DARLING LANE ENTERTAINMENT, LLC

ENTERTAINMENT SERVICES AGREEMENT

THIS ENTERTAINMENT SERVICES AGREEMENT (the “Agreement”) is entered into effective this Numberical Date day of Month, Year (the “Effective Date”), by and between Darling Lane Entertainment, LLC, a Kentucky limited liability company (“Company”), having a principal place of business located at 1545 Sleepy Hollow Rd., Ft. Wright, Kentucky 41011 and the (“Client”) whose home address is ADDRESS.  Each hereinafter sometimes referred to individually as a “Party”, and collectively as the “Parties”.

R E C I T A L S

• Company is in the business of providing individuals, dressed up as various generic, non-commercial characters, including princesses, for the purpose of providing entertainment for children, at events for children.

• Company has a team of individuals who have experience in general costuming and working with children at events for children (“Performers”).  In performance of this Agreement, Performer(s) will appear in costume, at the date and time, and will conduct certain activities for the duration of the, the event scheduled as outlined herein.  These services shall be referred to as “Entertainment Services”.

• Client desires to retain Company, as a non-exclusive vendor, to perform Entertainment Services for children, at an event for children as outlined herein (the “Event”).

• Client desires to retain the services of Company and Client desires to contract with Company, upon the following terms and conditions:

A G R E E M E N T S

In consideration for the mutual covenants, agreements, representations, and warranties contained in this Agreement the parties agree as follows:

• Incorporation of Recitals.  The foregoing recitals are incorporated in this Agreement as if set forth in full.

• Engagement and Extent of Services.  This Agreement may not be transferred to any other party without the written consent of Company.  The specifics of the Entertainment Services Event contemplated under this Agreement are as outlined below:

• Date of Event: DATE

• Time of Event: TIME

• Duration of Event: DURATION

• Location of Event: ADDRESS

  • Number of Children at Event: NUMBER  ​

• Performer Information:

• Number of Performer(s) Required: NUMBER    

• Specific Character(s) Required: CHARACTERS

• Costume/Prop Information (in the event of damage):

• Costume/Prop: COSTUME    Cost: COST

• Costume/Prop: COSTUME           Cost: COST

• Costume/Prop: COSTUME   Cost: COST

• Costume/Prop: COSTUME           Cost: COST

• Additional Costume/Props and Costs:         Books: $10

• Pre-Determined Activities May Include: ACTIVITIES

• Additional Services/Requests/Notes:

• Total Cost for Entertainment Services: COST (USD)

• Payment.

• Methods: Company accepts payment by credit card (Visa, Mastercard, American Express).   

• Fees Due: All fees and other amounts due under this Agreement shall be due and non-refundable, no later than 48 hours of the Date of Event to confirm the booking.  Failure to pay all fees in a timely manner will result in the release of the date, time slot, and Performers.

• Expenses and Add-On Services.  All additional expenses and add-on services shall be confirmed in writing by the Parties and Client agrees to pay for time and costs associated with such additional add-on services. 

• Activities.  Pre-Determined Activities may be outlined, and listed by priority, in advance.  While Company and Performer(s) will do their best to adhere to the requests of Client, and will try to get to as many activities as reasonably possible within the time allotted, the Parties agree that various circumstances (such as children’s attention span, weather, or other conditions) that may be adverse to the plan and may call for modification or cancellation of such pre-determined activities which will be determined in the sole discretion of the Performer(s).

• Modifications to Booking. At Client request, and up until seven (7) calendar days prior to the Event, Company may, but is not obligated to, make modifications to the original booking outlined in Section 2 above.  No modifications will be made the week prior to the Event unless it’s a rescheduling or cancellation as identified in Section 7 below.

• Rescheduling and Cancellations.  In the event of inclement weather, illness, or other unforeseen circumstances, the Parties agree:

• Rescheduling:  Client may request to reschedule Event to a date up to four (4) weeks from the date of the original Event identified in Section 2 above, subject to availability.  Client agrees that the Event may only be rescheduled one (1) time.

• Cancellation:  50% of fees are nonrefundable. If Event is cancelled within seven (7) days of Event, no refund will be given.

• Facilities/Location and Insurance.  For the health and safety of our Performer(s), Client agrees to provide a suitable facility/location that is clean, well maintained, and free of obvious hazards.  Client warrants that the facility/location utilized for the Event will have appropriate, and up to date, liability insurance.  Client further agrees that if any Performer(s) reasonably feels that the facility/location does not meet these requirements they may: a) ask Client to remedy the issue causing concern, if available and can be done quickly; or b) if the concern cannot reasonably be remedied in short order, cancel the booking without a refund to Client.

• Tipping Performers. Tips for Performer(s) are not included in the price of the Event Services.  While not required, it is customary to tip your Performer(s) 15% to 20%.

• Videos/Photography Release and Copyright License.

