Terms of Service
We reserve the right to refuse service to anyone at anytime for any reason while at Jen Tough Gallery.
Last updated: October, 2024
The Host (Jen Tough Gallery, LLC / JTG) and Guest (Artist) agree as follows:
License. Subject to the terms and conditions of this Agreement, the Host grants a non-transferable license to occupy and use the Space in the Building (the “License”) during the Term and the Guest accepts such License.
House Rules. During the Term, the Guest agrees to accept the terms, conditions, and policies provided by the Host relating to the use of the Space, including building security procedures
Payment. The Guest agrees to pay the Fees, Charges, Deposits, and Taxes for use of the Space to the Host
Definitions. Capitalized terms used and not otherwise defined in this Agreement or the Exhibit and Schedules shall have the meanings set forth in the Section entitled "Definitions" below.
Entire Agreement. This Agreement constitutes the entire agreement between the Host and the Guest regarding the use of the Space and supersedes any prior agreements between the Host and Guest relating to Guest's use of the Space.
Definitions
“Agreement Time” shall mean the date and time the reservation is booked through the Service;
“Host” shall mean the Host and the Host’s email and address shall have the values set by the Host in the Host’s Profile as of the Agreement Time;
“Guest” shall mean the Guest and the Guest’s email and address shall have the values set by the Guest in the Guest’s Profile as of the Agreement Time;
“Space” shall be the Space the Guest reserves by booking a reservation through the Service;
“Building” shall be the Building in which the Space is located as set by the Host in the Profile for the Space as of the Agreement Time;
“Term” shall be the term of the reservation specified by the Guest and authorized by the Host;
“Fees” shall be the Fees set by the Host for the Space
“Charges” shall be the Service Charge set by Jen Tough Gallery, LLC (JTG) to provide the Service.
“Taxes” shall be the taxes set by the Host and collected by JTG on the Host’s behalf.
License Terms
Compliance
You agree to abide by and cause your associates, agents, guests, invitees, contractors and subcontractors ("Invitees") to abide by this Agreement and any applicable House Rules provided by the Host.
Possession and Delivery
The Space is accepted by the Guest in its “as-is” “where-is” condition and configuration. If, for any reason, the Host is unable to provide use of a Space at the anticipated beginning of the Term, you shall have the right to cancel the License with no penalty and be entitled to a full refund of amounts paid.
Workspace Use and Access
Guests have access 24/7 to their studio and common areas.
QUIET HOURS ARE BETWEEN 9PM AND 9AM
FOR THE COMFORT OF OTHER ARTIST-GUESTS, AMPLIFIED MUSIC IS NOT ALLOWED. PLEASE USE HEADPHONES/AIRBUDS
You agree to use the Space provided to you for art studio and art sales purposes only and you may not use the Space to carry out any illegal activities or use the Space (a) in violation of law, the House Rules, or any other reasonable regulations or rules adopted by Host during the Term, or (b) for any immoral, unlawful, or objectionable purposes. Further, you shall not use or permit the usage of any illegal drug or substance and shall not make or permit any unreasonable or unnecessary noises or odors in or upon the Space or the Building. You shall not commit, or suffer to be committed, any waste upon the Space or any nuisance (public or private) or other act or thing of any kind or nature whatsoever that may disturb the quiet enjoyment or cause unreasonable annoyance of any other occupants in the Building. Guests in violation of the above will be asked to leave immediately with no refunds.
You agree not to exceed the Maximum Occupancy of the Space.
You shall not make alterations, additions or improvements to the Space, including the installation of lighting
You shall not generate, store, install, dispose of or otherwise handle any hazardous materials in the Space, or in or around the Building, in any manner contrary to any applicable law. You shall be liable for the costs of any removal, clean-up and/or remediation of any hazardous materials released by you or your Invitees.
You agree that the Host has the right, to require that you relocate to another Space in the same Building of equal or larger size and similar configuration for the remainder of the Term, provided that the Fees for such new workspace are no greater than the Fees for your current Space.
The Host or its authorized representatives may enter the Space at any time. Unless there is an emergency, the Host will, as a matter of courtesy, try to inform you in advance when the Host needs access to the Space to carry out testing, repair or work other than routine inspection, cleaning and maintenance.
Good Care
You must take good care of and not damage, waste or make any changes to the Space. You shall not alter, add, replace, remove or damage any furnishings, equipment or other personal property located in, on or around the Space, the Shared Facilities, the Host Area or the Common Areas which is not owned by you or your Invitees ("Host Personal Property"). At the end of the Term, you must deliver the Space and all Host Personal Property to the Host in good condition, normal wear and tear excepted. If any damage (beyond normal wear and tear) to the Space or the Host Personal property should occur while in your care, custody or control, you agree to pay reasonable repair/replacement costs and to notify the Host immediately upon discovery of such damage occurring, but no later than 8 hours later. You are liable for any damage caused by you or your Invitees to the Space, the Shared Facilities, the Common Areas, the Host Personal Property or the Building.
