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HomeMy WebLinkAboutCAG2012-0798 - Original - New Shanghai Circus - Spotlight Series: New Shanghi Circus - 12/14/2011 a Records M �gemen rjo roOOOOKENT Document WASHINGTON CONTRACT COVER SHEET This is to be completed by the Contract Manager prior to submission to City Clerks Office. All portions are to be completed. If you have questions, please contact City Clerk's Office. Vendor Name: Vendor Number: aj JD Edwards Number Contract Number: Pit /,Z- 027 This is assigned by City Clerk's Office Project Name: U I-1big`'* Gil F' -6(XtEs Ili Description: ❑ Interlocal Agreement [I Change Order [I Amendment ® Contra ct ❑ Other: ( f Contract Effective Date: 1112i1 Termination Date: Contract Renewal Notice (Days): a Number of days required notice for termination or renewal or amendment Contract Manager. 1! Department: Detail: (i.e. address, location, parcel number, tax id, etc.): xa]ik d i S:Public\RecordsManagement\Forms\Contmctcover\adcc7832 11/08 3 • KENT WA.MINGTOM I CONTRACTOR SERVICES AGREEMENT 4 between the City of Kent and New Shanghai Circus Touring, LLC THIS AGREEMENT is made between the City of Kent, a Washington municipal corporation (hereinafter the "City"), and New Shanghai Circus Touring, LLC, f/s/o New Shanghai Circus, c/o Gurtman and Murtha Associates, Inc , located and doing business at 450 Seventh Ave., Suite 909, New York, NY 10123, 212-967-7350 (hereinafter the "Contractor") I. DESCRIPTION OF WORK. Contractor shall perform the following services for the City Description: New Shanghai Circus (hereinafter referred to as"Contractor")will present one public performance as part of the Kent Arts Commission's"Spotlight Series" y i Start Time/Duration/Stop Time: 7 30 p m /approximately two hours including intermission/9 30 p m Day, Date, Year: Wednesday, February 15, 2012 Y Event Location: Kentwood High School Performing Arts Center, 25800 164t'Ave SE, Covington, WA 98042 Lodging: Contractor will be responsible for their own accommodations. Merchandising: Contractor shall have the sole and exclusive right, but not obligation, to sell souvenir posters, programs, CDs, DVDs and other merchandise directly pertaining to and/or bearing the likeness of the Contractor at the performance City will retain 15% of the receipts when Contractor provides sales staff and 20% of the receipts when City provides sales staff Meal(s): City will provide a meal and refreshments as specified in the attached rider' Billing: "New Shanghai Circus" Contractor to receive 100% sole headline billing in all advertising, with exception of season brochure Sponsorship: City reserves the right to obtain corporate sponsor(s)for Contractor's performance Exclusivity: Contractor shall not appear in general Seattle/Puget Sound market, including King, Pierce, Snohomish and Kitsap Counties, within two-months before or after February 15, 2012, with the exception of venues previously discussed and mutually agreed upon House seats: City will hold ten (10) complimentary house seats for Contractor, to be released nor to curtain if not notified b 24 hours P Y Contractor The attached rider is part of this agreement Contractor further represents that the services furnished under this Agreement will be performed in accordance with generally accepted professional practices in effect at the time those services are performed II. COMPENSATION. The City shall pay Contractor the total sum of $9,000 for the work to be performed under this Agreement, upon satisfactory completion of all services and requirements specified in this Agreement A 25% deposit of$2,250 00 will be paid, by City of Kent check, to Gurthman and Murtha Associates, Inc (FED ID# 13-263-1350) upon complete execution of contract The balance of $6,750 00 will be paid, by City of Kent check, to New Shanghai Circus Touring, LLC (FED ID#20-845-7997) on the day of the performance ; III. PRESS MATERIALS. Contractor agrees to provide to the City where appropriate, at his or her own expense, complete press materials, including hard copy or high resolution electronic photographs, biographic descriptions, and program materials, not less than six (6) weeks prior to the initial event date for the City's use in promoting the event All publicity and promotional materials regarding the event released to the media or public by the Contractor shall credit the City of Kent for its support of the event or project a CONTRACTOR SERVICES AGREEMENT- 1 (Under$10,000—Larger Organization) IV. PERFORMANCE SPACE, The City agrees to furnish, at its sole cost and expense, a place of performance on the date(s) and at the time(s) contained in Section I The City shall also provide ushers, house manager, and box office staff and any additional services and personnel as required by the City, for the efficient operation of the engagement Other arrangements will be the responsibility of the City and Contractor as follows below Venue: City will provide proscenium theater Kentwood High School Performing Arts Center Sound: City will provide sound system according to Contractor's technical rider.* Lights: City will provide lighting according to Contractor's technical rider* Dressing Rooms: City will provide dressing room facilities according to Contractor's rider Technical Staff: City will provide sound and lighting technicians, and theater manager familiar with facility Contractor will provide any other technical staff, including a road manager or technical director, necessary for the performance *The attached rider is part of this agreement V. INDEPENDENT CONTRACTOR. The parties intend that an Independent Contractor-Employer Relationship will be created by this Agreement By their execution of this Agreement, and in accordance with Ch 51 08 RCW, the parties make the following representations A The Contractor has the ability to control and direct the performance and details of its work, the City being interested only in the results obtained under this Agreement B. The Contractor maintains and pays for its own place of business from which Contractor's services under this Agreement will be performed C The Contractor has an established and independent business that is eligible for a business deduction for federal income tax purposes that existed before the City retained Contractor's services, or the Contractor is engaged in an independently established trade, occupation, profession, or business of the same nature as that involved under this Agreement D. The Contractor is responsible for filing as they become due all necessary tax documents with appropriate federal and state agencies, including the Internal Revenue Service and the state Department of Revenue E The Contractor has registered its business and established an account with the state Department of Revenue and other state agencies as may be required