Cancellation / Return / Exchange Policy
1. Appointment of sales agent
The Principal, hereby appoints the Agent as its exclusive sales agent to promote sales of the Artwork on
behalf of the Principal, and the Agent hereby accepts such appointment on the terms and conditions set
forth in this Agreement (the “Services”).
2. The Artwork
The Artwork shall be any paintings, drawings, photographs, sculptures or other works of art owned by the
Principal and for which the Parties agree that the Agent shall provide the Services described in Section 4
below, from time to time, including without limitation, those Artworks listed in Annex A hereto (the
3. Principal’s warranty and liability
To give effect to the provisions of this Agreement, the Principal hereby represents and warrants that he is
the sole owner and legal titleholder of the Artwork. The Principal further represents and warrants that he
possesses unencumbered title to the Artwork and all intellectual property rights therein, including without
limitation, copyright, trademark, trade secrets, service mark, patent and design rights, and has the full right,
power and authority to make and enter into this Agreement and is not subject to any obligation, agreement,
restriction or prohibition which interferes with the Principal’s ability to enter into and fulfil the terms of this
The Principal, further represents and warrants the authenticity of the Artwork and as such shall, upon the
signature of this Agreement, provide the Agent with a certificate of authenticity that conforms with industry
BETWEEN: Newport brushstrokes fine art Inc., having a place of business at 4020 Saint-
Ambroise Street suite 100, Montreal, Quebec, H4C 2C7;
The Agent and the Principal are, together, referred to as the “Parties”
WHEREAS the Principal desires to appoint the Agent as its exclusive sales agent to promote the sale of certain
artwork owned by the Principal;
WHEREAS, the Agent desires to accept such appointment upon the terms and conditions set forth in this Agreement;
NOW, WHEREFORE, the Parties agree as follows:
The Principal, alone shall be liable to warrant the quality of the Artwork to any purchasers of the Artwork.
The Principal, further represents and warrants that the Agent is and shall be the sole and exclusive sales
agent for the Artwork during the term of this Agreement.
4. Agent’s Services
The Agent hereby undertakes to provide the Principal with the following services (the “Services”):
a) To promote sales of the Artwork on behalf of the Principal, by displaying the Artwork using any means,
methods and platforms which the Agent, in its sole discretion, deems appropriate;
b) To assist potential purchasers of the Product in completing the order form, if necessary;
c) To promptly submit to the Principal, for the Principal’s attention and handling, all order forms received
by the Agent from potential purchasers.
5. Loss or damage
The Principal shall be strictly liable for loss or damage to the Artwork from the date of this
Agreement to the taking of possession of the Artwork by any purchaser of the Artwork. In the
event of loss or damage to the Artwork during such time that cannot be restored, the Agent
shall be entitled to any amounts owed by the Principal to the Agent pursuant to Annex B i n
addition to damages and legal fees.
For greater certainty and without limiting the generality of the foregoing, the Principal alone
shall be responsible for any storage, packing and shipping of the Artwork.
The Agent shall be entitled to terminate the Agreement immediately in its entire discretion in the following
a) In the event that the Agent has reason to believe that the representations and warranties made by the
Principal under Section 3 of this Agreement are untrue.
b) In the event that the Principal fails to make payment pursuant the terms set forth in Annex B to this
c) In the event that the Agent is no longer able to use any third-party platform or display the Artwork on
any third-party platform used by the Agent to promote or market the Artwork.
d) In the event that the Artwork is lost or damaged pursuant to the terms of Section 7 of this Agreement.
In the event that this Agreement is terminated, the provisions of Annex B shall remain in force with regards
to all order forms completed by any potential purchaser prior to such termination.
Upon termination of this Agreement, the Agent shall not be liable to the Principal for compensation,
reimbursement, or damages on account of the loss of prospective profits, loss of opportunity or any other
7. Third-Party Terms and Conditions
The Parties acknowledge that this Agreement shall be subject to the terms and conditions and other policies
of any third-party platform used to promote, market, display or sell the Artwork.
8. Choice of Law and Jurisdiction
This Agreement is governed by and is to be construed and interpreted in accordance with, the laws of the
province of Quebec and the laws of Canada applicable therein. Any dispute arising in the interpretation and
application of this Agreement shall fall within the exclusive jurisdiction of the courts of Montreal, Quebec.
9. Entire Agreement
This Agreement represents the entire agreement between the Parties on the subject matter thereof and the
provisions of this Agreement shall supersede all prior oral and written commitments, contracts and
understandings with respect to the subject matter of this Agreement. This Agreement may only be amended
or modified in a writing signed by both Parties.
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