

2.3 The Items shall be held in trust by the Shop for the benefit of the Craftsperson and shall not be subject to claim by a creditor of the Shop.

2.4 The Shop shall ensure no photographs or other reproductions of consigned goods are to be made without the permission of Craftsperson with the exception of advertising or to show Item to customer. The Shop shall not permit the Items to be used for any other purpose without the written consent of the Craftsperson.

2.5 The Shop has the right to determine how many Items they can accept for display and to keep as backup inventory.

2.6 Payments to Craftsperson

2.6.1 The Craftsperson will be paid of the agreed base retail price as listed on the Receipt for Consigned Items. The Shop reserves the right to add other costs, such as shipping expenses, to the base retail price. The additional costs are not subject to the _____ share.

2.6.2 The Shop will remit to the Craftsperson, by the 10th working day of each calendar month, payment for all sales concluded during the previous month. If requested, the Shop will also remit a written sales report listing the specific Items sold.

2.6.3 In the event that amounts due to the Craftsperson by the Shop are not received within 15 days of the date described above, the Shop will pay to the Craftsperson interest at 1.25% per month on the unpaid balance. Penalty interest does not apply in cases where the due date is not met due to acts of God (fire, flood, etc.).

2.6.4 When the Shop needs to place an order with the Craftsperson, the Shop is responsible for:

a. Taking the customer’s order and coordinating it with the Craftsperson,

b. Making all financial arrangements and securing all deposits and payments, and

c. Concluding the transaction by making satisfactory terms for delivery to the customer.

2.7 Although the Craftsperson is expected to maintain his/own inventory, the Shop shall maintain inventory records. The Shop at the end of each fiscal year will complete a year-end physical inventory of Items remaining in stock and, if requested, a report will be sent to the Craftsperson within one month of the inventory. Any discrepancies between the physical inventory and the inventory of record will be reconciled by the end of the following month the discrepancy was noted, and accounted for in that month’s sales check.

2.8 The Shop may not increase the specified retail price without the written agreement of the Craftsperson. In the case of discounted sales, the discount will be deducted from the Shop's commission.

3.0 Returns and Withdrawals

Either the Shop or the Craftsperson may determine that Items shall be removed from exhibit and returned to the Craftsperson. In the case of termination of the Agreement, all consigned Items shall be returned or picked-up within ten (10) working days of termination.

3.1 Returns Initiated By the Shop

The Shop may return consignment Items to the Craftsperson for rotation purposes and at its own discretion. If the Shop initiates a return, the Shop shall notify the Craftsperson at least seven (7) days prior to removing the Items from display. The Shop is responsible to the Craftsperson for delivery of the removed Items and shall provide a list of all returned Items.

3.2 Withdrawals Initiated By the Craftsperson

If a withdrawal is initiated by the Craftsperson, notice should be given at least seven (7) days prior to removal. In this case the Craftsperson is responsible for picking up or paying for shipping the returned Items. The Shop shall provide a list of all returned Items.

4.0 Term of Agreement

The term of this agreement is one year from the date the Agreement is signed by both parties. It will be automatically renewed unless it is terminated per the terms of this agreement. Notice to terminate shall be delivered in writing to the Shop and the Craftsperson no fewer than thirty (30) days prior to desired termination date.

Acceptance of this Agreement is limited to the terms and conditions stated herein or specifically incorporated by reference. Any additions, deletions or differences in the terms and conditions of this Agreement proposed by either party must be agreed to in writing and incorporated into written modifications to this Agreement.

5.0 Disputes

Except as otherwise provided in this Agreement, any dispute arising between the parties which is not disposed of by mutual agreement shall be referred to the American Arbitration Association (AAA), pursuant to the AAA's Rules of Commercial Arbitration. A single arbitrator will be mutually selected by Craftsperson and the Shop, and the parties will share equally in all arbitration costs, except that each party will be responsible for its own attorney's fees, if any. The arbitrator will have no power to add to, subtract from, or otherwise modify this agreement.

6.0 Waiver and Severability

6.1 The failure or delay of either party to insist on performance of any provision of this Agreement, or to exercise any right or remedy available under this Agreement, shall not be construed as a waiver of that provision, right, or remedy in any later instance. Further, if any provision of this Agreement is or becomes void or unenforceable by operation or law, the remaining provisions shall be valid and enforceable.

6.2 Waiver by either party of a breach of any agreement or condition of this Agreement shall not be considered a waiver of any subsequent breach of that agreement or condition. The acceptance by Craftsperson of any payment or silence by Craftsperson as to any breach shall not be construed as waiving any of this shops, Inc.’s rights. No payment by the Shop or acceptance by Craftsperson of the lesser amount than is due Craftsperson from the Shop shall be deemed to be anything but a payment on account; and the acceptance by Craftsperson of a check or draft for a lesser amount with an endorsement or statement thereon, or upon a letter accompanying said check or draft that said lesser amount is payment in full, shall not be deemed in accord and satisfaction of the debt; and, Craftsperson may accept said check or draft without prejudice to recover the balance due or pursue any other remedy available to it.

6.3 The headings and subheadings of this Agreement are used for the convenience and ease of reference and do not limit the scope or intent of the clauses.

7.0 Choice of Law

The laws of the State of New York shall govern this Agreement. This Agreement is to be construed as a New York Contract; is to take effect as a sealed instrument; sets forth the entire agreement between the parties and may be canceled, modified, or amended only by written agreement signed by the parties. Both parties agree to comply with all applicable federal, state and local laws and regulations.

8.0 Trademarks, Patents and Copyrights

The Craftsperson retains any trademark, patent or copyright on Items provided to the Shop.

IN WITNESS THEREOF, the parties hereto have executed this Agreement as of the month, day, and year set forth below.

The Shop Craftsperson

Name Name

[gmp]

Wow..they seem to have their "ducks in a row". It seems reputable. Only other thoughts are to limit it to less than one year since you're not sure about consignment, and talk with a fellow consignor to get "off the record" feedback about store management. Are they easy to work with...professional...etc...

Good luck and keep us posted (pun intended!)