by Contractor's business, and has obtained a Unified Business Identifier(UBI) number from the State of Washington F The Contractor maintains a set of books dedicated to the expenses and earnings of its business The parties intend that an Independent Contractor-Employer Relationship will be created by this Agreement and that the Contractor has the ability to control and direct the performance and details of its work, the City being interested primarily only in the results obtained under this Agreement and compliance with its terms and conditions a VI. WORK PERFORMED AT CONTRACTOR'S RISK. Contractor shall be responsible for the safety of its employees, agents, and subcontractors in the performance of the contract work and shall utilize all protection necessary for that purpose VII. INDEMNIFICATION. Contractor shall defend, indemnify and hold the City, its officers, officials, employees, agents and volunteers harmless from any and all claims, injuries, damages, losses or suits, including all legal costs and attorney fees, arising out of or in connection with the Contractor's performance of this Agreement, except for that portion of the injuries and damages caused by the City's negligence, including assertions that the use or transfer of any software, book, document, report, film, tape or sound reproduction delivered in accordance with this Agreement constitutes an infringement of any copyright, patent trademark, trade name, or otherwise results in unfair trade practices The City's inspection or acceptance of any of Contractor's work when completed shall not be grounds to avoid any of these covenants of indemnification The provisions of this section shall survive the expiration or termination of this Agreement Vill. INSURANCE. The Contractor shall procure and maintain for the duration of the Agreement, insurance of the types and in the amounts described in Exhibit A attached and incorporated by this reference IX. DISCRIMINATION. In the hiring of employees for the performance of work under this Agreement or any subcontract, the Contractor, its subcontractors, or any person acting on behalf of the Contractor or subcontractor shall not, by reason of race, religion, color, sex, age, sexual orientation, national origin, or the presence of any sensory, mental, or physical disability, discriminate against any person who is qualified and available to perform the work to which the employment relates Contractor shall execute the attached City of Kent Equal Employment Opportunity Policy Declaration, Comply with City Administrative Policy 12, and upon completion of the contract work, file the attached Compliance Statement CONTRACTOR SERVICES AGREEMENT-2 (Under$10,000—Larger Organization) X. TERMINATION AND BREACH. Either party may terminate this Agreement, with or without cause, upon providing the other party ninety (90) days written notice at its address set forth on the signature block of this Agreement All costs incurred by the City due to Contractor's failure to comply with the terms and conditions of this Agreement shall be the responsibility of the Contractor The City may deduct its costs from any payments due to the Contractor or pro-rate the Agreement amount based upon the actual time of Contractor's performance compared to the contracted performance schedule XI. IMPOSSIBILITY OF PERFORMANCE. Outdoor performances are considered "rain or shine" In the event that extreme inclement weather renders an outdoor performance impossible, the City will attempt to arrange an alternate performance space and Contractor will employ its best efforts to provide the contract work in that alternate performance space Neither party will be under liability for failure to perform in the event that such failure is caused by or due to acts or regulations of public authorities, civil tumult, strike, epidemic or any other cause beyond the control of either party In the event of a failure to perform as provided in this section, neither party shall be liable for the balance of the Agreement XII. MISCELLANEOUS PROVISIONS. A Recyclable Materials Pursuant to Chapter 3 80 of the Kent City Code, the City requires its Contractors to use recycled and recyclable products whenever practicable A price preference may be available for any designated recycled product B Non-Waiver of Breach The failure of the City to insist upon strict performance of any of the covenants and agreements contained in this Agreement, or to exercise any option conferred by this Agreement in one or more instances shall not be construed to be a waiver or relinquishment of those covenants, agreements or options, and the same shall be and remain in full force and effect C Resolution of Disputes and Governing Law This Agreement shall be governed by and construed in accordance with the laws of the State of Washington If the parties are unable to settle any dispute, difference or claim arising from the parties' performance of this Agreement, the exclusive means of resolving that dispute, difference or claim, shall only be by filing suit exclusively under the venue, rules and jurisdiction of the King County Superior Court, King County, Washington, unless the parties agree in writing to an alternative dispute resolution process In any claim or lawsuit for damages arising from the parties' performance of this Agreement, each party shall pay all its legal costs and attorney's fees incurred in defending or bringing such claim or lawsuit, in addition to any other recovery or award provided by law, provided, however, nothing in this paragraph shall be construed to limit the City's right to indemnification under Section VII of this Agreement D Written Notice All communications regarding this Agreement shall be sent to the parties at the addresses listed on the signature page of the Agreement, unless notified to the contrary Any written notice hereunder shall become effective three (3) business days after the date of mailing by registered or certified mail, and shall be deemed sufficiently given if sent to the addressee at the address stated in this Agreement or such other address as may be hereafter specified in writing E Assignment Any assignment of this Agreement by either party without the written consent of the non- assigning party shall be void If the non-assigning party gives its consent to any assignment, the terms of this Agreement shall continue in full force and effect and no further assignment shall be made without additional written consent F. Modification No waiver, alteration, or modification of any of the provisions of this Agreement shall be binding unless in writing and signed by a duly authorized representative of the City and Contractor G Entire Agreement. The written provisions and terms of this Agreement, together with any Exhibits attached hereto, shall supersede all prior verbal