Fringe Venue Agreement

I. DEFINITIONS
A. “The Festival” means The Hollywood Fringe Festival.
B. “Fringe Artist” means any specific performer or group of performers participating in The Festival, including any related support, technical, creative and/or administrative staff other than the staff of The Festival.
C. “The Venue Company” means YOU.
D. “The Parties” mean The Festival and The Venue Company together.

II. THE VENUE
A. The Venue Company grants The Festival permission to list the venue for rental. Venues available for rent will be listed on The Festival’s website and will be made available to Fringe Artists.
C. The Venue Company will have final approval on rental prices offered to Fringe Artists.
D. The Venue Company will have final approval on all business relationships entered into between the Venue Company and Fringe Artists.
E. Specific arrangements for the use of The Venue Company’s venue will be between The Venue Company and participating Fringe Artists.
F. From June 16-26, 2011, The Venue Company agrees to prominently display a poster-sized sign, provided by The Festival, designating the venue as an official Fringe venue.

III. LIABILITY
The Festival assumes no responsibility for any issues, disputes, or liabilities arising from or related to: 1) the rental agreement between The Venue Company and any Fringe Artist; or 2) the use of The Venue Company’s venue by any Fringe Artists.
The Venue Company retains full authority, and assumes full responsibility, for choosing the Festival Artists which will perform at the Venue Company’s facilities. As the Fringe Artists will perform at the sole discretion of the Venue Company, the Venue Company will hold The Festival harmless for any and all injuries, disputes or liabilities which arise from the Venue Company’s participation in the Fringe Festival.

IV. STAFFING
A. Box Office Management will be the responsibility of The Venue Company. This role includes handling all money at the venue, managing transactions between house and patrons, and any payment of Fringe Artists.
B. House Management will be the responsibility of The Venue Company. This role includes seating patrons, ensuring the events begin on time, and overseeing and resolving any issues that might occur involving patrons.
C. Technical staffing will be responsibility of The Venue Company. This role includes managing all technical hardware for the venue, dealing with artist tech rehearsals and working with artist technical contacts.

V. INSURANCE
Either the Venue Company or the Fringe Artist shall obtain, maintain and provide evidence of insurance upon request in amounts sufficient to provide coverage for any liabilities which may reasonably arise out of Fringe Artists’ use of the Venue Company’s venue.

VI. BOX OFFICE
A. The Venue Company’s box office will honor tickets sold by any box office run by The Festival.
B. The Festival is responsible for delivering daily pre-sale information to the Venue Company’s box office.

VII. SECURITY AND CONDUCT OF EVENT
A. The Venue Company is responsible for providing security in house, stage and backstage spaces. All personal property left in the space is at the sole risk of the owner of such personal property. The Festival agrees to advise Fringe Artists, staff, volunteers, and guests that they are responsible for safekeeping of their personal property. The Fringe Artists are responsible for any damage to the venue caused by them, their attendees, vendors, contractors or agents.

VIII. CANCELLATION
A. This agreement may be canceled at anytime leading up to the dates of the Festival by either the Venue Company or The Festival. The Venue Company is responsible for refunding any rents to Fringe Artists should a cancellation occur.
IX. FORCE MAJEURE
A. The performance of this Agreement is subject to acts of God, government authority, disaster, or other emergencies, any of which make it illegal or impossible for The Venue Company to provide the facilities and/or services to The Festival. It is provided that this Agreement may be terminated for any one or more of such reasons by written notice from one party to the other without liability.

X. INDEMNIFICATION
A. Each party to this Agreement hereby agrees to indemnify, defend and hold the other harmless from any loss, liability, costs or damages arising from actual or threatened claims or causes of action resulting from the negligence, gross negligence or intentional misconduct of the party indemnifying or its respective officers, directors, employees, agents, contractors, members, participants or attendees (as applicable), provided that with respect to officers, directors, employees, and agents, such individuals are acting within the scope of their employment or agency, as applicable.

XI. ASSIGNMENT
A. The Festival agrees that it may not assign any interest, rights or duties under this Agreement to any other person or entity without The Venue Company’s prior approval.

XII. LIMITATION ON PUNITIVE DAMAGES
A. The Parties hereby agree that neither party to this Agreement shall be liable for any punitive damages.

XIII. ARBITRATION/DISPUTE RESOLUTION/ATTORNEY’S FEES
A. The Parties agree to resolve any controversy, claim or dispute of any kind or description arising out of or relating to this Agreement through binding arbitration conducted in accordance with the rules of the American Arbitration Association or JAMS in the State of California. The law of the State of California will be the governing law. The arbitration award will be enforceable in any state or federal court. In any arbitration or court proceeding, the prevailing party shall be entitled to recover reasonable attorneys’ fees and costs, including arbitration fees.

XIV. SEVERABILITY
A. If any provision of this Agreement is held to be invalid or unenforceable, that provision shall be eliminated or limited to the minimum extent necessary such that the intent of the parties is effectuated, and the remainder of the Agreement shall have full force and effect.