• Video or Pictures Company Takes: Client agrees, and hereby provides a model release, that Company or Performer(s) may take video and/or pictures at the Event, which may include images of minor and adult guests at the Event, for Company’s later use which may include, but is not limited to, sharing in print literature/brochures, online via Company’s website or on Company or Performer(s) social media or for any other lawful purpose.  

• Video or Pictures Client or Client Guests Take:  Company agrees that Client or Client Guests may take photographs of Performer(s) during the Event.  To the extent that any such images are shared with Company, directly or indirectly, e.g., via social medial account tagging, Client and Client Guests hereby provide Company a license to the copyrights in any such shared videos or pictures and agree that Company may use the video or images, in whole or in part, for the purposes of, but is not limited to, print literature/brochures, online via Company’s website or on Company or Performer(s) social media or for any other lawful purpose.  

• No Compensation for Video or Picture Use: No compensation will be provided to any individual captured in any video or photograph from the Event. 

• Client Duty to Advise Guests: Client further agrees, and bears sole responsibility for, advising guests of the Event of Video/Photography Release and absent receiving notification prior to the Event that any guest of the Event does not agree or has otherwise has opt-out, Company is entitled to assume that any guest of Client who appears that the Event understands and agrees to, this provision.  This provision shall survive the completion of this Agreement.

• Smoking.  Client agrees, for the health of our Performer(s) and to protect our costumes, no smoking (vape or otherwise) shall be allowed while our Performer(s) are on the premises of the Event.

• Pets.  Client agrees, for the safety and allergy considerations of our Performer(s), and efforts towards preserving the costumes worn by Performer(s), all pets must be secured away from the Event while Performer(s) are on the premises of the Event.

• Child Discipline and Non-Participation.  Client understands and agrees that it is up to the Performer(s) to moderate the flow of Entertainment Services.  Performer(s) are not, however, nor should they be expected to, attend to any child exhibiting disruptive behavior or otherwise try to cater to any child that do not want to participate.  Disruptive behavior or any child not wanting to participate shall be attended to by Client.

• Zero Tolerance Policy.  Company has a zero-tolerance policy when it comes to unwelcomed physical touching or unwelcomed commentary.  If at any point, either before or during the Event, a Performer feels uncomfortable with a situation and the situation is not immediately discontinued following a warning by the subject Performer, Client understands and agrees that the Performer may immediately leave the Event and no refund will be issued.

• Damage.  Company and Performer(s) expect usual wear and tear to costumes and props.  This is not considered “damage” for the purpose of this section.  While we understand that accidents happen (e.g., red juice gets spilled, navy blue frosting gets thrown, kids grip a little too hard when falling and cause garments to rip or props to break, large dogs can sneak out of captivity and run and jump on new people or chew on things, etc.), Client understands and agrees that any damage caused to costumes, props, or other property of Company or Performer(s), whether an accident or not, shall be billed to Client for cleaning, repair or costume replacement cost listed in Section 2, and Client hereby agrees to pay for such cleaning, repair or replacement cost immediately upon receipt of an invoice for replacement cost or invoice for cleaning or repair, which may be supported by such cleaning or repair receipt.

• Term.  This Agreement shall be effective from the Effective Date and shall terminate upon completion of the Entertainment Services Event or cancellation, whichever comes first. (“Term”). 

• Covenants.

• Independent Covenants.  Each of the covenants set forth in this Section shall constitute and be construed, applied and enforced as separate, severable and independent restrictive covenants.  In the event that any of the restrictive covenants, or any grammatically severable clause thereof, is hereafter determined to be invalid or unenforceable, wholly or in part, such invalidity or unenforceability shall not limit, restrict or otherwise affect the validity or enforceability of any of the other restrictive covenants or, in the case of a grammatically severable clause, the remaining portion of the restrictive covenant.  The restrictive covenants contained in this Agreement further shall be construed as independent of any other provisions in this Agreement, and the existence of any other claim or cause of action by Client against Company shall not constitute a defense to the enforcement of the restrictive covenants.

• Indemnification.  Client shall defend, indemnify, and hold Company and its respective agents, members, shareholders, directors, employees, and representatives harmless for, from and against any and all claims, actions, causes of action, demands, suits, liabilities, damages, leases, costs, or expenses (including attorneys’ fees, court costs, and costs of settlement) in connection with performance of Entertainment Services or non-performance of Company’s obligations pursuant to this Agreement. This shall specifically include, but is not limited to, indemnification of liability against any claims relating to allergic reactions, physical accidents or injuries to Client or any guest of Client that is attending the Event.  This Section shall survive the termination and/or expiration of the Term of this Agreement.

• In connection with the foregoing, client specifically understands that any and all electronically transferred and stored information is subject to attack by third parties who may misuse such information.  While Company will implement safeguards against such breaches (attacks, hacks, etc.) Company cannot guarantee the safety of Client personally identifiable information and Client waives its rights to hold Company responsible for any damage and/or liability that may arise from any such breach by a third-party.

