Business: Richmond Archive
Business Owners: Seth Golden & Luca Marston
Richmond Archive and the Recipient(s) may individually be referred to as a “Party” and collectively as the “Parties”
1. Purpose
Richmond Archive is providing the Recipient(s) with clothing, accessories, footwear, or other merchandise owned or controlled by Richmond Archive for business related purposes, including but not limited to styling, photography, modeling, events, display, or other authorized activities.
The Recipient(s) acknowledges that the inventory remains the property of Richmond Archive unless otherwise agreed to in writing.
2. Inventory
All Inventory provided to the Recipient(s) shall be documented on an inventory Sheet attached to this Agreement.
The Inventory Sheet should identify, when applicable:
- Brand
- Item year/name
- Size
- Condition
- Estimated value
The Inventory Sheet is incorporated into and made part of this Agreement.
3. Receipt and Custody of Inventory
By signing this Agreement, the Recipient(s) acknowledges receiving the listed Inventory and agrees to exercise reasonable care over the Inventory while it is in the Recipient(s)’s possession.
The Recipient(s) shall not give, lend, sell, transfer, pawn, consign, or otherwise provide any Inventory to another person or business without Richmond Archive’s prior written permission.
The Recipient(s) shall not use the Inventory for any purpose other than the purpose authorized by Richmond Archive.
4. Loss, Theft, or Disappearance
The Recipient(s) agrees to immediately notify Richmond Archive if any inventory is lost, stolen, misplaced, destroyed, or otherwise becomes unavailable for return.
If inventory is lost, stolen, destroyed, or otherwise cannot be returned due to circumstances for which the Recipient(s) is legally responsible, the Recipient(s) agrees to compensate Richmond Archive for the resulting loss as permitted by applicable law.
The amount of compensation may be based on the documented value, agreed value, reasonable replacement cost, or other legally recoverable damages applicable to the particular item and circumstances.
Nothing in this Agreement is intended to impose liability on the Recipient(s) for circumstances for which the Recipient(s) is not legally responsible.
5. Damage
The Recipient(s) is responsible for taking reasonable care to prevent damage to the Inventory.
The Recipient(s) may be responsible for reasonable costs associated with repairing or replacing Inventory that is damaged while in the Recipient(s)’s possession or control when the damage results from the Recipient(s)’s negligence.intentional conduct, unauthorized use, or other circumstances for which the Recipient(s) is legally responsible.
Normal wear and tear associated with an authorized use of the Inventory shall not, by itself, constitute damage under this Agreement.
6. Unauthorized Sale or Transfer
The Recipient(s) may not sell, trade, consign, donate, give away, pawn, or otherwise transfer any Richmond Archive owned Inventory without the Richmond Archive’s prior written authorization.
Any unauthorized sale or transfer may constitute a material breach of this Agreement, in addition to any other rights or remedies available to Richmond Archive under applicable law.
7. Return of Inventory
The Recipient(s) agrees to return all Inventory after use or upon Richmond Archive’s request.
Inventory shall be returned in substantially the same condition in which it was received, excluding reasonable wear and tear resulting from authorized use.
8. Inspection
Richmond Archive may inspect Inventory upon its return to determine whether all items have been returned and whether any item has been damaged beyond reasonable wear and tear.
Richmond Archive may compare returned Inventory with the Inventory Sheet at the time of transfer.
9. Reporting Loss or Damage
The Recipient(s) agrees to notify Richmond Archive as reasonably possible, and preferably within 24 hours, after discovering any loss, theft, disappearance, or significant damage involving the Inventory.
The Recipient(s) agrees to cooperate reasonably with Richmond Archive in documenting the circumstances surrounding the loss, theft, disappearance, or damage.
10. Documentation of Value
Richmond Archive may maintain receipts, purchase records, photographs, appraisals, comparable market prices, or other documentation relating to the value of Inventory.
The Parties acknowledge that the value listed on an Inventory Sheet is intended to document the value of the particular item but does not prevent either Party from presenting other evidence of value where appropriate or required by law.
11. Responsibility for Third Parties
The Recipient(s) may not allow another person to take possession of or use the Inventory without Richmond Archive’s prior written authorization.
If Richmond Archive authorizes the Recipient(s) to provide Inventory to another person, the Recipient(s) agrees to inform Richmond Archive of that person’s identity and follow any additional instructions provided by Richmond Archive.
12. No Ownership Transfer
Providing Inventory to the Recipient(s) does not transfer ownership of the Inventory.
The Recipient(s) receives only temporary possession of the Inventory for the authorized purpose described by Richmond Archive.
13. Breach of Agreement
A failure to return Inventory as required, unauthorized transfer or sale of Inventory, intentional damage, or other material violation of this Agreement may constitute a breach of this Agreement.
If a breach occurs, Richmond Archive may pursue any remedies available under applicable law, including seeking recovery of Inventory, damages, or other appropriate relief.
14. Payment for Amounts Owed
If the Recipient(s) becomes legally responsible for an amount owed to Richmond Archive under the Agreement, the Parties may attempt to resolve the matter voluntarily before pursuing formal legal remedies.
Nothing in this Agreement prevents either Party from exercising rights or pursuing remedies available under applicable law.
15. Governing Law
This Agreement shall be governed by and interpreted under the laws of the Commonwealth of Virginia, to the extent applicable.
16. Entire Agreement
This Agreement, together with any attached Inventory Sheets and other written documents incorporated into it, constitutes the agreement between the Parties concerning the custody and responsibility for the Inventory covered by this Agreement.
Any material modification to this Agreement should be made in writing and acknowledged by both Parties.
17. Severability
If any provision of this Agreement is determined to be invalid or unenforceable, the remaining provisions shall remain in effect to the extent permitted by law.
18. Acknowledgement
By signing, the Recipient(s) acknowledges that they have read and understood this Agreement, have had an opportunity to ask questions regarding its terms, and agree to comply with the responsibilities described above.