statements of any officer or other representative of the City, and such statements shall not be effective or be construed as entering into or forming a part of or altering in any manner this Agreement All of the above documents are hereby made a part of this Agreement However, should any language in any of the Exhibits to this Agreement conflict with any language contained in this Agreement, the terms of this Agreement shall prevail H Compliance with Laws The Contractor agrees to comply with all federal, state, and municipal laws, rules, and regulations that are now effective or in the future become applicable to Contractor's business, equipment, and personnel engaged in operations covered by this Agreement or arising out of the performance of this Agreement IN WITNESS,the parties below execute this Agreement,which shall become effective on the last date entered below. CONTRACTOR: CITY OF KENT: �ql� L�& B� �` BY' (signature re) Pnnt ame wk"t R / Print Name Lo ' o, n CONTRACTOR SERVICES AGREEMENT-3 (Under$10,000—Larger Organization) Its Its Supt., Recreation &Cultural Services title (title)DATE DATE (l �a 1 �� NOTICES TO BE SENT TO: NOTICES TO BE SENT TO: CONTRACTOR: CITY OF KENT: i [A rL7f/--A- Ronda Bdlerbeck, Cultural Programs Manager ems, f�S � _ o 61 2 S < C E City of Kent k s� 220 Fourth Avenue South Kent, WA 98032 T J (telephone) v (facsimile) (253) 856-5055 (telephone) (253) 856-6050 (facsimile) P1 MM'ORMMCNTR CT(NNOCo t'ra FINPL5LamutanSmlceePpreemenleYarlmCar4att PallRRnerLaga Cm CONTRACTOR SERVICES AGREEMENT-4 (Under$10,000—Larger Organization) DECLARATION CITY OF KENT EQUAL EMPLOYMENT OPPORTUNITY POLICY The City of Kent is committed to compliance with Federal and State laws regarding equal opportunity As such all contractors, subcontractors and suppliers who perform work with relation to this Agreement will comply with the regulations of the City's equal employment opportunity policies The City requires any contractor, subcontractor or supplier working on this Agreement to certify that the following statements are true If any contractor, subcontractor or supplier willfully misrepresents themselves with regard to the statements below, it will be considered a breach of contract, subject to suspension or termination of the Agreement, in whole or in part, in the City's sole discretion The statements are as follows 1 The Contractor has read the attached City of Kent administrative policy number 12 2 During the time of this Agreement, the Contractor will not discriminate in employment on the basis of sex, race, color, national origin, age, or the presence of all sensory, mental or physical disability 3 During the time of this Agreement the Contractor will provide a written statement to all new employees and subcontractors indicating commitment as an equal opportunity employer 4 During the time of the Agreement, the Contractor, will actively consider hiring and promoting women and minorities By signing below, the Contractor certifies that it is in compliance with the City's equal opportunity policies regarding contractors, s ocontractors, andIsupphers Dated this 11a day of ✓ , 200/1 By For r LLB/ Title a� Date a i I i f EEO COMPLIANCE DOCUMENTS CITY OF KENT ADMINISTRATIVE POLICY NUMBER 1.2 EFFECTIVE DATE: January 1, 1998 SUBJECT MINORITY AND WOMEN SUPERSEDES April 1, 1996 CONTRACTORS APPROVED BY Jim White, Mayor POLICY Equal employment opportunity requirements for the City of Kent will conform to federal and state laws All contractors, subcontractors, Contractors and suppliers of the City must guarantee equal employment opportunity within their organization and, if holding Agreements with the City amounting to $10,000 or more within any given year, must take the following affirmative steps 1 Provide a written statement to all new employees and subcontractors indicating commitment as an equal opportunity employer 2. Actively consider for promotion and advancement available minorities and women Any contractor, subcontractor, Contractor or supplier who willfully disregards the City's nondiscrimination and equal opportunity requirements shall be considered in breach of contract and subject to suspension or termination for all or part of the Agreement Contract Compliance Officers will be appointed by the Directors of Planning, Parks, and Public Works Departments to assume the following duties for their respective departments 1 Ensuring that contractors, subcontractors, Contractors, and suppliers subject to these regulations are familiar with the regulations and the City's equal employment opportunity policy 2 Monitoring to assure adherence to federal, state and local laws, policies and guidelines. i j a 1 EEO COMPLIANCE DOCUMENTS CITY OF KENT EQUAL EMPLOYMENT OPPORTUNITY COMPLIANCE STATEMENT This form shall be filled out UPON COMPLETION of the work by the Contractor under this Agreement I declare that — the Contractor under an Agreement with the City of Kent for that was entered into on , 2006, and completed 2006, complied fully with all of the requirements and obligations as outlined in the City of Kent Administrative Policy 1 2 and the Declaration City of Kent Equal Employment Opportunity Policy that was part of that Agreement Dated this day of 200� By For Title Date i EEO COMPLIANCE DOCUMENTS EXHIBIT A INSURANCE & INDEMNITY REQUIREMENTS FOR CULTURAL PERFORMANCE AGREEMENTS Insurance The Contractor shall procure and maintain for the duration of the Agreement, insurance against claims for injuries to persons or damage to property which may arise from or in connection with the performance of the work hereunder by the Contractor, their agents, representatives, employees or subcontractors Minimum Scope of Insurance Contractor shall obtain insurance of the types described below, 1. Commercial General Liability insurance shall be written on ISO occurrence form CG 00 01 and shall cover liability arising from premises, operations, independent contractors, products-completed operations, personal injury and advertising injury, and liability assumed under an insured contract The Commercial General Liability insurance shall be endorsed to provide the Aggregate Per Project Endorsement ISO form CG 25 03 11 85 There shall be no endorsement or modification of the Commercial General Liability insurance for liability arising from explosion, collapse or underground property damage The City shall be named as an insured under the Contractor's Commercial General Liability insurance policy with respect to the work performed for the City using ISO additional insured endorsement CG 20 10 11 85 or a substitute endorsement providing equivalent coverage Minimum Amounts of Insurance Contractor shall maintain the following insurance limits' 1 Commercial General Liability insurance shall be written with limits no less than $1,000,000 each occurrence, $1,000,000 