1.1 This Agreement comprises the agreed terms set out in the Booking Sheet, the Standard Terms and any Riders provided by The Pushworth Group and will bind the Artist and the Promoter in relation to the presentation of the Performance by the Artist.
OBLIGATIONS OF PARTIES
2.1 Subject to fulfilment of the Purchaser’s obligations the Artist will present the Performance at the Venue on the date and times specified in this Agreement, in a professional manner and to the best of the Artist’s ability. The Artist will have full creative control over the Performance.
2.2 The Purchaser will provide the Artist with:
(a) a clean, comfortable, air-conditioned, lockable dressing room with table, chairs, mirror and power points suitable for up to 12 persons for Artist’s exclusive use. The key to the room will be given to the Artist on arrival;
(b) parking adjacent to the Venue stage entrance and access to the Venue for the Artist, the Artist’s crew and equipment at least six hours prior to the opening of doors for the purpose of set up and sound check, and access to allow load out equipment after the Performance;
(c) Sufficient staff to ensure adequate supervision of the Venue and security and protection of the Artist at all times;
(d) a central area in the auditorium of the Venue for the sound and lighting equipment/desks and Purchaser confirms it will provide suitable first class sound and lighting facilities as set out in the Production Rider;
(e) Power supplies as operated by suitably qualified persons and equipment (as set out in the Production Rider) in good working order;
(f) Secure parking for three vehicles close to stage door;
(g) The right to display and sell records and merchandise from a prominent position agreed by Artist and Purchaser before, during and after the performance (without payment to Purchaser);
(h) Payment or reimbursement of the Expenses as set out in the Booking Sheet;
(i) Refreshments as set out in the Refreshment Rider;
(j) Complimentary tickets as set out in the Booking Sheet.
(k) an allocation of tickets to be made available for sale by the Artist on the Artist’s website, the number of such tickets to be agreed by the parties (acting reasonably and taking into account consumer demand) but to be no less than 50 unless otherwise agreed by the Artist.
2.3 The Purchaser agrees:
(a) It will not commit the Artist to any personal appearances, interviews, or to any other type of promotion without the prior written consent of the Artist;
(b) it will include the name and logo of the Artist on all advertising for the Performance [and agrees to fund the promotion detailed in the Booking Sheet], and the Purchaser agrees it will not edit or alter such materials except with the express written consent of the Artist, and Purchaser agrees to sufficiently publicise, promote and advertise the Performance so that the Performance attracts maximum capacity attendance;
(c) it will obtain all permissions required and clear all third party rights with rights owners, in respect of music and audio visual footage to be used for advertising, marketing and promotion;
(d) the Artist will have approval over any radio and/or other promotion or advertising by or on behalf of the Purchaser;
(e) the Artist will have approval over all artwork to be used by or on behalf of the Purchaser in respect of the Performance and marketing of the Performance and the Artist has the right to reject or amend such artwork up to 24 hours before print or other media production deadlines or (if later) up to 24 hours before release of such artwork to the public (and the Purchaser will provide all artwork to the Artist for approval on a timely basis to allow Artist to comply with this timescale);
(f) the Artist will receive headline billing on all publicity releases/paid advertisements;
(g) no sponsorship or endorsement will be used or displayed in conjunction with the Performance or near, on or around the stage during the Performance unless agreed by Artist;
(h) No merchandise relating to the Event will include reference to the Artist unless The Purchaser evidences that 100% of the profit from the sales of such merchandise are being donated to a registered charity, OR, The Purchaser has negotiated and agreed terms in respect of the sale of such merchandise with the Artist’s management. CHARITY MERCHANDISE WILL NOT RELATE SOLELY TO THE ARTIST;
(i) in respect of sales by the Purchaser or on its behalf or as effected by its agents or representatives to telephone, fax or email current ticket pre-sale and sale information to the Artist on a daily basis from the first date of the pre-sale schedule or the date such information first becomes available (if earlier). Where relevant the Artist agrees to provide to the Purchaser such information relating to pre-sale and sale of tickets as is held by the Artist or its agents.
