Venue Rental Contract

Transcription

1 Venue Rental Contract Client Company/Organization Date: May 5, 2009 Client Name Title Telephone: (555) Address Fax: (555) City, State, Zip Description of Services: This Contract is made by and between the. (referred to herein as WOS ) d/b/a WO Smith Nashville Community Music School and (referred to herein as Client ) on the date last written below. It is mutually agreed by and between the parties hereto that WOS will provide the following services for Client: 1. DESCRIPTION OF SERVICES: Date Description: Cost: Time: Location: Includes: List inclusions here Notes: List any notes of interest here Summary of Costs Item Quantity Rate Amount Date Services x $ $ 0.00 Subtotal $ 0.00 *8.25% Tennessee Sales Tax (on $) $ 0.00 Total $ 0.00 * Unless otherwise indicated, all charges described herein are exclusive of Tennessee sales and use taxes, which will be added to the invoice for those charges upon which such taxes are applicable, e.g., rentals of tangible personal property, equipment, etc. and decorations supplied by WOS.

2 Venue Rental Contract Page 2 2. AUTHORIZED CONTACTS: The representatives of WOS and Client authorized to make changes or modifications to this Contract or respond to inquiries regarding the services, program, activities, events and functions for Client are as follows: For Client: For WOS: Name Title Address City, State, Zip Jonah Rabinowitz, Director WO Smith Community Music School th Avenue South Nashville, TN COST OF SERVICES WOS will provide the services described in the above Description of Services, for the total cost set forth herein, payable by Client in the following manner: Terms of Agreement Total Cost of Services $ 0.00 Fifty percent (50%) deposit (see below) $ 0.00 Amount due on date of event/program $ 0.00 Invoice for additional services, if required, and items billed on consumption will be presented upon completion of event/program and are due in thirty (30) days. 4. DEPOSIT POLICY AND PAYMENTS In order to guarantee the availability of the elements of your event/program, the deposit listed above is due one hundred twenty (120) days prior to the date of the event/program or upon the signing of this Contract whichever occurs last. Your prompt attention to this deposit requirement is appreciated, and will ensure that all facets of your event/program contained within this Contract are maintained in a timely fashion. The making of the deposit is a condition to this Contract. Failure to make the deposit shall render this Contract null and void. If your event/program billing increases substantially, additional deposits may be required. This will be determined in future discussions with WOS Director. An invoice for additional services, if required, will be presented after completion of the event/program and is due within thirty (30) days after invoice date. Client agrees to pay all charges incurred under the terms of this Contract for Services within thirty (30) days after being furnished a statement by WOS as to such charges. A service charge of one and onehalf percent (1.5%) per month will be added to all accounts past due over thirty (30) days. Additionally, should any additional charges or costs be accrued with any contracting party because of a delay in payment by Client, Client will be responsible for such amounts. In addition to the above deposit, Client shall WOS pay a damage deposit in the amount of $100 thirty (30) days prior to the event/program to secure Client s obligations under paragraphs 8 and 14 (b) hereof. Representatives of Client and WOS shall inspect the premises after the event/program and WOS shall identify any damage to WOS property or premises for which Client is responsible. WOS shall secure two (2) bids for repair or replacement of such damaged property, if feasible, and Client agrees that the lowest such bid shall be the agreed upon amount of damages to be paid to WOS. WOS shall have the right to deduct such amount from the damage deposit, with Client paying any additional amounts within thirty (30) days after invoice by WOS. If no such damage is identified or the damage deposit exceeds the amount of such damage, the balance of the damage deposit shall be returned to Client within thirty (30) days after the applicable determination.

