THIS EVENT AGREEMENT (“Agreement”), made this ____ day of _______________, 2019, and effective as of ____________________ through _______________ (the “Term”), is entered into by and between FAMOUS READING OUTDOORS, LLC (“FRO”); and THE GOOD INTENT HOSE COMPANY, NO. 1, OF LLEWELLYN, PA and CLOVER FIRE COMPANY OF HECKSCHERSVILLE (collectively “EVENT OPERATOR”).
WHEREAS, FRO is permitted to grant a license to that certain tract of real property depicted and/or described on Exhibit “A” (“Event Access Area”); and
WHEREAS, EVENT OPERATOR desires to use the Event Access Area for its event as defined in Section 1.06 below; and
WHEREAS, FRO and EVENT OPERATOR desire to enter into this Agreement to set forth their respective obligations and understanding with respect to the use of the Event Access Area by the Event Operator.
NOW, THEREFORE, for and in consideration of the covenants and obligations contained herein and other good and valuable consideration, the receipt and sufficiency of which is hereby acknowledged, the parties hereto hereby agree as follows:
- License. FRO grant EVENT OPERATOR a non-exclusive license to use the Event Access Area during the Term and subject to the terms and conditions of this Agreement. EVENT OPERATOR acknowledges and agrees that this license is non-exclusive and other entities and/or persons may access the Event Access Area as permitted by FRO and/or its authorized agents.
- Grant of License. The Term of the License granted herein shall commence at 7:00 a.m. on August 3, 2019 and terminate at 6:00 p.m. on August 3, 2019 unless terminated early by FRO (“Term”). It is understood that all staff, guests, invitees, participants and/or organizers of the Event Operator (collectively “Event Participants”) will immediately vacate the Event Access Area on or before the conclusion of the Term. The times for which the Event is open to Event Participants may be reduced somewhat, but shall not be extended without prior written consent of FRO. Both parties understand that the Event is a private event open only to participants who have registered with EVENT OPERATOR and authorized FRO representatives and agents as set forth herein; provided however, EVENT OPERATOR acknowledges and agrees that other persons and/or entities authorized by FRO have the right to use the EVENT ACCESS AREA during the Term for other purposes.
- License Fee and Payments.
- License Fee. EVENT OPERATOR shall pay FRO as follows as a License Fee: Five ($5.00) Dollars Per Event Participant. The License Fee shall be paid at the end of the Event.
1.03.2. Right to Audit. In the event that the License Fee is not a fixed rate, EVENT OPERATOR shall provide written proof and certificate of the number of individuals who registered for the Event. In addition, EVENT OPERATOR grants FRO the right to inspect its books and records to confirm the number of individuals who registered for the Event.
- Security Deposit. At the end of the Term of this Agreement, EVENT OPERATOR will peaceably vacate the Event Access Area and agrees to restore the Event Access Area to its original condition reasonable wear and tear excluded. To insure this, a security deposit shall be paid to cover any damage to the Event Access Area, as set forth in more detail below. There shall be no security deposit. Event Operator agrees to reimburse FRO for any and all expenses and costs related to the clean up of trash and/or any other third party expenses incurred by FRO as a result of EVENT OPERATOR’S failure to comply with the terms of this Agreement..
- Type of Payment. All payments shall be made by check and sent via mail directly from EVENT OPERATOR, or hand-delivered, and checks shall be payable to FAMOUS READING OUTDOORS, LLC. Checks must be delivered to FRO prior to the due date.
- Event. EVENT OPERATOR will be managing and holding a Poke Run benefit for the Good Intent Hose Company #1 (“Event”). EVENT OPERATOR is only permitted to use the Event Access Area for purposes of the Event.
- Water and Bathroom Facilities. FRO will not be responsible for providing any water and/or bathroom facilities. EVENT OPERATOR, at its sole cost and expense, shall be fully responsible for and shall provide all bathroom facilities and water stations necessary for all Event Participants.
- Electricity. FRO will not be responsible for providing any electricity to the Event.