2.4 No other artist will appear at the Venue on the date of the Performance except as agreed in the Booking Sheet. In the event of a supporting act being engaged, the Artist will have the first right to set up all instruments and equipment to be used in the Performance and the such instruments and equipment will not be moved, relocated and/or used by any other than the Artist’s crew save with the Artist’s prior permission.
2.5 The Purchaser will comply with all regulations and requirements of any relevant government or union bodies in respect of the Venue and the Performance (including in respect of the Performance at the decibel level required by the Artist) and will be responsible for securing rights from and making all payments due to any relevant licensing or collecting society in respect of the Performance. The Purchaser warrants that it has the right to provide the Venue and services as set out in this Agreement and the Venue is fully licensed to hold live public performances.
2.6 The Purchaser does not have the right to, or to allow any other person to, record, reproduce, broadcast or communicate to the public any aspect of the Performance unless the Purchaser obtains such right in writing from all relevant rights-owners. Unless express written permission is given by all rights-owners, the Purchaser will ensure that no Venue staff or members of the
audience have access to sound recording equipment, cameras or other recording devices within the Venue. The Artist will be entitled to arrange for the Performance to be recorded, reproduced, broadcast or communicated to the public without payment to the Venue or Purchaser.
3.1 In consideration of the services to be provided under this Agreement, the Purchaser will pay the Artist the Fee.
3.2 The Fee, the Expenses and any other amounts payable to the Artist (as reflected in the Agreement) will be [deposited into the Account specified in the Booking Sheet/received by The Pushworth Group no later than 5pm on the day on which each amount is payable (or the last business day before such day if applicable).
3.3 All amounts payable under this Agreement are inclusive of goods and services tax unless otherwise stated. GST is payable in respect of any sums on provision by the Artist of a valid tax invoice or equivalent document.
3.4 If the Fee is calculated as a percentage of ticket sales:
(a) Purchaser will provide full and accurate details of all ticket agents authorised to print and/or sell and/or distribute tickets, together with the allocation of tickets to each such agent at the time of appointment; and
(b) Purchaser will instruct ticket agents to provide directly to The Pushworth Group, full copies of all production / sales reports provided by agents to Purchaser, at the same time agent provides such reports to Purchaser, and will copy The Pushworth Group on such instruction; and
(c) Purchaser will provide a full report of all ticket sales, complimentary tickets and free admissions in respect of the Performance, within 24 hours of the Performance; and
(d) the Artist may appoint a representative to examine the Purchaser’s books and records relating to the Performance, including (without limitation) number of admissions, pre-sales of tickets and all matters related to calculating sums due to the Artist under this Agreement. Purchaser acknowledges that any failure to provide full ticketing information to the Artist, and any failure to account to Artist for Artist’s share of all sales of tickets, is a material breach of the Purchaser’s obligations under this Agreement entitling the Artist to claim damages against the Purchaser.
3.5 Should the Purchaser fail or refuse to perform the obligations to be performed by the Purchaser and/or make the payments to the Artist as are due pursuant to this Agreement, the Directors of the Purchaser (the “Representatives”) shall personally be liable for the performance of such obligations and the payment of such fees and expenses, and the Representatives shall promptly fulfil such obligations and make such payments when due. The Artist shall be entitled to pursue legal action against the Purchaser or against the Representatives (or any of them) or against both the Purchaser and the Representatives in the Artist’s discretion (and without the necessity of first resorting to or exhausting any rights or remedies which the Artist may have against the Purchaser) in respect of the performance of this Agreement.
3.6 Should the Purchaser fail to pay any Fee or Expenses due to the Artist under this Agreement on the dates that they are due, interest will accrue on those overdue amounts on a daily basis at a rate of 10% per annum until those amounts and interest are paid in full.
RISK AND SECURITY
4.1 The Purchaser will provide a sufficient number of qualified and licensed stewards and security personnel to ensure the safety and privacy of the Artist and Artist’s crew in all areas of the Venue, and will provide a covered, safe, secure and properly constructed stage of size and height notified by the Artist for the Performance. The stage will be raised so that the Artist will not perform at floor level. The Purchaser will take all reasonable precautions to ensure that neither the Artist nor the audience is materially disrupted by any person during the Performance. The Artist shall be entitled to give reasonable directions to security personnel in respect of the treatment of the audience. Where the Artist, acting reasonably, regards the security as acting irresponsibly, negligently or with excessive force, the Artist will be entitled to immediately terminate the Performance and the full Fee (and relevant Expenses) will be payable to the Artist.