3 Venue Rental Contract Page 3 5. AMERICANS WITH DISABILITY ACT COMPLIANCE a) WOS shall be responsible for complying with the public accommodations requirements of the Americans with Disabilities Act ( ADA ) not otherwise allocated to Client in this Contract, including (i) the readily achievable removal of physical barriers to access to the special event space and common areas; and (ii) the provision of auxiliary aids and services where necessary to ensure that no disabled individual is treated differently by WOS than other individuals. b) Client shall be responsible for complying with the following public accommodations requirements of ADA: (i) the readily achievable removal of physical barriers within the special event space utilized by Client which Client would otherwise create (e.g., décor or additional staging/risers) and not controlled or mandated by WOS; (ii) the provision of auxiliary aids and services where necessary to ensure effective communication of Client s event/program to disabled participants; and (iii) the modification of Client s policies, practices and procedures applicable to participants as required to enable disabled individuals to participate equally in the event/program. c) Client shall attempt to identify in advance any special needs of disabled guests (as they pertain to the special event space) requiring accommodation by WOS, and will notify WOS of such needs for accommodation as soon as they are identified by Client. Whenever possible, Client shall copy WOS on correspondence with guests who indicate special needs as covered by ADA. WOS shall notify Client of requests for accommodation which it may receive otherwise than through Client to facilitate identification by Client of its own accommodation obligations or needs as required by ADA. 6. EVENT MANAGEMENT WOS Director will work closely with Client to coordinate all details of the services that are covered under the conditions of this Contract. 7. EXCUSE OF PERFORMANCE The performance of this Contract by either party is subject to acts of God, war, government regulation or advisory, disaster, fire, illness, accidents or other casualty, strikes or threats of strikes, civil disorder, acts and/or threats of terrorism, or curtailment of transportation services or facilities, or similar causes beyond the control of either party making it, illegal or commercially impossible to hold the event/program or provide the services. Either party may terminate or suspend its obligations under this Contract if such obligations are delayed or prevented by any of the above events to the extent such events are beyond the reasonable control of the party whose reasonable performance is prevented. Notwithstanding the above, Client bears the risk of cancellation due to inclement weather and shall pay all third-party contractors, acts and entertainment in full, if this occurs. 8. RECIPROCAL INDEMNIFICATION a) WOS shall indemnify, hold harmless and defend Client, and its officers, directors, employees, agents and members and bear all costs they incur for all loss, expense, damage, causes of action, claims, or demands of whatever kind and nature, including judgments, interest and reasonable attorney s fees, which occur or arise directly or indirectly out of the negligence or willful misconduct, act or omission of WOS, its agents or employees. Such indemnification of Client by WOS shall be effective unless such damage or injury results from the negligence or willful misconduct, acts or omissions of Client, its agents, servants, employees, guests or invitees. b) Client shall indemnify, hold harmless and defend WOS, and its officers, directors, employees, agents, members and volunteers and bear all costs they incur for all loss, expense, damage, causes of action, claims, or demands of whatever kind and nature, including judgments, interest and reasonable attorney s fees, which occur or arise directly or indirectly out of the negligence or willful misconduct, act or omission of Client or any attendee, guest, invitee, or member of Client staff. Such indemnification of WOS by Client shall be effective unless such damage or injury results from the negligence or willful misconduct, acts or omissions of WOS, its officers, directors, employees, agents, members or volunteers. 9. INSURANCE a) WOS shall carry liability and other insurance in such dollar amount as deemed necessary by WOS to protect itself against any claims arising from any officially scheduled activities during the event/program period(s). b) Client shall carry general public liability insurance and other necessary insurance in the amount of no less than One Million Dollars ($1,000,000) to protect itself against any claims arising from any officially scheduled activities during the event/program period(s); and to indemnify WOS which shall be named as an additional insured for the duration of this Contract.

