This ENSPIRATI MEMBERSHIP AGREEMENT (this “Agreement”) is made and entered into as of the date it is executed by Artist below (the “Effective Date”) by and between the GLOBAL ARTS MOVEMENT FOR EDUCATION, a Florida not-for-profit corporation (“GAME”) and the person or entity signing below (“Artist”), as follows:
 

Enspirati.  GAME offers Artist membership in its artists’ professional guild known as Enspirati, provided Artist abides by all of the provisions of this Agreement and such rules and regulations as may be promulgated by GAME from time to time at http://www.globalartsmovement.org/rr.php.  GAME reserves the right to refuse membership to any person or entity for any reason.

Membership.  Artist shall pay to GAME the annual membership fee of $100 (or such other amount as GAME shall designate from time to time) in exchange for each year of membership in Enspirati.  As a fully-paid member of Enspirati, Artist shall be entitled to enjoy the membership benefits set forth herein and such other benefits as may be published by GAME from time to time at http://www.globalartsmovement.org/enspirati.php

Artwork Submission for Potential Sale.  By following the instructions at http://www.globalartsmovement.org/enspirati.php, Artist may submit one or more works of art or appropriate reproductions thereof (“Artwork”) to GAME for GAME’s review for potential marketing and sale.  Artist represents and warrants to GAME that all Artwork so submitted is and will be Artist’s original work of authorship and that Artist is the sole and exclusive owner of the Artwork with the authority to enter into this Agreement.  Artist hereby grants GAME the nonexclusive right and license to market and sell the Artwork, and, in furtherance thereof, to reproduce and publicly display the Artwork and derivative works thereof. 

No Obligation to Sell.  GAME may elect to market and sell any Artwork at GAME’s sole and absolute discretion and in such manner as GAME may reasonably determine, including through online sales channels.  GAME may refuse to accept any Artwork for any reason.  GAME may elect not to market particular Artwork and shall not be obligated to do so.  GAME may elect to include certain Artwork at some events but not others.  Sale of Artwork is not guaranteed and GAME makes no representations of warranties of any kind hereunder.  GAME may take possession of Artwork for shows and in certain other circumstances.  Artist is advised to obtain insurance against loss for all Artwork in transit, on display, and otherwise.  Submission of Artwork shall be at Artist’s own risk and at no time and under no circumstances shall GAME be responsible for any loss or damage to any Artwork.

Sale of Artwork.  In the event that GAME facilitates the sale of any Artwork through any means, GAME shall advise Artist thereof, collect payment of the sales price in full from buyer, and then ship, or instruct Artist to ship, such Artwork to buyer.  Within 30 days after GAME’s receipt of buyer’s notice indicating buyer’s receipt and acceptance of such Artwork free from damage, GAME shall pay to Artist 50% of the net sales price collected from buyer for such Artwork (such net price being equal to gross monies collected minus GAME’s shipping and handling charges, applicable taxes, and other costs to GAME arising directly in furtherance of such sale).  GAME shall contribute the remaining 50% to its foundation for charitable giving.  GAME may from time to time in its sole and absolute discretion elect to maintain a holdback account equal to a reasonable percentage of aggregate collections from all sales to use to avoid losses due to chargebacks, credits, refunds, the like.  If Artist receives more than $600 in any year from GAME, GAME may be required to report the same on an IRS Form 1099, and Artist shall provide GAME with Artist’s taxpayer identification number for that purpose.

Indemnity.  Artist shall indemnify, defend, and hold harmless GAME from and against any claims (including all damages, costs, and reasonable attorneys’ fees) respecting damage or loss to Artwork, or arising from any actual or threatened breach of any provision hereof by Artist or in connection with the Artwork, including without limitation that the Artwork infringes any third party intellectual property rights or that Artist does not have the unencumbered right to enter into this Agreement and submit the Artwork for sale.

Term and Termination.  The term hereof shall begin on the Effective Date and shall end on the first anniversary thereof unless and until Artist pays the annual membership fee for the following year, in which case this Agreement shall renew for additional one-year terms for so long as Artist continues to so renew.  Either GAME or Artist may terminate this agreement at any time by providing the other with a written notice of termination.  In all events, membership fees shall be nonrefundable

General.  Florida law shall govern the interpretation and enforcement of this Agreement and any disputes arising hereunder, which shall be resolved in the courts of competent jurisdiction located in Tampa, Florida.  In response to Artist’s actual or threatened breach hereof, GAME may pursue and obtain all available legal and injunctive remedies, without posting bond, and Artist shall pay GAME’s costs and expenses (including reasonable attorneys’ fees) in connection therewith.  This Agreement may not be assigned by Artist to any third party, it is not intended to have any third party beneficiaries, and it may not be amended accept in writing mutually executed.  Enspirati and GAME are trademarks of Screamineyes, LLC, and may not be used or reproduced by Artist without permission.  This Agreement reflects the complete understanding between GAME and Artist with respect to the subject matter hereof and supersedes all prior agreements and understandings with respect thereto