Common Areas
You also have access to and non-exclusive use of any portions of the Building designated for common use of tenants and others ("Common Areas"), as, and to the extent, described in the House Rules. The Common Areas may be changed, relocated, altered, eliminated or otherwise modified at any time during the Term without the consent of, or notice to, Guest. Unless otherwise set forth in the House Rules, the right to parking is not provided under this Agreement.
Shared Facilities
Guests have access to and non-exclusive use of any shared office equipment and the kitchenettes (the “Shared Facilities”) located in the Space on a first-come, first-served basis as, and to the extent, described in the House Rules. The Host may make changes to the Shared Facilities from time to time during the Term including, without limitation, removal of all or portions of the Shared Facilities without your consent or notice to you.
Keys and Security
Any keys for the Space or the Building, which the Host lets you use, remain the Host’s property at all times. You shall not make any copies of them or allow anyone else to use them without the Host’s consent. Any loss of keys must be reported to the Host immediately, and you must pay the cost of replacement keys or cards and or changing locks, if required by the Host. You shall not place any additional locks or bolts of any kind upon any of the doors or windows of the Space or Building nor make any changes to existing locks or the mechanisms thereof.
Name and Address
You may only conduct art sales business in your name or business name. You shall not put up any signs on the doors to the Space or Building or anywhere else, which are visible from outside the Space you are using, or the Building.
Mail and Packages
Mail and packages containing art or art supplies may be delivered to you at the Building. Host is not responsible for misplaced, lost, mis-delivered, or damaged packages. Host is not responsible for tracking, locating or replacing lost packages or materials. Only art supplies and art will be accepted packages at facility, not personal items.
Conduct & Non-Discrimination Policy
You acknowledge that the Host is and will continue to be an equal opportunity employer and that the Host prohibits any form of discrimination against any of its employees (whether by its employees, its clients, including you, or others), including, on the basis of race, color, creed, religion, age, gender, marital status, sexual orientation, national origin, or disability, or other characteristics protected by law.
Guests may not, under any circumstances, prevent visitors from entering your studio based on their race, color, creed, religion, age, gender, marital status, sexual orientation, national origin, or disability, or other characteristics protected by law. Any guest found discriminating against any visiting person(s) will be asked to leave immediately with no refunds.
In recognition of this policy, you and your officers, directors, employees, shareholders, partners, agents, representatives, contractors, customers, or invitees shall be prohibited from participating in any type of harassing or abusive behavior to employees of the Host or its affiliates, other clients, guests, artists or invitees, verbal or physical in the Building for any reason.
You further agree, upon the request of the Host, to cooperate with the Host in its efforts to enforce and maintain its equal opportunity, non-discrimination and anti-harassment policies. The Host may immediately terminate this Agreement without cost or penalty if Guest or any of Guest's associates engage in any behavior that the Host deems is contrary to such policies, and no refunds will be given.
Damages and Insurance
You are responsible for any damage you cause to the Space or any Host Personal Property beyond normal wear and tear. You are responsible for arranging insurance for your personal property against all risks and for your liability to and for any third parties and for maintaining any specific insurance set forth in the House Rules. You have the risk of damage, loss, theft or misappropriation with respect to any of your personal property and liability to and for your associates. You agree, as a material part of the consideration to be rendered to the Host under this Agreement, to waive any right of recovery against the Host, its directors, officers and employees for any damage, loss, theft or misappropriation of your property under your control and any liability to and for your associates and third parties, including for injuries to you or your Invitees in or about the Space, and you agree to hold the Host exempt and harmless and defend the Host from and against any damage and injury to any such person or to such property, arising from your use of the Space or from your failure to keep the premises in good condition and repair as provided in this Agreement. All property in your Space is understood to be under your control.
Cancellation
All Fees, Charges, and Taxes paid by Guests are non-refundable, except as expressly stated in this Agreement.
SEE OUR CANCELLATION POLICY HERE
Indemnity
You agree to indemnify, defend and hold the Host, its landlord, if applicable, and any mortgagee harmless from and against any loss, liability, claim, demand, damages, costs and expenses, including reasonable attorneys' fees, arising out of or in connection with your and your Invitees' use of a Space, Common Areas or Shared Facilities, or any violation of applicable law, this Agreement or House Rules.
Disclaimer
EXCEPT AS PROVIDED HEREIN AND IN ANY HOUSE RULES, THE HOST IS PROVIDING ITS SPACE TO THE GUEST "AS IS," AND HOST DISCLAIMS ANY AND ALL OTHER REPRESENTATIONS AND WARRANTIES WITH RESPECT TO THE SPACE, WHETHER EXPRESS OR IMPLIED, INCLUDING IMPLIED WARRANTIES OF TITLE, MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE OR NON-INFRINGEMENT. HOST CANNOT AND DOES NOT GUARANTEE AND DOES NOT PROMISE TO GUEST, ANY SPECIFIC RESULTS FROM USE OF THE SPACE. HOST DOES NOT REPRESENT OR WARRANT THAT THE SPACE WILL MEET YOUR REQUIREMENTS; THAT THE SPACE MEETS APPLICABLE LEGAL STANDARDS OR IS SAFE AND SUITABLE FOR YOUR INTENDED USE.