general aggregate and a$1,000,000 products-completed operations aggregate limit Other Insurance Provisions The insurance policies are to contain, or be endorsed to contain, the following provisions for Commercial General Liability insurance 1 The Contractor's insurance coverage shall be primary insurance as respect the City Any Insurance, self-insurance, or insurance pool coverage 2 maintained by the City shall be excess of the Contractor's insurance and shall not contribute with it 3 The Contractor's insurance shall be endorsed to state that coverage shall not be cancelled by either party, except after thirty (30) days prior written notice by certified mail, return receipt requested, has been given to the City 4 The City of Kent shall be named as an additional insured on all policies(except Professional Liability)as respects work performed by or on behalf of the contractor and a copy of the endorsement naming the City as additional insured shall be attached to the Certificate of Insurance The City reserves the right to receive a certified copy of all required insurance policies The Contractor's Commercial General Liability insurance shall also contain a clause stating that coverage shall apply separately to each insured against whom claim is made or suit is brought, except with respects to the limits of the insurer's liability Acceptability of Insurers Insurance is to be placed with insurers with a current A M Best rating of not less than A VII Verification of Coverage Contractor shall furnish the City with original certificates and a copy of the amendatory endorsements, including but not necessarily limited to the additional insured endorsement, evidencing the insurance requirements of the Contractor before commencement of the work Subcontractors Contractor shall include all subcontractors as insureds under its policies or shall furnish separate certificates and endorsements for each subcontractor All coverages for subcontractors shall be subject to all of the same insurance requirements as stated herein for the Contractor EEO COMPLIANCE DOCUMENTS , Gurtman and Murtha Associates, Inc. 450 Seventh Ave,Suite 909 •New York,NY 10123 • (212)967-7350 •Fax (212)967-7341 t AGREEMENT made this 31s`day of March 2011,by and between: New Shanghai Circus Touring,LLC. (hereinafter referred to as"Producer") f/s/o NEW SHANGHAI CIRCUS (hereinafter referred to as "Production")and City of Kent Arts Commission (hereinafter referred to as"Local Presenter")whose name,title,organization,address,phone number and fax number are City of Kent Arts Commission 220 Fourth Avenue South Kent,WA 98032-5895 Attention:Ronda Billerbeck, Cultural Programs Manager Phone 253-856-5050 Fax 253-856-6050 E-mail rbillerbeckAci kent wa us 1. Local Presenter hereby engages Producer and Producer accepts such engagement to appear and perform Production's performance(s),subject to the terms hereof,as follows: Date of Engagement(s):Wednesday,February 15,2012 Number of Performance(s): 1 Time of Performance(s): @ 7:30pm PT Place of Performance(s):Kentwood High School Performing Arts Center,25800 164`h Avenue SE House Capacity 470 City,State: Covington,WA 98042 2 It is agreed that as full compensation for the services of Production as above set forth,Local Presenter will pay to Producer in United States currency,by venue check or wire transfer the sum of. Terms.$9,000.00(Nine Thousand US Dollars)plus the attached technical rider. Payable as follows. Deposit 1. 2$ ,250.00 payable to Gurtman&Murtha Associates,Inc on or before upon execution of contract. (FED ID#13-263-1350) Deposit 2 S 0.00 payable to New Shanghai Circus Touring,LLC on or before (FED ID#20-845-7997) Balance: 6$ ,750.00 payable to New Shanghai Circus Touring.LLC.at the conclusion of the performance Please note-ALL advance payments(deposits)shall be sent to: Guttman&Murtha Associates,Inc Attn:Katisha Bennett,Contract Administrator 450 Seventh Avenue, Suite 909 New York,NY 10123 2 Kent,WA 3 ADDITIONAL TERMS AND CONDITIONS The parties hereto hereby acknowledge that the following additional terms and conditions am incorporated in and made a part of the Agreement between the - parties hereto 1 PURCHASER agrees to famish at its own expense all that is necessary for the proper presentation of the entertainment presentation at performances,and if required by PRODUCER,at rehearsals therefore,including a suitable theatre,hall or auditorium,well-heated,lighted,clean and in good order,stage curtains, properly tuned grand prano(s)and public address system in perfect working condition including microphone(s)in number and quality required by PRODUCER and comfortable lighted dressing rooms,all stagehands,stage carpenters,electricians,electrical operators and anv other labor as shall be necessary andior required by any national or local union(s)to take in,hang,work and take out the entertainment presentation(including scenery,properties and baggage),all lights,tickets, house programs,all licenses(including mus cal performing rights licenses),special police,ushers,ticket sellers for advance or single sales(wherever sales take place),ticket takers,appropriate and sufficient advertising and publicity including but not limited to bill-posting,mailing and distributing of circulars,display newspaper advertising in the principal newspapers and PURCHASER shall pay at other necessary expense in connection therewith PURCHASER agrees to pay all amusement taxes PURCHASER agrees to comply with all regulations and requirements of any national or local un or(s)that may have jurisdiction over anv of the materials,facilities,services and personnel to be famished by PURCHASER and by PRODUCER PURCHASER agrees to furnish all necessary material and equipment and to prompt v comply with Producer's directions to arrange the stage decor and settings for the performances hereunder In addition to those musicians,if any,to be famished by either PRODUCER or PURCHASER pursuant to any other provision hereof,PURCHASER agrees to famish at its sole expense such musicians,including musical contractor,as maybe required by any national or local umon(s)for and in connection with this engagement and rehearsals therefore PRODUCER shall have the right to name the local music contractor and to approve the choice of musicians hired locally The following Special Props and Lighting required by PRODUCER shall be furnished by PURCHASER at PURCHASER'S sole expense PURCHASER SHALL PROVIDE AND PAY FOR THE FOLLOWING -Artist's Rider 2 PRODUCER shall have the sole and exclusive control over the production,presentation and performance of the engagement hereunder,including,but not limited to,the details,means and methods of the performances of the performing artists hereunder,and PRODUCER shall have the sole right as PRODUCER may see fit,to designate and change at anytime