1.0 ACCEPTANCE OF TERMS
1.1
The applicant’s (the “Participant”) participation in the Access ART X Prize (the “Competition”) and their access to and use of artxlagos.com (the “Website”) and any Services referred to in Clause 2 below, are subject to these Terms and Conditions. Please note that the Access ART X Prize is a competition and while several Participants may apply and participate, two (2) Participants will be selected as the Gasworks UK Residency Award Winner and the Yinka Shonibare GAS Foundation NG Residency Award Winner respectively. Neither approval of the application to participate in the Competition, permission to access and use the Website/Services or any actions or inactions save for the announcement and issuance of the winnings (“Prize Winnings”) to the Winners shall be construed as entitling any Participant to the Prize Winnings.
1.2
These Terms and Conditions constitute a binding legal agreement between the Participant and ART X Collective Limited (the “Organiser”, “us”, “we” or “our”) and by entering into the Competition and using the Website/Services, the Participant is deemed to have fully accepted the terms, conditions and disclaimers contained in the Terms and Conditions and the Data Protection and Privacy Policy (“Policy”) and Terms of Use of the Organiser’s Website (kindly refer to the Website for a review of the Policy and Terms of Use). By accessing and/or using the Website, the Participant agrees that his/her personal data may be collected, stored, shared, processed, and used in accordance with the Policy and that his/her use of the Website will be guided by the Terms of Use.
1.3
If the Participant does not accept these Terms and Conditions, the Policy and the Terms of Use, he/she must immediately discontinue the use of the Website/Services and cannot participate in the Competition
2.0 DEFINITION OF TERMS
2.1
“African/Diasporan Participant” shall mean any participant of African descent, heritage or lineage, living and working in any African Country, or any Participant who identifies as a member of the African Diaspora globally and can trace their ancestry and connection to Africa.
“Date of Currency Conversion” shall mean the date of payment of the Grant, in part or in full, to each Winner.
“Gasworks UK Residency Award Winner” shall mean the Nigerian Participant who is awarded the opportunity of the 3-month residency at Gasworks, London, United Kingdom in 2024 along with other Prize Winnings listed in Clause 4.2.1 below.
“Nigerian Participant” shall mean any participant who is a Nigerian Citizen living and working in Nigeria.
“Presentation” shall mean each Winner’s exhibition at ART X Lagos 2024.
“Winners” shall mean the Gasworks UK Residency Award and Yinka Shonibare GAS Foundation NG Residency Award Winners selected by the Jury from amongst the Finalists.
“Yinka Shonibare GAS Foundation NG Residency Award Winner” shall mean the African/Diasporan Participant who is awarded the opportunity of the 3-month residency at Yinka Shonibare GAS Foundation, Lagos, Nigeria in 2024 along with other Prize Winnings listed in Clause 4.2.2 below.
3.0 THE SERVICES
3.1
The Website provides for participation in the Competition through the submission of an Application Form.
3.2
The Website, the Organiser and Access Corporation (the “Sponsor”) may, from time to time, provide some communication tools such as image galleries, administration areas, emails, news groups, forums and/or other message or communication facilities (the “Services”) designed to enable the Participant to participate in the Competition, access information and communicate with others. Unless stated otherwise, the Services are for the Participant's personal and non-commercial use only.
3.3
Except as expressly provided in these Terms and Conditions or on the Website, no part of the Services may be copied, reproduced, republished, uploaded, posted, publicly displayed, encoded, translated, transmitted, distributed, sold, licensed or otherwise exploited for any purpose whatsoever, without the express prior written permission of the Organiser.
4.0 THE PRIZE WINNINGS
4.1
The Prize Winnings will be awarded by the Jury (as defined below) to two (2) Finalists, i.e., a Gasworks UK Residency Award Winner and a Yinka Shonibare GAS Foundation NG Residency Award Winner.
