The Artist's Reserved Rights Transfer and Sale Agreement, 1971
Preliminary
In 1971, curator- dealer Seth Siegelaub and lawyer Robert Projansky devised The Artist’s Reserved Rights Transfer and Sale Agreement (popularly known as the Artists' Contract). It was conceived as a functional legal instrument addressing the systemic imbalance in New York, securing artists’ economic and moral engagement in the afterlife of their works.
The Contract saw limited use in practice. One of the most famous implementations was when artist Hans Haacke’s work 'On Social Grease' was resold through Christie’s in 1987. Haacke ensured the Contract was displayed on a pedestal during the auction and that bidders were informed of its terms. The sale fetched $90,000, far above estimates, and under the Contract, Haacke received a payout of approximately $10,000.
The Contract’s language also championed moral rights, aspects broader than what could be addressed legally under the U.S. provision of VARA (Visual Artists Rights Act). It was positioned as a contractual alternative to public protection.
Artists like Michael Asher modeled their agreements after the Contract. Asher in the mid 70s crafted his own agreements, drawing upon the Contract, to control production, dissemination, and ownership of his pieces, especially following friction with art dealers.
The Contract was widely reproduced and translated into French, German, Dutch, and Italian during the early 70s. It appeared in publications such as Studio International, Art News, Domus, Leonardo, and more, establishing its academic and art-world presence. In 2009, artist Maria Eichhorn created a book titled The Artist’s Contract featuring interviews with artists like Adrian Piper who used versions of the Contract, and individuals involved in the creation of the Contract.
Below is a digested version of the Agreement. Some verbatim, some paraphrased.
Note
This document was created in New York back in 1971; and while it does have relevance to India in 2025, it is limited. Artists may draw parallels and even insert inspired clauses in their own contracts wherever possible (given that it is legally sound). Majorly relevant to this Agreement is Section 53A (resale rights) and 57 (moral rights) of the Copyright Act of 1957, as well as provisions found under the Contract and Copyright Acts.
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What the Agreement Does
The Agreement gives the artist these rights:
- Each time the work is sold in the future, the artist gets 15% of any increase in its value.
- The artist can track who owns the work at any time.
- The artist must be told when the work will be exhibited, can give advice, and may even veto the exhibition.
- The artist can borrow the work for up to 2 months every 5 years at no cost to the owner.
- The artist must be consulted if repairs are needed.
- If the work is rented out for exhibitions, the artist gets half of the rental fee.
- The artist keeps all reproduction rights.
The economic benefits last for the artist’s lifetime, then for the life of the surviving spouse, plus 21 years, so children benefit while growing up. Aesthetic control lasts only during the artist’s life.
Although the Agreement obliges duties for new owners, these cost very little and bring major advantages. Collectors get:
- A provenance record certified by the artist.
- A clear, respectful one-to-one relationship with the artist that continues with each new owner.
- Recognition that the artist maintains a moral connection to the work, even though the collector owns it.
- Assurance that the work is being used in line with the artist’s intentions.
It applies to all types of art; paintings, sculptures, drawings, graphics, multiples, murals, immovable sculptures, non-object works, or other fine art.
When to Use the Agreement
- The first time a work is permanently transferred.
- When the work goes to any person or group- friend, fellow artist, collector, museum, lawyer, corporation, landlord, relative, dealer.
- Do not use it when simply lending the work for exhibition or when giving it to a dealer on consignment- if the dealer sells the consigned work, then the Agreement applies.
In short: Use the Agreement whenever you give up ownership of a work permanently.
How it starts:
- The artist and first owner sign the Agreement.
- A notice of the Agreement is also attached to the artwork itself.
How to Use the Agreement
- Make copies: Print multiple copies of the Agreement. You need at least 2 per transfer- one for you, one for the new owner
- Fill out forms: Complete a copy for yourself, one for the new owner, and cut out the notice from an extra copy of the last page to attach to the work. Write clearly.