- Safety and Security. EVENT OPERATOR, at its sole cost and expense, is solely responsible for fire safety, security, and event first aid volunteer service needs will be provided for the duration of the EVENT. FRO will not be responsible for providing any such needs at the Event.
EVENT ACCESS AREA
2.01 Event Access Area. The Event Access Area is limited to the Event Access Area depicted on Exhibit “A.” EVENT OPERATOR and Event Participants have no right, license or authority to enter into any other property owned or controlled by FRO and/or any other entity that is part of the Rich Family of Companies. The Event Access Area does not include any of the existing structures, buildings, and/or improvements located on the Event Access Area unless otherwise agreed to in writing by FRO. Event Participants are prohibited from entering and/or using any cabins, improvements, and/or structures located within the Event Access Area. Swimming is strictly prohibited. EVENT OPERATOR shall be solely responsible for any damaged caused by any individual, participant and/or Event Participant to any structure and/or improvement located in the Event Access Area.
2.02 Securing the Event Access Area. EVENT OPERATOR acknowledges and agrees that all participants and those in attendance must stay within the Event Access Area. EVENT OPERATOR agrees to educate all Event Participants that areas outside of the Event Access Area are off limit. It shall be the sole responsibility of EVENT OPERATOR to secure the boundaries of the Event Access Area and to ensure that Event Participants stay within the Event Access Area. EVENT OPERATOR acknowledges that surrounding portions of Event Access Area were previously used for coal mining operations, and therefore entry into these areas could be inherently dangerous and is strictly prohibited. In the event any individual, participant and/or Event Participant venture into areas not included in the Event Access Area, those individuals, participants, and/or Event Participants will be considered trespassers and subject to criminal prosecution.
2.03 Release and Indemnity. EVENT OPERATOR agrees to indemnify and hold harmless FRO, Reading Anthracite Company, and their respective owners, employees, agents, affiliated entities, successors and assigns from and against any and all claims, demands, costs, losses, liabilities and/or damages, including but not limited to property damage and damage to the person, arising out of, directly and/or indirectly from any person venturing into any property that is not part of the Event Access Area. EVENT OPERATOR understands that the Event Access Area is being provided in an “AS IS” condition and are accepted as such and shall take all necessary steps and precautions to prevent and avoid injury to EVENT OPERATOR, Event Participants, participants, vendors, volunteers, individuals, successors or assigns which may otherwise occur by the condition of the Event Access Area.
2.05 Care of Access Area. EVENT OPERATOR shall be solely responsibility for all areas of the Event Access Area. EVENT OPERATOR agrees to restore the Event Access Area to its original condition reasonable wear and tear excluded.
2.06. EVENT OPERATOR will be available and assist with any vendors or any local authorities arriving on-site including: emergency service providers such as ambulances and/or fire department, law enforcement, country officials, etc.
2.07. Collection of Garbage, Waste, Recyclables, and Debris. At the end of the Event, EVENT OPERATOR shall ensure that any and all trash, garbage, litter, waste, recyclables and/or other debris and/or items are removed prior to the end of the Term of this Agreement. EVENT OPERATOR must take all signs and leftover materials with them. In the event that FRO is required to pay for trash removal, EVENT OPERATOR agrees to reimburse FRO the cost of any such trash removal, which will be deducted from the Security Deposit. This includes any remaining litter, equipment or camping supplies left at the Event Access Area after the Term.
Repairs of Damages
3.01 Use of Event Access Area. EVENT OPERATOR shall use the Event Access Area to ensure that no damage occurs to any and all improvements, buildings, equipment, and/or structures located thereon. Should any damage occur related to use by EVENT OPERATOR, Event Participants, individuals, vendors, volunteers, vendors, and/or participants, EVENT OPERATOR agrees:
3.01.01 EVENT OPERATOR will assume the cost of repair and/or replacement of all damages caused during set-up, operation of Event, and breakdown.