the performing personnel PRODUCER'S obligations hereunder are subject to detention or prevention by sickness, inability to perform,accident means of transportation,Acts of God,hots stakes,labor difficulties,epidemics,any actor order of anv public authority or any other causes,similar or dissimilar,beyond PRODUCER'S control 3 PURCHASER shall not have the right to broadcast or televise,photograph or otherwise reproduce the performances hereunder,or any part thereof PURCHASER agrees that no perforiners other than those to be famished by PRODUCER hereunder will appear on or in connection with the engagement hereunder PURCHASER shall not have the right to assign this agreement,or any provision hereof Nothing herein contained shall ever be construed as to constitute the parties hereto as a partnership,orjoinl venture,or that PRODUCER shall be liable in whole or in part for any obligation that my be incurred by PURCHASER to Purchaser's carrying out any of the provisions hereof,or otherwise The person executing this agreement on Purchaser s behalf warrants his authority to do so,and such person hereby personally assumes liability for the payment of said price in full 4 The entertainment presentation to be famished by PRODUCER hereunder shall receive billing in such order,form size and prominence as directed by PRODUCER in all advertising and publicity issued by or under the control of the PURCHASER 5 PURCHASER agrees that the entertainment presentation will not be included in a subscription or other type of series without the antten consent of PRODUCER Free admissions,if any,(except to local press)shall be subject to Producer's prior written approval In the event that payment to PRODUCER shall be based in whole or in part or receipts of the perforinance(s)hereunder (a)the scale of ticket prices must be submitted to and approved by PRODUCER in writing before tickets are ordered or placed on sale,(b)PURCHASER agrees to deliver to PRODUCER a certified statement of the gross receipt,of each such performance within two hews following such performance,and(c)PRODUCER shall have the right to have a representative present in the box office at all times and such representative shall have the right to examine and make extracts from box office records of PURCHASER relating to gross receipts of this engagement only 6 Purchaser hereby warrants and represents to Producers follows (a)that it has or will have a lease for the Theatre covering the date or dates of the Performances(s)and Rehearsals,that during the Performances(s)the lease will be in full force and effect and neither Purchaser or Theatre will be in default thereof,and that the lease will be exhibited to Producer or Manager upon request,(b)that admission to the performance(s)and seating in the Theatre shall be without regard to race,color,religion or national origin,(c)Purchaser will be solely responsible for payment of all charges,assessments,royalties or license fees required to be paid for the right to perform all music performed at the Performance(s) 7 If before the date of any scheduled performance it is found that PURCHASER has not performed fully its obligations under any other agreement with any party for another engagement or that the financial credit of the PURCHASER has been impaired,PRODUCER may cancel this agreement In the event that PURCHASER does not perform fully all its obligations hereto,PRODUCER shall have the option to perform or refuse to perform hereunder and in either event PURCHASER shall be liable to PRODUCER for damages in addition to the compensation provided herein S This constitutes the sole,complete and binding agreement between the parties hereto 9 PRODUCER shall have the sole and exclusive night,but not the obligation,to sell souvenir programs and other souvenir items including compact discs in connection with,and at the performance(s)hereunder and the receipts thereof shall belong exclusn ely to PRODUCER 10 This Agreement may not be changed,modified or altered except by an instrument in writing signed by the parties This Agreement shall be construed in accordarce with the laws of the State of New York Nothing in this Agreement shall require the commission of any act contrary to law or to any mle or regulation of any union,guild or similar body having jurisdiction over the performances hereunder or any element thereof and wherev c-or whenever there is any conflict a between any provision of this Agreement and any such law,rule or regulation,such law,rule or regulations shall prevail and this Agreement shall be curtailed, modified,or limited only to the extent necessary to eliminate such conflict 11 Any claim or dispute ansng out of or relating to this agreement or the breach thereof shall be settled by arbitration in New York,New York in accordance with the rules and regulations then obtaining of the American Arbitration Association governing three-member panels The purees hereto agree to be bound by the award in si.ch arbitration and judgment upon the award rendered by the arbitrators may be entered in any court having jurisdiction thereof a a 3 Kent,WA AGREED AND ACCEPTED BY: LOCAL PRESENTER: PRODUCER Ic %/ k— SIGNAT `� �(� c SIGNATURE DATE DATE i i 4 Kent,WA Shanghai Wutin Entertainment Company (Producer) and Gurtman & Murtha Associates, Inc. (Exclusive North American Booking Representative) proudly present The New Shanghai Circus TECHNICAL RIDER updated March 22, 2011 This rider is attached to, and made an integral part of, any agreement for an engagement of "The New Shanghai Circus" (hereinafter sometimes referred to as "NSC"). The Presenter's cooperation and advance preparation will facilitate a safe and efficient load-in, run and strike of the production. The following specifications represent the optimum requirements for an ideal presentation in a modern, well-equipped theatre. If the Presenter's venue cannot meet all of the requirements contained herein, please contact Gurtman & Murtha Associates, Inc. immediately, so that all parties hereto can explore mutually acceptable alternatives. A signed copy of this Technical Rider must be returned together with the signed Engagement Agreement. The Presenter and Presenter's Technical Director must sign where indicated, confirming that the technical requirements as provided herein will be met. Any amendments to this Technical Rider must be mutually approved and must be in writing. y x F The New Shanghai Circus 179 Collier Dr Sevierville,TN 37862 Ph 865 429 1601 Fax 865 668 0027 Email kate@shwtyy corn MARKETING BILLING - The show shall receive 100% sole star billing In all forms of advertising and promotions. All billing for the show shall be as follows: The New Shanghai Circus Said billing shall appear wherever the show name appears, including marquees, tickets, billboards, front of house and all forms of paid advertisements and promotional materials used by agent/theater In the presentation of the company. 