• Method for Resolving Discomforts/Disagreements Prior to Online Complaints/Gripes or Litigation.  The Parties desire to work together in creative harmony through the Term of the Agreement and minimize any discomforts/disagreements by notifying the other party, prior to taking the complaint/gripe to the Internet, when a discomfort arises inclusive of a suggestion on how such discomfort/disagreement can be resolved.  If the discussions in good faith for a satisfactory resolution fails, the Parties agree to bring in a disinterested mediator to quickly resolve the discomfort/disagreement in a way that maintains the cooperative spirit of the relationship which includes the parties splitting the costs associated with the mediation.  If mediation fails to resolve the issues, then the parties agree to submit the matter to binding arbitration conducted in Kenton County, Kentucky, by a neutral and independent arbitrator in lieu of costly and public litigation.  If the Parties cannot together agree on a neutral arbitrator, the party raising the dispute may select an arbitrator who will then refer the matter to a wholly separate and neutral arbitrator to hear and render a decision on the parties’ concerns.

• Governing Law.  Other than disputes submitted to binding arbitration pursuant to the foregoing section, any disputes arising out of or related to this Agreement will be decided by the courts sitting in Kenton County, Kentucky, and the Parties consent to the personal jurisdiction and exclusive venue of such courts for such purpose. This Agreement and its application and interpretation shall be governed exclusively by its terms and by the laws of the Commonwealth of Kentucky.

• Notices.  All notices required or permitted to be given hereunder must be in writing, and shall be effective upon delivery if delivered personally (which includes notices delivered by messenger or overnight courier) or, if given by mail, three (3) calendar days after mailing, by certified mail, return receipt requested, postage prepaid, to the Parties at their addresses as set forth below, or at such other addresses as they may designate by notice given in accordance with this Section.  Service by e-mail, if consented to in writing by both parties, shall be deemed effective upon confirmation of receipt by the receiving party.

 

If to Company: 

 

Bennett Darling, Member

DARLING LANE ENTERTAINMENT, LLC

1545 Sleepy Hollow Road

Ft. Wright, KY 41011

(859) 567-9553

hello@mydarlinglane.com

 

            If to Client:

 

   Address:          ADDRESS

 Phone:             PHONE

           E-mail:            EMAIL          

• Entire Agreement.  This Agreement, including the terms identified on the Client website which has been incorporated herein by reference, represents the entire agreement and understanding between the parties relating to the subject matter hereof and all prior agreements, written or oral, are merged herein. 

• Amendment or Modification of Agreement.  No waiver, change or modification of any of the terms hereof or extension or discharge of this Agreement shall be binding on either party unless contained in a writing signed by both parties.  Electronic communications, such as email or text, which clearly state the terms to be modified, and where each party agrees, may be considered a “writing signed by both parties.”

• Construction. Whenever the singular number is used in this Agreement and when required by the context, the same shall include the plural, and the masculine gender shall include the feminine and neuter genders and vice versa; and the word “party” shall include a corporation, firm, partnership, limited liability company, proprietorship, or other form of association.

• Headings. The headings in this Agreement are inserted for convenience only and are in no way intended to describe, interpret, define, or limit the scope, extent, or intent of this Agreement or any provision hereof.

• Severability. If any provision of this Agreement or the application to any party or circumstance shall be invalid, illegal, or unenforceable to any extent, the remainder of this Agreement and the application shall not be affected and shall be enforceable to the fullest extent permitted by law.

• Heirs, Successors, and Assigns. Each and all of the covenants, terms, provisions, and agreements herein contained shall be binding upon and inure to the benefit of the parties hereto and, to the extent permitted by this Agreement, their respective heirs, legal representatives, successors, and assigns.

• Waivers. The failure of any party to seek or insist upon strict performance of any condition, promise, agreement, or understanding set forth herein shall not be construed as a waiver or relinquishment of the right to insist upon strict performance of the same or any other condition, promise, agreement, or understanding at a future time.

• Survival of Representations, Covenants and Obligations.  All representations, warranties, covenants and obligations of the Parties contained in this Agreement shall survive the termination.

• Attorneys’ Fees.  Unless stated otherwise, in case of any action or proceeding to collect amounts due under, compel compliance with, or for a breach by Client of, any of the terms and conditions of this Agreement, Company shall be entitled to recover its reasonable expenses and costs of the action or proceeding, including but not limited to, reasonable attorneys’ fees.

• Counterparts. This Agreement may be executed in counterparts, each of which shall be deemed an original but all of which shall constitute one and the same instrument.

• EFFECTIVE as of the date set forth above.

 

COMPANY:                                                              CLIENT:

Darling Lane Entertainment, LLC                        

 

 

By ___________________                                        By ____________                        _

Bennett Darling, Member                                           First and Last Name