Liability
IN NO EVENT WILL HOST OR ITS DIRECTORS, EMPLOYEES, AGENTS, AFFILIATES OR SUPPLIERS BE LIABLE TO GUEST OR ANY PARTY CLAIMING THROUGH GUEST, FOR ANY INDIRECT, CONSEQUENTIAL, EXEMPLARY, INCIDENTAL, SPECIAL OR PUNITIVE DAMAGES, INCLUDING FOR ANY LOST PROFITS, LOST DATA, PERSONAL INJURY OR PROPERTY DAMAGE, OF ANY NATURE WHATSOEVER, ARISING FROM THE GUEST’S USE OF THE SPACE, ANY CONTENT OR OTHER MATERIALS ON, ACCESSED THROUGH OR DOWNLOADED FROM THE MARKETPLACE SERVICE, OR GUEST’S USE OF THE SPACE, EVEN IF THE HOST IS AWARE OR HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. NOTWITHSTANDING ANYTHING TO THE CONTRARY CONTAINED HEREIN, AND TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, HOST'S LIABILITY TO GUEST OR ANY PARTY CLAIMING THROUGH GUEST, FOR ANY CAUSE WHATSOEVER, AND REGARDLESS OF THE FORM OF THE ACTION, IS LIMITED TO THE AMOUNT PAID FOR THE SPACE, IN THE 12 MONTHS PRIOR TO THE INITIAL ACTION GIVING RISE TO LIABILITY. THIS IS AN AGGREGATE LIMIT. THE EXISTENCE OF MORE THAN ONE CLAIM HEREUNDER WILL NOT INCREASE THIS LIMIT.
THE PARTIES SHALL INDEMNIFY, DEFEND AND HOLD HARMLESS JEN TOUGH GALLERY LLC FROM AND AGAINST ANY LOSS, LIABILITY, CLAIM, DEMAND, DAMAGES, COSTS AND EXPENSES, INCLUDING REASONABLE ATTORNEYS' FEES, ARISING OUT OF OR IN CONNECTION WITH ANY USE OF THE SPACE, OR ANY VIOLATION OF APPLICABLE LAW, THIS AGREEMENT OR HOUSE RULES.
Suspension of Services
The Host may by notice suspend the provision of services (including access to the Space) for reasons of political unrest, strikes, terrorism, Acts of God or other events beyond the Host’s Reasonable control. This Agreement shall automatically terminate if the Space is rendered unusable as a result of a fire, other casualty or a condemnation. As between Host and Guest, all proceeds of any condemnation award shall belong to Host and all insurance proceeds of Host shall be retained by and belong to Host. The Host may also suspend the provision of services (including access to the Space) in the event the Space or the Building is being renovated or repaired, in which event you will be relocated to another space within the building all at the Host’s reasonable cost.
Sublicensing
You may not sublicense, assign, transfer any interest in this Agreement or allow any third party to use any portion of the Space, the Shared Facilities or the Common Areas.
No Lease
YOU ACKNOWLEDGE THAT THIS AGREEMENT IS NOT A LEASE OR ANY OTHER INTEREST IN REAL PROPERTY. IT IS A CONTRACTUAL ARRANGEMENT THAT CREATES A REVOCABLE LICENSE. The parties do not intend to create a lease or any other interest in real property for the benefit of Guest through this Agreement. The Host retains legal possession and control of the Space assigned to Guest. This Agreement and the License granted hereunder shall terminate simultaneously with the termination of the operation of the Host Area for any reason at no cost or penalty to Host. When this Agreement expires or is earlier terminated, your license to occupy the Space shall automatically be revoked. You agree to remove your personal property and leave the Space as of the date of such expiration or termination. The Host is not responsible for your personal property left in the Space after expiration or termination. If you fail to remove your personal property, at the Host’s option, such personal property shall (a) be deemed conveyed to the Host and shall become the property of the Host, or (b) be removed from the Space by the Host at the Guest’s expense.
No Broker
You represent that you have dealt with no broker in connection with this Agreement. You agree to indemnify, defend and hold the Host harmless from any claims of any brokers claiming to have represented you in connection with this Agreement.
Subordination
This Agreement and any applicable House Rules are subordinate to any underlying lease, mortgage, deed of trust, ground lease or other lien now or subsequently arising upon the Space or the Building and to renewals, modifications, refinancings and extensions thereof including the Host’s lease with the Host’s landlord and to any other agreements to which the Host’s lease is subordinate.
Jurisdiction
This Agreement shall be interpreted and enforced in accordance with the laws of the state of New Mexico.