4 The New Shanghai Circus 2012 National Tour Technical Rider Updated March 2011 Page 2/11 s The New Shanghai Circus 179 Collier Dr Sevierville,TN 37862 Ph. 865 429 1601 Fax 865 868 0027 Email kale@shwtyy com TECH TIME For a full show, the standard company requirements are eight (8) working hours to load-in, hang soft goods, rig safety Imes, prep stage equipment, and focus lights. *THIS DOES NOT INCLUDE TIME TO HANG THE NSC LIGHT PLOT. * As an example, for an 8pm show time, our load-in time would be 9am [this gives two one-hour meal breaks]. The performance is approximately 2 hours in length including one 20-minute intermission. The load-out takes two (2) hours after the final performance. *ALL LIGHTING INSTRUMENTS MUST BE HUNG, PATCHED, GELLED, AND TROUBLESHOT PRIOR TO THE ARRIVAL OF THE SHOW. ALL THEATRE SOFT GOODS, SOUND EQUIPMENT, AND OTHER ITEMS AND SERVICES CALLED FOR HEREIN MUST ALSO BE PREPARED PRIOR TO LOAD-IN. IF THIS WORK IS NOT COMPLETED PRIOR TO COMPANY'S ARRIVAL, THE ENGAGEMENT MAY BE DELAYED, OR POSSIBLY NOT ALL EFFECTS AND ACTS WILL BE ABLE TO BE PRESENTED. The venue's fly system, stage house, stage area and loading area must be free and clear of any equipment, other than listed in this document, in order to receive NSC's physical production with the most efficient use of time and manpower. Whenever possible, NSC uses best efforts to be flexible without jeopardizing the artistic integrity of the production. PARKINGVEHICLE PERMITS / PRESENTER agrees to obtain all permits and authorizations where necessary to allow one (1) 45, tour bus towing a 20' trailer with direct access to loading doors for the duration of the load-in, running of productions, and load out. (Please check with tour manager for the details of travelling vehicles, since it may differ every year.) For single performance engagements, the company requires that all vehicles be allowed to remain at the load-in area for the entire day. If this is not possible, THEATER must provide parking and security for all company vehicles nearby. Be advised total parking space required for tour bus and trailer is 75' not including necessary ingress and egress space. THE LOADING DOCK AND LOADING AREA MUST BE FREE OF VEHICLES, SNOW AND ICE SO THAT COMPANY VEHICLES CAN LOAD IN AND OUT SAFELY. If police barricades are necessary to reserve space for the tour bus and trailer, please see to it. j The New Shanghai Circus 2012 National Tour Technical Rider Updated March 2011 i Page 3/11 n The New Shangh ai Circus 179 Collier or Sevierville,TN 37862 Ph 865 429 1601 Fax 865 868 0027 Email kate@shwtyy Com PERSONNEL / CREW STAFFING - The company is composed of one (1) Tour Manager/Technical Director, one (1) Head Rigger/Carpenter, one (1) Translator, two (2) drivers and approximately twenty (20) Chinese- speaking acrobats. (Cast and crew subject to change) LOCAL CREW - New Shanghai Circus is not a yellow card attraction. As such, the Presenter must handle all labor arrangements. There will not be a call for union stagehands by the company, and company will be willing to work with mature, competent, skilled local labor whether union or non-union. In the event, however, that local union regulation should require that union labor be employed locally, the theater hereby agrees to employ and pay them according to union regulations, even if this is a greater number of crew than listed below. Prior arrangements between the Presenter and the Tour Manager must be made before there can be any reductions to the local crew call. We require that the following skilled stage technicians serve the needs of the company and performance: Crew Required In Run Out Electricians/Light Board 2 1 1 Follow Spot Light Operator 2 Sound Technician/Board Operator 1 1 Stage Hands* 3 2 2 Fly Rail Operator/ Loader 2 1 2 Transfer Men* 1 1 Totals: 9 7 6 The stage technicians listed above will also load and unload whatever scenery, costumes, equipment, etc., is carried by the company from the company's road vehicles to the stage and then back after the performance. (Unless local union requirements dictate that this work is performed by transfer men. If this is the case, two (2) transfer men will be needed in addition to the stagehands listed above, and these men will also be furnished and paid for by the theater). NOTICE TO THEATRE - IF FULL COMPLEMENT OF THEATRE CREW, POWER, EQUIPMENT, AND OTHER MATERIALS AND SERVICES AS REQUIRED ARE NOT PROVIDED BY THE THEATRE, THEN THE APPLICABLE PERFORMANCE CAN AND WILL MOST LIKELY COMMENCE TWO (2) OR MORE HOURS LATE. The company requires the exclusive use of the theater and the crew for no less than eight (8) full working hours before the first performance. Venue availability and crew call shall be such that a full eight (8) working hours are available for the company load-in. If the performance time is such that meal or coffee breaks are required prior to performance or within the eight (8) working hours, then the theater and crew call must be adjusted earlier as appropriate. The company is to be the sole occupant of the theater from the beginning of the load-in until the end of the load-out, unless a written agreement is obtained f{om the company permitti g the use_ 1 of the theater by other groups or indiivmviduals. GChW uk-I Uw-1 - (� fib ' 1�1 l,(. 0 {� &Lbl b� �. �V v� r (4�' t; Cf �� �� �►ITV � � �� sQvkk- The New Shanghai Circus 2012 National Tour Technical Rider Updated March 2011 Page 4/11 The New Shanghai Circus 179 Collier Dr Sevierville,TN 37862 Ph. B65 429 1601 Fax 865 866 0027 Email kate@shwtyy com STAGE / FLOORING The acting area of the stage should be at least thirty-five feet wide and thirty feet deep (35'x 30') [10.7m x 9.1m] with a true vertical clearance of thirty feet (30'-0") [9.1m] for aerial acts; these are the minimum dimensions for an effective performance. The proscenium height should be a minimum of twenty-five feet (25'-0") for full viewing of aerial acts. Wing space should add at least six feet (6) [2m] on each. Wing space and the upstage back of cyc or upstage wall crossover must be clear of obstructions and must be adequately lighted and masked from audience's view. The stage and wings must be entirely clear of debris, nails, staples and/or splinters. A dance floor covering is not needed, a wood floor is best. The stage and wings must be swept before the company arrives. The stage must also be swept and damp mopped prior to the performance. Under no circumstances can the company perform on concrete, marble or other similarly hard unyielding surface. A sprung wood floor is the best. The floor must be solid and capable of supporting the weight of both the acrobats and their equipment. Under no circumstances can the company perform on