4.2 The Purchaser agrees that it has and will have in effect at all relevant times public liability (value not less than $20,000,000) and other relevant insurance in respect of the operation of the Venue and staging of the Performance at the Venue and on Artist’s request the Purchaser will provide a copy of all such policies to the Artist. The Purchaser is solely liable for any loss, damage or injury of whatever kind occurring to any party at the Venue excluding only those directly caused by the Artist’s negligence, and the Purchaser indemnifies the Artist in respect of the same.
4.3 The Purchaser warrants that any equipment provided by it will be in good repair and fit for the purpose for which it is provided in accordance with the specifications given by the Artist. The Purchaser confirms that it has a suitable generator for use in the event of a power failure at the time of the Performance (two generators in respect of any outdoor event where mains power is not available) to ensure the Performance is not significantly delayed or cancelled.
5.1 Each party (the “indemnifying party”) hereby indemnifies and holds harmless the other party, its employees, agents and contractors (the “indemnified party”) against actual loss, claim, damage or injury (including but not limited to third party legal and fee collection costs) arising wholly or in part (to the extent of such part) from any breach by the indemnifying party of the terms and conditions of this Agreement or any agreement, warranty or representation made by the indemnifying party in this Agreement or any act or omission of the indemnifying party in complying with its obligations under this Agreement. The Purchaser’s indemnity of the Artist pursuant to this Clause 5.1 shall include actual loss, claim, damage or injury arising wholly or in part (to the extent of such part) from any negligent act or omission of the Venue, its staff, representatives or agents, and any person under the Purchaser’s supervision, direction or control.
5.2 This Agreement constitutes the entire agreement between the parties relating to the Performance and cannot be altered except in writing signed by both parties.
5.3 The parties agree to keep the terms of this Agreement confidential save in respect of their legal or other professional advisers.
5.4 In the event that any withholding tax applies in respect of the Fee or any sums due to the Artist the Purchaser will promptly notify the Artist (in good time before the Artist leaves the Artist’s home city) and provide full details of any such tax. The Purchaser will provide all reasonable assistance to the Artist in retrieving such sums and if the Purchaser receives a credit in respect of the same the Purchaser will immediately pay through the amount of any tax withheld.
5.5 The Artist is engaged by the Purchaser as an independent contractor. This Agreement does not create a relationship between the parties of employer and employee, principal and agent or partnership.
5.6 This Agreement will be governed by and construed in accordance with the laws of Queensland and the parties submit to the jurisdiction of the courts of Queensland.
TERMINATION AND CANCELLATION
6.1 Either party may terminate this Agreement by giving written notice to the other:-
(a) Before that party’s Termination Date (subject always to clause 4.2(c));
(b) where termination is effected by the Artist due to illness or injury to the Artist or where termination is necessarily caused by any act of God (excluding rain or other inclement weather conditions) or civil disturbance (not occasioned by acts or omissions of the Purchaser its representatives or agents) or events outside the control of the Artist in which case the parties will account to each other in good faith and will have no action against each other in respect of this Agreement. Any deposit paid to the Artist will be refunded to the Purchaser.
6.2 In the event that:
(a) the Purchaser terminates other than in accordance with the terms of
Clause 4.1 (including due to rain or other inclement weather conditions or disturbance occasioned by acts or omissions of the Purchaser its representatives or agents) and such termination is not given before the Purchaser Termination Date; and/or
(b) the Performance is prevented in whole or in part by any breakdown or failure of any production or staging or other equipment or arrangements for which the Purchaser or Venue is responsible or by any decision by the Purchaser to change the event; and/or
(c) the Purchaser cancels the Performance after the Performance is first advertised or after tickets are on sale (irrespective of whether notice of termination is given before the Purchaser Termination Date) then any deposits paid by the Purchaser to the Artist may be retained by the Artist and the full Fee payable in respect of the Performance, less any deposit retained, will be due to the Artist (together with relevant Expenses).