4.2
The components of the Prize Winnings include:
4.2.1
Gasworks UK Residency Award Winner
- 3-month residency to hold at Gasworks, London, United Kingdom in 2024
- A Presentation at ART X Lagos 2024 (the “Fair”)
- $10,000 (Ten Thousand US Dollars) towards the production of the Presentation (the “Grant”)
- Mentoring and networking to realize, promote, and contextualize the Project
4.2.2
Yinka Shonibare GAS Foundation NG Residency Award Winner
- 3-month residency to hold at the Yinka Shonibare GAS Foundation, Lagos, Nigeria in 2024
- A Presentation at ART X Lagos 2024 (the “Fair”)
- $10,000 (Ten Thousand US Dollars) towards the production of the Presentation (the “Grant”)
- Mentoring and networking to realize, promote, and contextualize the Project
4.3
The Grant includes:
4.3.1
A materials and production budget of $7,500 (Seven Thousand, Five Hundred US Dollars) or the Naira equivalent (at the Date of Currency Conversion) towards expenses related to each Winner’s Presentation at the Fair, such as art supplies [paint, paper, photo printing costs, printing costs etc], production items/ costs [technological equipment, printing and construction, speakers, plinths, specialist installers, other bespoke exhibition design elements and customisations etc] and other logistics costs [e.g. shipping, insurance, etc]
4.3.2
A minimum artist honorarium of $2,500 (Two Thousand, Five Hundred US Dollars) or the Naira equivalent (at the Date of Currency Conversion). In the event that there is a balance of the materials and production budget after the 2024 Fair closing, the remainder will be remitted to the respective Winner within 4 weeks after the closing of the 2024 Fair, provided that the Winner shall apply the materials and production budget towards their Presentation in good faith and shall not through any acts or omissions economize unduly in respect of the expenses for their Presentation in order to ensure that there is a remainder or maximize any remainder of the budget.
4.4
The Organiser will administer the disbursement of the materials and production budget by making payments directly to Fair vendors or other approved vendors for the Presentation.
4.5
In addition, the Organiser will provide general personnel and support services in kind including exhibition design (if necessary) towards the Presentation.
5.0 THE JURY AND SELECTION PROCEDURE
5.1
The Jury consists of artists, curators and internationally respected art professionals who will select the Winners on the basis of the work submitted (the “Jury”).
5.2
Any decision of the Jury in relation to any matter arising under these Terms and Conditions shall be final. Reasons will not be given for any such decision and the Jury will not enter into any correspondence regarding the merits of any submissions or decision.
6.0 TIMELINE OF THE COMPETITION
6.1
Participants shall submit applications via the Website within the period of time specified on the Website (the “Application Session”). All applications received outside this period will not be considered.
6.2
The top ten (10) participants (i.e. 5 Nigerian Participants and 5 African/Diasporan Participants) (the “Finalists”) will participate in the Showcase Day by discussing their application submission and practice with the Jury (the “Showcase Day”).
6.3
Any Participant who submits an application agrees that they do so understanding that if they are selected as either of the Winners, they must be available (as required) between November of the application year and November of the succeeding year (“Timetable”) to complete the Presentation and the activities related to the Prize Winnings. The Organiser shall be at liberty to take any measures, at its sole discretion, which it deems appropriate in the event that any Participant selected as either of the Winners is unavailable as required.
6.4
The Organiser reserves the right to alter the Timetable, having regard to the diary availability of its members or the Jury. The Organiser shall issue a reasonable notice to the Participant in the event of any such alteration.
7.0 CONDITIONS OF ENTRY
7.1
All works of art, regardless of category or media are eligible for submission by a Participant.
7.2
At the time of the application, the Participant must:
- be a practicing artist of 3 years or more;
- not currently be enrolled as an undergraduate student; and
- be a citizen of Nigeria, living and working in Nigeria, or a person of African descent, heritage or lineage, living and working in any African Country, or any Participant who identifies as a member of the African Diaspora globally and can trace their ancestry and connection to Africa.
7.3
Winners and Finalists from previous Access Bank ART X Prize or ART X Prize Competitions are not eligible to re-apply, however, all other previous non-finalist Applicants can re-apply.
7.4
Participants must fill in all mandatory fields of the Application Form and upload a letter expressing, among other things, their motivation for the application as well as their eligibility under Clause 7.2 above (‘Motivation Letter’), in addition to all other specified supporting files (meeting the size limitations) as outlined in the Application Form.
7.5
Any artwork or image submitted by the Participant must be the Participant’s own work(s). The Participant hereby represents and warrants that he/she has full title to the artwork(s) and the artwork(s) are not the property of any other person, that he/she has all rights to submit the artwork(s) on these Terms and Conditions and from the moment of submission he/she will not enter into any commitments (by way of agreement or otherwise) which may limit their participation in the Competition, the Showcase Day and the Prize Winnings in accordance with these Terms and Conditions. The Participant further represents and warrants that their artwork(s) do not contain the intellectual property of any other person or infringe the intellectual property or other rights of any other person or that, where their artwork(s) contain the intellectual property of any other person, they are duly and demonstrably authorised to use such intellectual property.
7.6
Each Participant shall apply only once during the Application Session.
7.7
The Competition is for individual artists. Submissions from collectives or groups shall not be considered.