- Follow instructions: Fill in all required spaces, cross out what doesn’t apply, and make sure the Notice is complete. The contract mentions 'sale' and 'purchase,' but this also covers gifts, trades, or barter. 'Collector' is just a general term. The Agreement is not a bill of sale or invoice. If the work is sold for money, prepare a separate bill of sale for financial records. In Article One, write down the price or agreed value. If the work is later sold for more, you get 15% of the increase. The higher the value entered, the more favorable it is for the buyer. If you don’t want certain rights, like the right to veto exhibitions, strike them out. Many collectors dislike heavy restrictions on lending works. Keep all rights if you want strong control, but it may make resale harder. If you want limited controls, get a lawyer to draft a short rider.
- Signatures: Both you and the collector sign both copies, so each has a legal original.
- Attach notice: Before delivery, attach the Notice to the work- on the stretcher bar, under a sculpture base, etc.. Protect it with clear clear polyurethane. On large works, you can attach more than one notice.
If the work has no place for a notice or signature, create a separate document describing the work, signed by you, and attach the Notice there. This document then legally stays with the work.
Future Transfers
When the current owner sells or gives away the work, they must:
- Make 3 copies of the Transfer Agreement and Record (TAR) form.
- Fill them out with the new agreed price/value.
- Both old and new owners sign all 3 copies.
- Each keeps one copy; the third goes to the artist or agent along with the 15% payment if required.
- The old owner also gives the new owner a copy of the original Agreement, so they know their duties and can repeat the process when they transfer the work.
The Dealer
If you have a dealer, they are going to be very important in getting people to sign the contract when he/she sells your work. The dealer should make the use of the Agreement a policy of the gallery, thereby giving the artists in the gallery collective strength against those few collectors and institutions who do not really have the artist's interests at heart.
Your dealer knows all the ins and outs that go down in the business of the art world. They know the ways to get the few reluctant art buyers to sign the Agreement- the better the dealer the more ways and the more buyers they know and the easier it will be. They can do what they do now when they want things for their artists- give the buyer favors, exchange privileges, preferential treatment, discounts, hot tips, time, advice and the other things that collectors expect and appreciate.
The Agreement only formalizes what dealers do now anyway; dealers try to keep track of the work they have sold, but as of now they can only rely on exhibition lists, catalogues, hit-or-miss intelligence and publicity to keep them up-to-date. The Agreement creates a very simple record system, which will automatically maintain a biography of each work and a chronological record of ownership. It is private, uncluttered and no dealer should have to hire another secretary to administer it; if each work engenders a dozen pieces of paper over the entire life of the Agreement, It will be a lot. The requirement of giving a provenance to the current owner is no more than what goes on today, but under this system it will be accurate and effortless.
A dealer shouldn't be expected to do this for nothing; it seems reasonable to compensate the dealer with some part of the 15% he/she is collecting for the artist, perhaps one-third of it.
When, as is often the case, an artist moves from one dealer to another, the first dealer might continue to collect whatever payments are occasioned by the resale of the earlier work.
When a dealer buys work directly from the artist, they should write the intended retail value of the work in their Agreement, not the actual amount of money the dealer is paying the artist, which would be less.
Getting the contract signed is mostly a state of mind. If your dealer does not think the benefits of the Agreement are important for you, they will have dozens of reasons why they can't get those few reluctant buyers to sign it; on the other hand, if they seriously want you to have these benefits they will be able to overcome all those obstacles without losing a single sale.
The Facts of Life: You, the Art World and the Agreement
A few have expressed certain reservations about whether or not people will actually use this Agreement. These reservations can be summed up in two statements:
"The economics of buying and selling art is so fragile that if you place one more burden on the collectors of art, they will simply stop buying art.", and
"I will certainly use the Agreement- if everyone else uses it."
The first statement is nonsensical; the art will be just as desirable with, as without the Agreement and there is no reason why the value of the art should be affected at all, especially if this contract is standard practice in the art world- which brings us to the second statement. If there is a problem here, this statement reflects it: it is the concern of the individual artist or dealer that the insistence on the use of the contract will jeopardize their sales in a competitive market.
If we examine this notion carefully, we see it doesn't hold up.
All artists sell, trade and give their work to only two kinds of people: those who are their friends, and those who are not their friends.