a raked stage. Where possible, the orchestra pit should be raised to stage height or fully covered. The artists will need access steps to the audience from the stage. SOFT GOODS HOUSE SOFT GOODS - The stage should be equipped with a front curtain, midstage full black curtain (either split or guillotine), upstage full black curtain, white cyclorama, side legs, and if available a black sharks tooth scrim hung downstage of the cyc light electric. The company travels with all necessary props and artist's equipment. The theatre should provide dust mops, brooms, a mop bucket and mop for cleaning the stage and backstage areas. The company requires two (2) tables to be set up in the wings, one on each side. Please preset each table with a box of facial tissues, bottled water, and a wastebasket. The New Shanghai Circus 2012 National Tour Technical Rider Updated March 2011 Page 5/11 The New Shanghai Circus 179 Collier or Sevierville,TN 37852 Ph 865.429 1601 Fax 865 868 0027 Email kate@shwtyy corn DRESSING ROOMS DRESSING ROOMS - A minimum of four (4) dressing rooms are needed as follows: Two (2) rooms large enough for the 10 to 12 male acrobats, Two (2) rooms large enough for the 10 to 12 female acrobats, All rooms should be climate-controlled, and contain tables, mirrors, adequate lighting for applying makeup, costume racks and hangers, wastebaskets and access to hot and cold running water. An iron and Ironing board should be available in the female acrobats' dressing room. Please provide chairs for a total of up to 15 persons in each dressing room. Bathroom facilities should be Included or adjacent to the dressing rooms, and not accessible to the audience. On a regular basis, the dressing rooms and bathrooms should be properly cleaned, dusted and mopped or vacuumed with all wastepaper baskets dumped. Each day the dressing rooms should be unlocked and ready for use before the company arrival. The stage and backstage area should also be heated or cooled as necessary, preferably between 740F - 78°F. If actual dressing rooms are not available, alternate private spaces are acceptable, as long as they meet with the above requirements and are approved by the company in advance. WARDROBE Theatre shall provide and pay for one wardrobe person for the engagement, commencing just after lunch, or 2 hours before the first performance of each day and concluding one hour after the last performance of each day. Such wardrobe person shall be additionally available for show calls as required by company. Such wardrobe person shall have available on premises all necessary equipment, Including, but not limited to: } Sewing machine Steamer tLashing Machine y Clothes Dryers COMPANY PRODUCTION MANAGER NSC's Production Manager, Kate (Xlaolun) Kong, may be reached at: kate@shwtyy.com or at mobile 417-365-5555. The New Shanghai Circus 2012 National Tour Technical Rider Updated March 2011 Page 6/11 The New Shanghai Circus 179 Collier Or Sevierville,TN 37862 Ph 865 429 1601 Fax 865 868 0027 Email kate@shwtyy corn LIGHTING A Lighting Plot and all necessary paperwork will be sent out approximately two months prior to the performance date The plot usually Incorporates 100-150 units using PARS, Fresnels, Ellipsoldals (many with gobos), Cyc and Ground row. There are four (4) booms each side of stage. The company can usually adapt to various theatre configurations and available lighting equipment. The local presenter must provide all lighting equipment Including: lighting Instruments, dimmers, computer control console, cable, color (gel), and pattern holders (B-size) ALL LIGHTING INSTRUMENTS MUST BE HUNG, PATCHED, GELLED, AND TROUBLESHOT PRIOR TO THE ARRIVAL OF THE SHOW. IF THE LIGHT PLOT IS NOT READY PRIOR TO THE ARRIVAL OF THE COMPANY, THE SHOW MAY BE DELAYED, OR NOT ALL EFFECTS AND ACTS WILL BE PRESENTED IN THE PRODUCTION. The company requires a computerized lighting console with soft patch capabilities. The console should support up to ninety-six (96) channels and have a grand master. The light plot can be reconfigured with the consent of the NSA Technical Director to fit within the limits of older systems. If the light plot is beyond the theatre's inventory, some substitutions can be made with the consent of the NSA Technical Director. GEL/GOBOS - THE COMPANY DOES NOT TRAVEL WITH GELS OR GOBOS. All gels must be locally supplied per requirement on the Lighting Plot. FOLLOWSPOTS - Two (2) followspots and operators are required for the production and must be provided. The two followspots must be of the same type and wattage, with color boomerangs, capable of holding six (6) colors. All follow spotlights must have headset communication with the company stage manager. POWER - One (1) 15A circuit [110VAC] needed offstage left for power to one of the acts. SPECIAL EFFECTS & PYROTECHNICS HAZER - Theatre to provide at least one (1) hazer [DF50 or equivalent], fluid, and fan to be used during the performance. The company does not travel with its own hazer or any fluid. It is the theatre's responsibility to check with local fire codes regarding the use of atmosphere in the venue. OPEN FLAME - Please inform the local Fire Marshall that the company may make use of low- temperature, low-smoke open flame on stage. It is the responsibility of the presenter to acquire any necessary permits required by either local or state authorities, and to inform the local Fire Marshall of the use of pyrotechnics. If for any reason there is a lack of compliance with local or state ordinance these effects will be eliminated from the performance. The New Shanghai Circus 2012 National Tour Technical Rider Updated March 2011 Page 7/11 i The New Shanghai Circus 179 Collier Dr.Sevierville,TN 37862 Ph 865 429 1601 Fax 865 868 0027 Email. kate@shwtyy corn THE COMPANY DOES NOT TRAVEL WITH A SOUND SYSTEM. The company requires a full sound system which must be fully operational before company load-in Music for the show will be on CD or Computer or !Pod Nano. The venue will provide cables or adapter to hook to the house sound system. The venue's house system with basic amplification and microphones will be sufficient although we recommend that a high-quality multi- channel stereo system be provided. The company will also require one (1) wireless hand microphone stage right [performer vocal during show] Four (4) on-stage monitors are required with a post-fader setup. One in each downstage wing, one in each upstage wing. A full headset communication system (Clear-Com or equivalent) must be available in the theatre at the following locations. One (1) stage right, one (1) stage left, two (2) fly rail, two (2) follow spots, one (1) sound board, one (1) light board, and one (1) stage manager in booth. And, any other additional positions that are uniquely required for your venue to fully communicate among all