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Contracts

Arts management work involves contracts the whole time, but this does not necessarily mean that we understand how contract law works. There are some very widespread myths and misunderstandings about contracts that need correcting. You need to know enough about contract law to ensure that you and/or your organisation are operating legally and are adequately protected by the contracts that you use.

What is a Contract?

A contract is a legally binding business agreement between two or more people or organisations.

It does not necessarily have to be written down, or signed, or witnessed. Verbal agreements are binding and have the full force of the law. However, I would advise you to confirm any verbal agreement in writing wherever possible, as this adds clarity and certainty to the situation.

A contract can be as simple as buying a cup of coffee, or as complex as leasing a building.

Even in situations that are covered by specific legislation, such as employment law, or landlord and tenant, behind the specifics lies basic contract law.

You need to know:

  • what major contracts the organisation / department uses
  • who has the authority to make which contracts
  • what responsibility you have for contracts and overseeing those made by others
  • what knowledge you need of contract law
  • where you go for specialist advice when needed.

A Desiderata for Contracts

1. Go gently into the world of arts management. Treat any contracts you make seriously and ensure you follow through any commitments given.

2. Contracts are the basis for all your work. They begin when one person's offer is accepted by another person, and either side agrees to provide some form of exchange of work, money or things.

3. Most of your contracts will start life verbally. Verbal contracts have legal force and should be respected. Make written notes of important verbal contracts that you make.

4. Wherever possible, confirm contracts in writing. Signatures provide useful proof of agreement. But be aware that actions can also show agreement.

5. Do not panic or feel intimidated. Almost all contract making is common sense.

6. Your contracts should help you in your professional practice, and for this reason develop checklists of issues to cover, or use model contracts in your work. In this way you can ensure that you have the cover and the flexibility that you need.

7. Remember that you are not alone. There are sources of information for you, and there is free help out there when things go badly wrong.

8. Above all, you have rights that should be respected. But you should maintain your professionalism and decide wisely whether to pursue your rights when circumstances change or contracts become difficult for others to fulfil.

9. Do not make unreasonable demands of others, or allow them to make such demands of you. Contract law provides protections when contracts are broken, and in return it requires you to act reasonably.

10. If a contract you have is broken, then you have a right to damages, that seek to put you in the position you would have been in if the contract had gone ahead as planned. This may mean that you can claim money due to you under the contract. In parallel, in some circumstances, you may also have to try to replace the income from another source - find other work, if this is practical.

By Madeline Hutchins

Click here for Contracts Explained

Key Resources on Contracts

Visual Arts Contracts : Introduction
by Nicholas Sharp
Pub: A N Publications 2nd edition 1995 £1.50 Written by a solicitor, but using straightforward language, this explains legal terms and looks at some of the basic dos and don'ts of contracts. It includes the implied term of 'fitness for purpose', the power of verbal contracts, some standard contract terms with their wordings explained, hints on negotiating, and dealing with contract disputes. Recommended.

Visual Arts Contracts Series
by Nicholas Sharp (listed below)
Each of these takes an in depth look at a particular topic, with one or more sample contracts and commentary on the clauses used. They all come with copyright permision for the buyers to copy the contracts for their own use in their professional practice. Excellent guidance is given in these - and much of it can be adapted to other settings where model contracts are not available.

Visual Arts Contracts : Licensing Reproductions
by Nicholas Sharp
Pub: A N Publications 1994 £3.50
This covers the business of licensing of reproduction rights for art and design. The first sample contract is suitable for a limited or flat fee licence, the second is for more complex licences involving royalty payments.

Visual Arts Contracts : Selling Contracts
by Nicholas Sharp
Pub: A N Publications 1993 £3.50
This deals with selling, and is suitable for selling all types of art objects. The first contract type is suitable for an outright sale. The second type is suitable for consignment/sale or return at a gallery or shop.

Visual Arts Contracts : Galleries, Dealers and Agents
by Nicholas Sharp
Pub: A N Publications 1996 £3.50 More specific contracts for guidance and copying.

Visual Arts : Residencies Contract
by Nicholas Sharp
Pub: AN Publications £3.50
Two model contracts, one for residencies and one for workshops, with excellent introductory notes and explanation of the complexities of producing art with and for other people. Although meant for visual artists, this is of great use to all those involved in collaborative work of this kind.

Visual Arts : Public Exhibition Contract
by Nicholas Sharp
Pub: AN Publications £3.50
Model contracts that show best practice, with excellent guidance notes.

Mutual Obligations - NCVO's Guide to Contracts With Public Bodies
by Joss Saunders
Pub: NCVO 1998 £15.00 ISBN 0 7199 1537 6
Extremely useful guidance for organisations providing services to Local Authorities and others under a contract or service level agreement (and relevant to Best Value). It is written from the principle that contracts are shared undertakings that involve mutual obligations between contract partners. It covers negotiations, liabilities and protecting the organisation's interests. One section is a step by step guide through typical clauses found in agreements. Recommended.

Business Equipment Contracts - How to avoid the pitfalls
by NCVO Development Team
Pub: NCVO 1996 £5.00
This tackles the vexed question of photocopier leasing etc. Did you know there's an association for sufferers at the hands of draconian leasing arrangements? If you are deciding what to buy or want to check out the vocabulary used on the financing, or you need help on reviewing an agreement, then this booklet could be invaluable to you. The section on pros and cons of fax machines seems quaintly dated now
, but that's technology for you. There's loads of helpful legal advice on contract terms and useful questions to help you assess your copier use. Recommended.

The Arts Promoter's Pack - A guide to putting on an arts event for small scale venues and promoters
by Jo Hilton
Pub: East Midlands Arts 2nd edition 1997
Special Price - £3 ISBN 0 9507027 6 5
Written for promoters / programmers of arts events and very valuable for both venues and festivals, this is a comprehensive guide that takes you right through the business of promotion. Sections include, programming, legal and admin, marketing, funding, finance, policies and people. Highly recommended.