Your friends will not give you a hard time; they will sign the Agreement with you. The only trouble will come when you are selling to someone who is not a friend. Since surely 75% of all art that is sold is bought by people who are friends of the artist or dealer-friends who dine together, see each other socially, drink together, weekend together, etc. whatever resistance may appear will come only in respect to some portion of the 25% of your work that is being sold to strangers. Of these people, most will wish to be on good terms with you and will be happy to enter into the Agreement with you. This leaves perhaps 5% of your sales which will encounter serious resistance over the contract. Even this real resistance should decrease toward zero as the contract comes into widespread use.
In a manner of speaking, this Agreement will help you discover who your friends are. If a collector wants to buy but doesn't want to sign the Agreement, you should tell them that all your work is sold under the contract, that it is standard for your work.
If they buy work only from those few artists who won't insist on using the Agreement,they are being foolish; non-use of this Agreement is a nonsensical criterion for building one's collection.
There are other things that you can point out to the reluctant collector. First of all, it's not going to cost them anything unless your work appreciates in value. If that doesn't cut any ice, and they want to keep all of whatever profit they might make with your work, you can simply write in a higher value for it, thus giving them a free ride for the first part of the appreciation they anticipate. If and when they sell your work and they owe you some payment, they don't necessarily have to pay you with money; you can give them credit against the purchase of a new work or take payment in services or something other than money.
Of course, If a collector buys a work without the contract when the use of the Agreement has become the standard practice for the artist, the collector will have to rely on sheer good-will when they later want the artist (or his/her dealer) to appraise, repair or authenticate it. Why they should expect to find any good-will there is anybody's guess.
Is the collector really going to pass up your work because you want them to sign the contract? Work that they like and thinks is worth having? If the answer is yes, given the fact that it won't cost them anything to give you the respect that you as the creator of the work deserve- if that will keep them from buying, they are being very stubborn and foolish.
Using the contract doesn't mean that all your relationships in the art world will hereafter be strictly business or that you will have to enforce your rights down to the last penny. Friends will still be friends; you will be able to waive your rights to payment, in whole or in part, your right to make repairs, to grant reproduction rights, to be consulted-but they will be your rights and the choices will be yours.
The Agreement form has been prepared to be used by any and all artists- known, well-known and unknown. Simply make a lot of copies and use it whenever you give, trade or sell your work. It will be effective from the moment you use it. The more artists and dealers there are using it, the better and easier it will be for everybody. It requires no organization, no dues, no government agency, no meetings, no public registration- just your will to use it.
Enforcement
First, let's put this question in perspective: most people will honor the Agreement because most people honor agreements. Those few people who will try to cheat you are likely to be the same kinds who will give you a hard time about signing the Agreement in the first place. Later owners will be more likely to try to cheat you than the first owner, with whom you or your dealer have had some face-to-face contact, but there are strong reasons why both first and future owners should fulfill the contract's terms.
What happens if owner #2 sells your work to owner #3 and doesn't send you the transfer form? (He's not sending your money, either.)
Nothing happens. (You don't know about it yet.)
Sooner or later you do find out about it. To conceal the sale, owner #3 has to conceal the work and he's not going to hide a good and valuable work just to save a little money. And if they ever want to sell it, repair it, appraise it or authenticate it, they must come to you (or your dealer). When you do find out about such a transfer-and you will- you sue owner #2, who will be stuck for 15% of the increase based on the price to owner #3 or on the value at the time you find out about it, which maybe much higher.
As to falsifying values reported to the artist, there will be as much pressure from the new owner to put in a falsely high value as from the old owner to put in a low value. There are real difficulties inherent in getting two people to lie in unison, especially if it only benefits one of them- the seller. In 95% of the cases the amount of money to be paid to the artist won't be enough to compel the collectors to lie to you.
You will note that in the event you have to sue to enforce any of your rights under the Agreement, Article 19 gives you the right to recover reasonable attorney's fees in addition to whatever else you may be entitled to.