7.8
Each Participant agrees to take part in the Finalists’ Forum, Showcase Day and Prize Winner Announcement Event during the week of Monday 13 to Friday 17 November 2023, if selected as a Finalist by the Jury. Dates may be subject to change; however, reasonable notice will be issued to the Finalists in the event of any such changes. Where a Participant is unable to take part in any of the above activities due to factors beyond their control, the Participant shall notify the Organiser as soon as practicable in order for the Organiser to make suitable alternative arrangements, which may, at the sole discretion of the Organiser, include the replacement of the Participant.
7.9
Entry forms and other information submitted by the Participant can be reviewed by the Organiser at any time to ensure compliance with the Terms and Conditions.
7.10
A Participant shall not amend their entry form or any other information once it has been submitted.
7.11
Registration and participation in the Competition is free of charge.
7.12
A Participant may be asked at any time to provide all or any relevant proof of the accuracy of any submitted information to the satisfaction of the Organiser.
7.13
The Organiser has the unilateral right to exclude a Participant’s application which does not comply with these Terms and Conditions, or any requirements prescribed on the Website.
7.14
A Participant shall not assign any rights, transfer, sub-contract and/or delegate any obligations under these Terms and Conditions, without the prior written consent of the Organiser.
8.0 WINNERS’ SUBMISSIONS
8.1
These requirements apply only to the Winners and are accepted by each Participant at the moment of their initial submission/registration.
8.2
Each Winner agrees to apportion the materials and production budget suitably for payment of costs associated with the materials, production and display of the Presentation at the Fair. In the event that there is a balance of the materials and production budget after the 2024 Fair closing, the remainder will be remitted to the respective Winner within 4 weeks after the closing of the 2024 Fair, provided that the Winner shall apply the materials and production budget towards their Presentation in good faith and shall not through any acts or omissions economize unduly in respect of the expenses for their Presentation in order to ensure that there is a remainder or to maximize any remainder of the budget.
8.3
Each Winner shall, at least ten (10) weeks prior to the commencement of the Fair, submit a draft materials and production budget setting out how the budget will be applied towards the Presentation, for approval by the Organiser. The decision of the Organiser in respect of the application of the budget shall be final. The budget shall not exceed the value of the ascribed amount of $7,500 (Seven Thousand, Five Hundred US Dollars) and where a Winner wishes to include elements exceeding the budget in their Presentation, the respective Winner shall solely bear all responsibility for any additional cost associated with their Presentation.
8.4
Where the Organiser disburses any part of the materials and production budget directly to a Winner for the purpose of settling any expenses, the respective Winner shall provide receipts of such expenses for the records of the Organiser. Where no receipts are available, the Winner shall provide clear and complete details of the expenditure.
8.5
Artwork(s) for the Presentation must be complete for the installation and display prior to the commencement of the Fair. All installation/deinstallation instructions must be passed to the Organiser four (4) weeks before the opening of the Fair but in any event not later than the date specified by the Organiser.
8.6
Delivery and collection of any artwork(s) must be within the days and times set by the Organiser. Any extra expenses incurred for any reason due to a failure of a Winner to meet any deadline which was agreed between the Organiser and the respective Winner shall be covered by the Winner.
8.7
The Organiser shall be responsible for arranging the insurance of the artwork(s) nail-to-nail according to the value given by the Winners for the complete period of the Fair. The cost of the insurance procured in respect of the artwork(s) shall be disbursed by the Organiser from the materials and production budget.
8.8
Each Winner agrees to provide all dimensions and specifications of the artwork(s) to the Organiser in order to enable the Organiser to provide appropriate installation/deinstallation of the artwork(s). Each Winner shall bear all responsibility for the accuracy of such information and agrees to cover any extra cost which is incurred if such information is incorrect. The Organiser shall not be responsible for any damage or other adverse effect of the failure of a Winner to provide accurate information.
8.9
The artwork(s) which will be shown in the Presentation must fit the technical requirements as stipulated by the Organiser and its representatives.
9.0 INTELLECTUAL PROPERTY AND OTHER RIGHTS
9.1
Every Participant hereby grants the Organiser and Sponsor worldwide (including the world wide web), royalty-free and irrevocable rights and license to use and reproduce image(s) of his/her artwork(s), his/her name, likeness, activities, attributes, biography and video/sound recordings for the purposes of the creation of catalogues, publication, communication, exhibition, display, advertisement, business promotion and portfolio and production as long as its use is not damaging and/or intended to damage his/her reputation as an artist. The rights and license granted under this clause shall survive the termination or expiration of this Agreement.