technical crew persons during the performance. AERIAL RIGGING - Some acts may require the use of up to four (1-4) safety lines that must be fixed to an overhead structure. The company travels with Its own Head Rigger and some rigging equipment to rig to a standard fly house system with available pipe. The venue may need to provide wire rope, winches, spansets, shackles, carabineers, etc. The usual arrangement is to attach seven (7) "spreader bars" of aluminum pipe between two linesets approximately eighteen-to-twenty-four inches apart (18-24"). Individual safety lines are then strung via pulleys and counterweighted with sand bags This entire assembly trims to thirty feet (30'-0") and does not move during the show. Each batten end Is then anchored down by way of a ratchet strap at approximately a 450 angle to keep the assembly from moving sideways. The entire rigging process is overseen by the NSA Head Rigger. FLOOR RIGGING - Some acts may require putting screws onto the floor to secure plates, on which one or two cables will be rigged. (Please advance rigging with road manager. If the venue could not equipped or allowed to do any kind of rigging, we will find alternative way to do it or we will take that part of the show out.) The New Shanghai Circus 2012 National Tour Technical Rider Updated March 2011 Page 8/11 j 1 • The New Shanghai Circus 179 Collier or Sevierville,TN 37862 Ph 865 429 1601 Fax 865 868 0027 Email kate@shwtyy corn • The THEATRE shall provide at Its sole cost and expense on each day of engagement two (2) meals in the theater as follows: MATINEE & EVENING PERFORMANCES - Available upon company arrival. Beverages: • Potable hot water in a dispenser sufficient for 50 cups of tea. ■ A dispenser with hot coffee, sufficient for 20 cups. ■ Forty-eight 16 oz. or half-liter bottles of non-sparkling mineral water. ■ One (1) gallons of 2% milk or equivalent Individual cartons. ■ Three (3) 12-packs of Mountain Dew, three (3) 12-packs of Pepsi, three (3) 12-packs Nestea or Lipton Iced Lemon Tea and two (2) 12-packs of Orange soda. ■ Ice in an ice chest for beverages. Food: • (2 meals) A Chinese food lunch and Chinese food dinner set up buffet style, sufficient to feed a company of 25 persons. *** (Catered by local Chinese Restaurant.) ■ A large supply of disposable hot drink cups and large size cold drink paper cups, napkins, plates and eating utensils (chopsticks). *** PLEASE CONTACT THE NSC TOUR MANAGER IN REGARDS TO CHINESE FOOD SPECIFICS. *** MORNING PERFORMANCES - Available two (2) hours prior to curtain time Same as evening supplies except Chinese food can be replaced by rolls, donuts, cakes, jams &jellies, and cream cheese. Soda supply can be halved and orange juice, cranberry juice, other fruit juices and whole milk can be added. HOTEL Purch, es ouble hotel rooms for each performance t i The New Shanghai Circus 2012 National Tour Technical Rider. Updated March 2011 Page 9/11 '• The New Shanghai Circus 179 Collier Dr Sevierville,TN 37862 Ph 865 429 1601 Fax 865 868 0027 Email kate..shwtyy com SECURITY / MEDICAL Absolutely no persons other than the theater crew are to be allowed access to the performance area after load-in during the day of the show. Access to the performance is to be cleared through company manager. House Staff should have on hand phone numbers for local Emergency Medical Service and nearest hospital in the event their services are required. Theatre is obligated to provide security personnel to protect the artists, crew, props, sets and equipment on a twenty-four (24) hour basis. Security shall also be provided at autograph sessions at the conclusion of each performance. Security shall also protect the artists' personnel and performance area as deemed necessary by the company manager. I HOUSE AN RECORDING - The theatre and associates shall not make any audio, visual or audiovisual recording of any performance, rehearsal or any member of the company. Artist may make an archival video or other recording of the performance for its internal reference and library of performances COMPLIMENTARY SEATS - Six (6) complimentary seats for each performance shall be set aside for Artists use at no charge. Seats to be in the most preferred seating area front and center. LATE SEATING - Late seating is permitted using the House Manager's best Judgment. MISCELLANEOUS MUSIC PERFORMING LICENSES - THEATRE shall pay for and shall indemnify company, producer of show, artists, agents and their employees, from the cost of all music performances licenses and re- use fees FORCE MAJEURE - Local presenters' and company's obligation to perform shall be excused, and neither THEATRE nor COMPANY shall have any claim for damages with respect to the affected performances, if company's performance is rendered impossible or infeasible as the result of: ■ Illness, death, or accident to company or its individual entertainers, ■ Fire, flood, earthquake, hurricane, epidemic, extreme weather, or the like; ■ Riot or other manifestation of civil disorder, ■ Strike, lockout, or other forms of labor dispute; ■ States of war or state of emergency; ■ Act or regulation of any public authority, government agency or bureau; ■ Failure or delay of transportation beyond the control of THEATER or of COMPANY; ■ Acts of God. Either party having knowledge of any such event or the imminence of any such event shall promptly notify all the other party(s) thereof as noted in the Agreement attached to this Technical Rider. 'A The New Shanghai Circus 2012 National Tour Technical Rider Updated March 2011 Page 10/11 s The New Shanghai Circus 179 Collier Dr Sevierville,TN 37862 Ph 865 429 1601 Fax 865 668 0027 Email kate@shwtyy corn AGREEMENT Please sign this page &forward the requested information to: Tour Manager The New Shanghai Circus Gurtman & Murtha Associates 450 Seventh Ave., Suite 909 New York City, NY 10123 Ph: 212.967.7350 Fax: 212.967.7341 PLEASE RETURN THE FOLLOWING: 1. This last page of the Technical Rider signed, indicating that you have read it and agree. 2. Local map(s) with WRITTEN directions to the theater from major interstates or highways. (Please note: company vehicle height can be up to 13'-00") 3. Names and telephone numbers of three (3) area budget hotels/motels that you may have a special relationship with or that you would recommend. 4. A telephone number or pager number that is good 24-hours a day. This would be in the event the tour manager needs to contact someone with the theater in case of emergency. I have read the above and agree to provide all the materials and services called for herein, i Venue Name & City Performance Date Signature, Presenter Date Phone Signature, Local Technical Director Date Phone Emergency Contact 24 hour phone/pager The New Shanghai Circus 2012 National Tour Technical Rider Updated March 2011 Page 11/11