Clauses
PURCHASE AND SALE:
The Artist sells the Work to the Collector, and the Collector buys it, subject to all terms in this agreement. The agreed purchase price is acknowledged as received. The price also serves as the initial valuation for this agreement.FUTURE TRANSFERS:
If the Collector later sells, gifts, trades, transfers, or otherwise disposes of the Work (including by inheritance, law, or destruction with insurance payout), the Collector or their representative must: (a) File a completed and signed Transfer Agreement and Record (with Artist or Artist’s agent) within 30 days of the transfer or insurance payout and (b) Pay the Artist (or Artist’s agent) 15% of the Appreciated Value within 30 days of such transfer or payout.- PRICE/VALUE: The “price or value” entered on the Transfer Agreement and Record will be (a) The actual sale price, if sold for money, (b) The monetary value, if exchanged for something else of value, (c) The fair market value, if transferred in any other way.
- APPRECIATED VALUE: “Appreciated Value” means any increase in the Work’s value compared to its prior recorded price. This is determined by the most recent Transfer Agreement and Record. If no such record exists, appreciation is measured from the original purchase price in Article One. If no new record is filed, appreciation is still calculated based on the Work’s actual market value at the time of transfer or discovery of transfer.
- TRANSFEREES TO RATIFY AGREEMENT: The Collector cannot transfer the Work without requiring the new owner to accept and confirm all terms of this agreement. This acceptance must be recorded through the transferee signing and filing a Transfer Agreement and Record.
- PROVENANCE: The Artist (or Artist’s agent) will keep a file and record of every transfer for which a Transfer Agreement and Record is filed. On request by the Collector or their successors, the Artist will provide written provenance and history of the Work, confirm authenticity, and supply records to critics or scholars when reasonably requested. These records remain the sole property of the Artist. Read more about provenance.
- EXHIBITION: (a) The Collector must notify the Artist in writing before exhibiting the Work, giving all details and allowing Artist to advise or request changes. (b) The Collector cannot publicly exhibit the Work without the Artist’s consent. (c) If the Artist fails to respond in time, it is treated as consent to that specific exhibition.
- ARTIST’S POSSESSION: The Artist may reclaim the Work for up to 60 days every five years, with at least 120 days’ written notice, solely for public exhibition in a nonprofit or public institution. This will be at no cost to the Collector, provided insurance and safe transport are arranged.
- NON-DESTRUCTION: The Collector agrees not to intentionally damage, alter, or change the Work in any way.
- REPAIRS: If the Work is damaged, the Collector must consult the Artist before starting any repairs. Where possible, the Artist should be given the chance to do the restoration.
- RENTS: If the Collector earns any money (e.g., rent or compensation) from public exhibition of the Work, half of that amount must be paid to the Artist (or Artist’s agent) within 30 days.
- REPRODUCTION: The Artist retains full rights to copy or reproduce the Work. The Collector must allow reasonable reproduction of the Work in exhibition catalogues or similar materials connected to public display.
- NON-ASSIGNABILITY: The Artist cannot assign the rights created in this Agreement during their lifetime, except that this restriction does not limit the Artist’s copyright rights.
- NOTICE: The Artist and Collector agree that a permanent Notice of this Agreement (see last page of document) must be affixed to the Work (or to documentation if the Work’s nature requires). This Notice confirms that ownership, transfer, exhibition, and reproduction of the Work are governed by this Agreement.
- TRANSFEREES BOUND: Any transferee of the Work, with notice of this Agreement, is legally bound by all its covenants as if they had signed a Transfer Agreement and Record at the time of transfer.
- EXPIRATION: This Agreement binds the Artist, Collector, and their successors until 21 years after the death of both the Artist and the Artist’s surviving spouse (if any). Exceptions: obligations in Articles Seven, Eight, and Ten apply only during the Artist’s lifetime.
- WAIVERS NOT CONTINUING: If either party waives a right or provision once, that does not mean future waivers apply. Failure to enforce a right in one instance does not cancel or weaken the right for later enforcement.
- AMENDMENT IN WRITING: This Agreement can only be amended, modified, or ended through a written document signed by both parties.
- ATTORNEYS’ FEES: If one party sues the other for breach of this Agreement, the winning party can recover reasonable attorneys’ fees in addition to any other remedies.