9.2
Any photo and video material, curriculum vitae, and any texts submitted for the Competition will not be returned to the Participant but shall be retained and archived by the Organiser.
9.3
Subject to clause 9.1 above, all intellectual rights and copyright owned by each Participant prior to entering the Competition will remain the property of the Participant.
10.0 SALES
10.1
The terms, applicable to the sale of any artwork exhibited at the Fair by each Winner, shall be agreed between the Organiser and the respective Winner two months before the Fair where applicable.
11.0 PRIVACY POLICY
11.1
The information provided by the Participant is not to be available for sale or use by third parties. The information shall be used solely for the purposes of the Competition and for the purposes of notifying the Participant of changes or updates to the Website/Services.
11.2
The provisions of this clause are in addition to and not a derogation from the content of the Policy.
12.0 ACCEPTABLE USE
12.1
The Participant acknowledges and agrees that all information, text, graphics, logos, photographs, images, moving images, sound, illustrations and other materials (the “Content”), whether posted publicly or transmitted privately, are the sole responsibility of the person from whom such Content originated.
12.2
In using the Website/Services the Participant agrees not to:
12.2.1
Use the Services to send junk email, spam, chain letters, pyramid schemes or any other unsolicited messages, commercial or otherwise;
12.2.2
Use any information or material in any manner that infringes any copyright, trademark, patent or other proprietary right of any party;
12.2.3
Make available or upload files that contain a virus, worm, Trojan or corrupt data that may damage the operation of the computer or property of another;
12.2.4
Impersonate any person or entity for the purpose of misleading others;
12.2.5
Violate any applicable laws or regulations;
12.2.6
Use the Website/Services in any manner that could damage, disable, overburden or impair the Website/Services or interfere with any other party’s use and enjoyment of the Website/Services;
12.2.7
Post, publish, distribute or disseminate material or information that the Participant does not have a right to transmit under any law or under contractual or fiduciary relationships (such as inside information or confidential information disclosed in the course of employment or under a confidentiality agreement);
12.2.8
Attempt to gain unauthorized access to any of the Services, other accounts, computer systems or networks connected to the Website/Services through hacking, password mining or any other means.
12.3
The provisions of this clause are in addition to and not a derogation from the content of the Terms of Use of the Organiser’s Website.
13.0 LINKS TO THIRD PARTY WEBSITES
13.1
The Website/Services may include links to third party websites or other platforms that are controlled and maintained by others. Any link to other websites or platforms is not an endorsement of such websites or platforms and the Participant acknowledges and agrees that the Organiser is not responsible for the content or availability of any such websites or platforms, or for the security and data protection and privacy policies of such websites or platforms.
14.0 INDEMNITY
14.1
The Participant agrees to indemnify and hold the Organiser and Sponsor harmless, at his/her own cost, from and against any and all liabilities arising from breach by the Participant of these Terms and Conditions and any claim or demand brought against the Organiser and/or Sponsor by any third party arising out of the Participant's participation in the Competition, use of the Website/Services and/or arising out of any Content submitted, posted or transmitted through the Website/Services by the Participant, including without limitation, all claims, actions, proceedings, judgment, losses, liabilities, damages, costs, expenses (including reasonable legal costs and expenses) howsoever suffered or incurred by the Organiser and/or Sponsor in consequence of any of the foregoing.
15.0 DISCLAIMER AND LIMITATION OF LIABILITY
15.1
Participation in the Competition and use of the Website/Services is at the Participant's own risk.
15.2
To the extent permitted by law, the Organiser and/or Sponsor will not be liable for any loss or damage whatsoever not arising directly from the gross negligence of the Organiser and/or Sponsor (including without limitation loss of business, opportunity, data, profits) or for any loss of profit (whether direct or indirect) arising out of or in connection with participation in the Competition or the use of the Website/Services.
15.3
The Organiser and/or Sponsor make no warranty that the Website/Services will meet the Participant's requirements, that the functionality of the Website/Services will be uninterrupted or error free, that defects will be corrected or that the Website/Services or the server that makes them available are free of viruses or anything else which may be harmful or destructive.
15.4
The Organiser reserves the right to update or amend these Terms and Conditions at any time and shall inform Participants of such amendments in writing. By continuing to participate in the Competition the Participant will be deemed to have accepted such amendments by conduct and if the Participant does not accept such amendments, he/she must immediately discontinue participation in the Competition and the use of the Website/Services.