4 Venue Rental Contract Page 4 c) Any third party suppliers/vendors used or contracted by Client shall carry liability and other necessary insurance in the amount of no less than One Million Dollars ($1,000,000) to protect itself against any claims arising from any officially scheduled activities during the event/program period(s); and to indemnify WOS which shall be named as an additional insured for the duration of this Contract. 10. TERMINATION, CANCELLATION AND DEFAULT BY CLIENT a) This Contract may be terminated without liability by WOS or Client upon the breach of any material term of this Contract by the other party. The parties agree that the timely payment of deposits by Client is a material term of this Contract. Upon termination, Client shall be liable to WOS for all out of pocket expenses incurred by WOS including non-refundable deposits made to suppliers, and other damages incurred by third-party contractors. This duty to pay expenses shall survive the termination or cancellation of this Contract. b) Cancellation and Default by Client shall be defined as the total non-use by Client of the services and items provided by WOS, as outlined in this Contract for reasons other than those outlined in the Excuse of Performance paragraph, above. This Contract may be canceled or modified without liability by mutual agreement of the parties at any time. Should Client, or Client's authorized representative, cancel in full the services and items which are the subject of this agreement for reasons other than those outlined in the Excuse of Performance paragraph, above, WOS will be due, as liquidated damages and not as a penalty, an amount according to the following sliding scale, plus expenses, non refundable deposits made to suppliers, and other damages incurred by third-party contractors: If cancellation occurs: (i) After one hundred twenty (120) days prior to date of event/program but on or before ninety (90) days prior to such date, liquidated damages will be twenty-five percent (25%) of the total Cost of Services set forth herein; (ii) After ninety (90) days prior to date of event/program but on or before sixty (60) days prior to such date, liquidated damages will be fifty percent (50%) of the total Cost of Services set forth herein; (iii) After sixty (60) days prior to date of event/program but on or before thirty (30) days prior to such date, liquidated damages will be seventy-five percent (75%) of the total Cost of Services set forth herein; and (iv) After thirty (30) days prior to date of event/program, liquidated damages will be one hundred percent (100%) of the total Cost of Services set forth herein. 11. ATTORNEY S FEES In the event of a breach of the terms of this Contract, subject to compliance with paragraph 10 hereof, the non-breaching party shall be entitled to pursue any remedy provided in law or equity, including injunctive relief and the right to recover any and all damages and costs, including reasonable attorneys fees and court costs, it may have suffered or incurred by reason of such breach, whether or not suit is brought. 12. INDEPENDENT CONTRACTOR It is understood and agreed that WOS shall have the right on behalf of and in the name of Client to contract with others for necessary services, supplies, equipment, employees or otherwise in the carrying out of duties and services outlined in this Contract for Services. It is understood that in all such matters, WOS is an independent contractor, not an agent or employee of Client and is not authorized to act on behalf of Client except as outlined in this Agreement. Client is entitled to provide WOS with general guidance to assist in completing the scope of services to Client's satisfaction, nevertheless WOS is ultimately responsible for directing and controlling the performance of the services comprising the scope of work, in accordance with the terms and conditions of this Contract. 13. MERGER OF TERMS AND MODIFICATIONS This Contract for Services shall be construed as a contract executed and intended to be performed in the State of Tennessee and shall be interpreted under the substantive laws of the state of Tennessee without regard for conflicts of laws principles. This Contract for Services contains all of the terms agreed upon by the parties with respect to it subject matter and supersedes all prior agreements, arrangements, promises and communications between the parties concerning such subject matter, whether oral or written.

5 Venue Rental Contract Page MISCELLANEOUS PROVISIONS a) WOS is not responsible for music licensing. b) Client understands that many of the decorations, furniture items, serving items, small wares, equipment items and props are rented for the occasion or are the property of WOS or other contractors. Should any such items be damaged or converted by Client or its employees, agents or guests, then Client agrees to pay the repair and/or replacement costs of such items. c) Section headings, numbers, letters and emphasis marks have been inserted for convenience of reference only. If there shall be any conflict between any such headings, numbers, letters or emphasis marks and the text of this Contract, the text shall control. 15. POLICIES AND PROCEDURES FOR USE OF VENUE Client represents and warrants that it has read and fully understands the attached Policies and Procedures for use of WOS, and as evidence thereof has initialed each page of the Policies and Procedures. Any acts, deliberate or not, that are not in compliance with the Policies and Procedures for use of the venue may result in cancellation of event or penalty imposed by WOS. 16. AUTHORIZED SIGNATURES The undersigned parties, or their duly authorized representatives, represent and warrant that they have authority to enter into this Contract on behalf of the company, firm or organization and hereby agree to the terms set forth herein. WO Smith Nashville Community Music School Client By: Director By: Name Title Date: Date: