Mural Agreement

Definitions

Platform: BeautifyEarth.com and any service rendered on this domain or it’s URL variants.

Design Payment Date:  The date the design payment is made

Premise(s): The location where the wall or project is located.

Start Date: the date mural begin as agreed by both parties through the platform 

Completion Date: the date mural be completed as agreed by both parties through the platform 

Project: the mural, painting project or other artist service provided through the Beautify platform

Artwork: the design intended to be executed at a specific Premise(s).

Materials: supplies needed for Artist to create Artwork that include but are not limited to paint, ladders, scaffolding, lift rentals, lighting, brushes, rollers, chalk, buckets, paint trays, extension poles, rags, tape and plastic drop cloths.

 

Introduction

This Mural Contact (“Contract”) is made and entered into as of the Design Payment Date by and between the ("Artist"), and Beautify Earth, Inc. ("BE"), whereas,

 

BE is a for-profit corporation with the mission to make positive social and economic impacts in communities through art initiatives.

 

Landlord, "Wall Owner" or other entity leading the project either owns the Premises or has the express authorization from the building’s owner to modify the building according to the terms of this Agreement.

 

BE, Landlord and Artist desire to work together on an Artwork located at the Premise. In consideration of the mutual promises and covenants herein, each party agrees to the following:

Services

Project Design

Beautify collects a design fee to ensure timeliness and respect for all parties. Once a design fee is paid, or the project commences through the platform, Artist and Landlord agree to communicate in a timely fashion in order to be respectful of one another's time, and to keep the project moving forward according to one another's expectations.

Project Execution
  1. In cooperation with BE and Landlord, Artist shall provide services to create a certain Artwork at the Premises that is more specifically defined in Schedule “A” incorporated herein. Artist will work with BE and Landlord to select themes, concepts and ideas for the Artwork. 

  2. Artist’s services shall be performed in a professional manner consistent with Artist’s prior work, and Artist represents and warrants that Design and Artwork is Artist’s original creation.

  3. For outdoor murals, all parties agree not to partake in product or service advertising through the platform. 

  4. We encourage brand and community sponsors with included attribution on the work, and artwork focused on aligned values between all parties, but Artwork must be primarily created with the intention of benefiting the community, neighborhood or street at large.

 

 

 

Project Closure

 

Project is defined as closed when:

  1. Artwork has a substantial look, feel and design as specified in Schedule “A” or the "Design Phase."  Both BE and Landlord understand that the Artwork will retain the general design proposed by the Artist, but may have minor differences for artistic purposes, or obstruction on the wall that prevent identical replication (e.g. windows, pipes, doors, electrical boxes, etc.);

  2. Artist signs Artwork if they choose.

  3. Artist includes “#beautifyearth” and any hashtags requested by sponsors or landlord  near Artist’s signature on the Artwork;

  4. Artist includes acknowledgment to Beautify Earth in any public relations stories or events in connection with the Artwork including all relevant social media, including Facebook and Instagram, and promotional materials, by mentioning and tagging “Beautify Earth”, “@beautifyearth” and “#beautifyearth”.

  5. Artist submits a minimum of one high resolution digital photograph of the completed Artwork from a wide angle (to show entire mural on wall) to their profile .  Artist submits any additional photographs of Artwork, including before and after photos from the same angle.

Start & Completion Dates
  1. The Artist shall undertake the creation of the Artwork on or after the Start Date, or date agreed upon with the landlord.

  2. The Artist shall complete the Artwork on or by the Completion Date, or date agreed upon with the landlord.

Materials
  1. Artist shall purchase and/or rent Materials necessary for the creation of their Artwork 

  2. Artist acknowledges that BE may have access to discounted Materials.

 

Artist Rights

 

  1. Artist shall be credited for the Artwork when sharing the artwork publicly, unless a further licensing agreement is made with Beautify and/or the Artist.

  2. Artist irrevocably grants both BE and Landlord, a non-exclusive license to use the Artwork in connection with advertising, marketing and promoting respective entity, in any and all media now known or hereafter devised throughout the world in perpetuity.  

  3. Nothing herein grants BE or Landlord any merchandising or ancillary rights to the Artwork.

  4. Notwithstanding anything to the contrary, all copyright in the Design and Artwork are solely retained by the Artist. The Artist shall be entitled to customary and appropriate identification as the creator of the Artwork. BE and/or the Landlord may negotiate a separate agreement with the Artist to license part or parts of the Design and Artwork if necessary.

  5. Artist Waives all VARA (Visual Artists Rights Act rights that would prevent a business owner from rebranding, a landlord from selling their property, or public or civic need as decided by the community or municipality.

  6. Artwork is to be deemed as “temporary,” or in accordance with local policies.

 

Art Preservation & Maintenance of the Artwork

 

Landlord acknowledgements
  1. Landlord shall make reasonable efforts to notify BE promptly in the event of the need for any maintenance or restoration services so that the Artist may have a reasonable opportunity to perform such work him/herself or to supervise or consult in its performance. 

  2. Landlord shall take reasonable precautions to protect Artwork against damage or destruction by external forces, and to preserve the integrity of the wall.  

  3. If the Landlord becomes aware of a sale of the building or intention by anyone to remove the Artwork, Landlord shall notify BE at least sixty (60) days before such event to allow reasonable time for the Artist to make the desired modifications if necessary. 

  4. Landlord shall notify BE if Artwork is damaged, including graffiti as soon as possible.

 

Artist acknowledgements

 

  1. Artist acknowledges that the duration of the Artwork may be beyond the control of BE and Landlord.  

  2. Artist acknowledges that the outdoor environment is constantly changing and the Artwork may not comply with a future vision of the area.

 

All art is subject to normal wear and tear and may change based on the environment in which it exists. 


 

Delay

 

Disability

Artist shall immediately notify BE of a delay of the execution of the Artwork resulting from an incapacitating, illness, or injury.

 

Unavoidable Occurrences

If Artist cannot perform any of their respective obligations due to events beyond Artist’s control, the time provided for performing such obligations shall be extended by a period of time equal to the duration of such events with written notification to BE.  Events beyond Artist's control include, but are not limited to, acts of God, war, civil commotion, labor disputes, strikes, fire, flood or other casualty, shortages of labor or material, government regulation or restriction and weather conditions.

 

Indemnification

Artist agrees to indemnify and hold harmless BE and Landlord and its customers, affiliates, employees, owners, officers, managers, agents and/or board members from and against any and all claims, injuries, losses, liabilities, damages, expenses, demands, causes of action, losses, expenses and attorney's fees, whether known or unknown, vested or contingent, directly or indirectly arising out of Artist’s negligent or intentional acts, omissions or intellectual property infringement of Artist, its subcontractors, employees or agents.  

 

Non-Circumvention

You agree not to circumvent the communication or payment  methods offered by the Platform. By way of illustration and not in limitation of the foregoing, you must not:

  1. Share any personal information on your Beautify profile (excluding personal websites and portfolios) in the way of email, video, phone or any other method of direct contact.

  2. Submit proposals or solicit parties identified through the Platform to contact, hire, manage, or pay outside the Platform.

  3. Accept proposals or solicit parties identified through the Platform to contact, deliver services, invoice, or receive payment outside the Platform.

  4. Cancel any Design Contest for the purpose of contracting separately with an Artist who Customer meets through the Platform.

  5.  Invoice or report on the Platform or in an Opt-Out Fee request an invoice or payment amount lower than that actually agreed between Client and Artist.

You agree to notify Beautify immediately if another person improperly contacts you or suggests making or receiving payments outside of the Platform. If you are aware of a breach or potential breach of this non-circumvention policy, please submit a confidential report to us by sending an email message to: support@beautifyearth.com

You acknowledge and agree that BE revenue is derived from its receipt of customer payments made through the Platform. Therefore, for 24 months from the time you meet any party through the Platform (the "Exclusivity Period"), you must use the Beautify services as your exclusive method to request, make, and receive all payments for work directly or indirectly with that party or arising out of your relationship with that party (the "Beautify Relationship"). You may opt-out of this obligation only if customer or prospective customer pays Beautify an "Opt-Out Fee" computed to be the greater of the following amounts:

  1.  $2,500; or

  2. 15% of the cost to the customer of the services to be performed in the Beautify Relationship during the Exclusivity Period, as estimated in good faith by the prospective Customer.

To pay the Opt-Out Fee, you must request instructions by sending an email message to support@beautifyearth.com.

 

Miscellaneous
  1. Beautify is a connecting party, and not liable for content that is created outside of the terms of this agreement. 
  2. Landlord and Artist assume all responsibilities and liabilities for following local policies and ordinances regarding public art.

  3. Insurance: Beautify Earth, Inc.  has procured and maintained in full force and effect, general liability, and accident policies that comply with all governmental requirements. 

  4. Entire Agreement: This Agreement with all Schedules represent the entire understanding between the parties with respect to subject matter hereof and supersedes any and all prior understandings and agreements, oral or written, relating hereto.  Any amendment must be in writing and signed by all parties.

  5. Assignment: This Agreement shall not be further assigned in whole or part to any party without the written consent of all parties.

  6. Arbitration: Any dispute relating to this contract between the parties (not involving money claims by either party in excess of one-thousand dollars ($1,000) shall be resolved by resorting to arbitration in accordance with the standards and procedures of the American Arbitration Association.

  7. Authority: Each person acknowledging this Agreement represents and warrants that he or she is duly authorized and has legal capacity to execute and deliver this Agreement.

  8. Governing Law: The laws of the State of California shall govern the validity, construction, interpretation and effect of this Agreement.  Any and all disputes arising out of or in connection with this Agreement shall be litigated only in court of competent jurisdiction in Los Angeles County, California, and the parties expressly consent to the jurisdiction of said court. 

 

Payment Terms & Schedule 
  1. Design fee is non-refundable, and paid by client in order to:

    1. begin the official mockup requests, receipt, and iteration thereof from one or more artists.

    2. serve as a down payment which will be applied toward the total cost of the project. 

  2. Project completion pre-payment is non-refundable, and paid before mural painting commences

  3. Project completion payment is non-refundable, and paid upon mural completion

  4. Extenuating circumstances for refunds will be handled on a case by case basis.

 

Artist Payment:

  1. Artist shall have full responsibility for the payment of all federal, state and local taxes and contributions, including penalties and interest, imposed pursuant to unemployment insurance, social security, income tax, gross income tax, worker’s compensation or any other similar statute

  2. Before BE provides any payment to Artist, Artist must submit a completed IRS Form W-9.

  3. In consideration for the Artist’s full performance of this Agreement and completion of Artwork pursuant to Section 1, BE shall pay Artist a mutually agreeable flat fee.

Schedule A - The Design Phase

The Artwork here is to be understood as the platform "approved" artwork as noted in email or directly through the platform during the Design Phase, where both Artist and Landlord agree to move forward in writing with said Artwork.

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