15.5
The Organiser shall not be liable for any loss, damage, delay or failure to perform in whole or in part as a result of causes beyond its control, including but not limited to, any act of God, flood, lightning, storm, fire, explosion, earthquake, subsidence, structural damage, sabotage, cancellation, delay in transportation or other logistics, disease, outbreak of illness, pandemic, epidemic, quarantine, or any other natural physical disaster or warnings of such disaster, abnormal/protracted failure or shortage of power supply (including alternative power supply), breakdown of web-host, internet service or communications provider, war (declared or undeclared), blockades, military operations, riot, crowd disorder, strike, insurrections, lock-outs or other industrial action, embargoes or other trade or shipping restriction, terrorist action or acts of the public enemy, civil commotion, change in legislation or regulation, acts, omissions, order or restriction of any government or governmental agency (including failure or refusal to grant any necessary permissions without default on the part of the Organiser), or any court ruling or judgments, or any lawful requirement of any governmental authority (“Force Majeure”).
16.0 POSTPONEMENT OF FAIR OR COMPETITION DATES OR CANCELLATION OF FAIR
16.1
The Organiser reserves the right, at its sole discretion, to alter the Fair or Competition dates communicated to the Participants (“Postponement”) or cancel the Fair or Competition in their entirety (“Cancellation”) for reasons of Force Majeure or for any other reason. The Organiser shall notify the Participants in writing in the event of a Postponement or Cancellation as soon as possible and any such Postponement or Cancellation will not affect the validity of these Terms and Conditions.
16.2
In the event of a Postponement of the Fair, the Winners’ Presentations shall take place as scheduled within the new Fair dates which shall be communicated to the Winners in writing.
16.3
In the event of a Cancellation, the Organiser may, at its sole discretion, pay each Winner a monetary consolation to be determined solely by the Organiser and paid at a time to be determined by the Organiser (“Consolation”). For the avoidance of doubt, the provisions under this sub-clause shall be read as a substitute for clause 4.1 above only in the event of a Cancellation of the Fair and only where Cancellation occurs after the Winners have been selected.
17.0 DISQUALIFICATION
17.1
The Organiser shall be entitled to disqualify any Participant, at any stage of the Competition, and terminate these Terms and Conditions and participation in the Competition at any time by issuing a written notice having immediate effect if it is found that:
17.1.1
There is false or misleading information provided by the Participant;
17.1.2
The Participant fails to comply with the material provisions of these Terms and Conditions;
17.1.3
The Participant does not possess proper title to any artworks or image submitted by the Participant or is in breach of any representation or warranty; and
17.1.3
The Participant carries out or attempts to carry out any fraudulent activity.
18.0 DURATION
18.1
These Terms shall commence when the Participant receives confirmation by email of the Organiser’s acceptance of their Application and shall remain in full force and effect until the timeline of the Competition has elapsed or earlier termination by the Organiser.
19.0 GENERAL
19.1
Notices – The Participant and the Organiser shall contact the other using the details provided in the Application Form and on the Website respectively. Counsel - Each Party agrees that it has consulted legal counsel in respect of this contract or has waived its right to do so on the basis of a full understanding of the provisions and
their implications. Relationship Between Parties - Nothing in these Terms and Conditions constitutes an employment, partnership or joint venture and the Participants, Finalists or Winners must not imply any such relationship with the Organiser or its Sponsor to any person. Neither Party shall have the right to bind or create obligations for the other. Entire Agreement – These Terms and Conditions constitute the entire agreement between the Parties in respect of the subject matter and supersedes any representations, negotiations, agreements or arrangements, written or oral, which may have been made before its execution. Severability - if
any part of these Terms and Conditions should be determined to be invalid, illegal or unenforceable for any reason by any court of competent jurisdiction, then such Term or Condition shall be severed and the remaining Terms and Conditions shall survive and remain in full force and effect and continue to be binding and enforceable. Survival - The relevant provisions of clauses 8 (Intellectual Property and Other Rights), 13 (Indemnity) and any other clause or provision which by the import is intended to do so, shall survive the expiration or earlier termination of this Agreement.
20.0 GOVERNING LAW AND DISPUTE RESOLUTION
20.1
These Terms and Conditions shall be governed by and construed in accordance with the laws of The Federal Republic of Nigeria.
20.2
Any difference, dispute or claim arising out of or in connection with these Terms and Conditions shall be referred by either party to a sole Arbitrator appointed by the President (or any one in acting capacity) of the Chartered Institute of Arbitrators UK, (Nigeria Branch).
20.3
The Arbitration shall be in accordance with the provisions of the Arbitration and Conciliation Act, Cap A18, laws of the Federation of Nigeria, 2004 and the rules made thereunder or any statutory modification or re-enactment thereof.
20.4
The seat of the arbitration shall be Lagos and the arbitration shall be in the English language.