3.01.02 If EVENT OPERATOR is unwilling or unable to address damages or make needed repairs, FRO may utilize EVENT OPERATOR security deposit to do so. EVENT OPERATOR will reimburse FRO should costs be higher than the security deposit. If the security deposit is not needed, it shall be returned to EVENT OPERATOR within 30 days of the conclusion of the Term. If Security Deposit is needed, or any additional funds, FRO shall provide an accounting to EVENT OPERATOR of the purpose for which the deposit was used, including the receipts for any service providers hired or purchases made.
4.01 Campground Fires. No campground fires and/or any fires of any type are permitted on the Event Access Area. It is the sole responsibility of the EVENT OPERATOR to ensure that no campground fires and/or fires of any type are permitted on the Event Access Area.
FRO and READING ANTHRACITE COMPANY PERSONNEL
5.01 FRO/RAC Access. FRO, Reading Anthracite Company, and/or their authorized agents may access the Event Access Area at all times during the Event.
5.02 Registration/Audit. FRO staff may be present at the registration. Further, FRO, if elects to do so, shall be permitted to review every individual prior to accessing the Event Access Area to confirm ID accurately reflects names presented on collected waivers.
5.03. Minors. EVENT OPERATOR shall use its best efforts to ensure, that any such person who is a minor, i.e., a person less than eighteen (18) years of age at the time of entering the Event, shall be accompanied at all times by his or her parent or legal guardian or by an adult authorized by the minor’s parent or guardian to oversee and supervise the minor’s activities at, on, and about the Event Access Area. Each minor and his or her parent(s) or legal guardian(s) shall, as a condition of the minor’s entry to the Event, execute a waiver and release of liability.
6.01 During the term of this Agreement, EVENT OPERATOR, at its own cost and expense, will provide and keep in force, insurance coverage in the amounts and types set forth in Exhibit “A”. Such policies shall cover the Event Access Area and the Event and shall be for the mutual benefit of EVENT OPERATOR, FRO, Reading Anthracite Company and name the owner of the real property. Said policies shall include FRO, Reading Anthracite Company and the name of the owner of the real property as additional insured and shall be issued by insurance companies licensed to do business in the Commonwealth of Pennsylvania. Such policies shall provide written notice of cancellation or mutual change to FRO, Reading Anthracite Company and the owner of the real property at least thirty (30) days before such cancellation or material change becomes effective. Insurance requirements must be met prior to fifteen business days from the scheduled start of the Event and EVENT OPERATOR shall provide a certificate of insurance to FRO in a form and substance accepted by FRO. Failure to provide shall furnish FRO the right to cancel this Agreement without deposit return.
COURSE SET UP AND CLEAN UP
7.01. With the prior consent of FRO, EVENT OPERATOR shall be permitted to mark the course prior to the Event. Within two (2) days from the end of this Agreement, EVENT OPERATOR shall retrieve any and all personal property, markings, trash, garbage, and/or any other debris or items from the Event Access Area. FRO shall not be responsible for any and all damage to any personal property and/or other items of EVENT OPERATOR Aand/or its participants.
WAIVER AND INDEMNIFICATION
8.01 Hold Harmless Waivers. EVENT OPERATOR shall obtain a Hold Harmless Waiver from all of its employees, volunteers, coaches, Event Participants, and any other person using the Event Access Area. The Waiver shall specifically release from liability and hold harmless the following entities: Famous Reading Outdoors, LLC, Reading Anthracite Company, the owner of real property, and their respective owners, insurers, employees, affiliated entities, landowners, successors and assigns. EVENT OPERATOR shall maintain a copy of all waivers on file for at least seven (7) years after the Event and shall provide a copy of all waivers to FRO as of the start of the Event (or upon admission to the Event Access Area, if the individual arrives after the start of the Event). EVENT OPERATOR will ensure that all individuals will sign this waiver prior to being provided access to the Access Area. The waiver will also collect information from each participant’s Drivers License or other legal government-issued document, including ID number, name, address, and birth date of the participants as listed to verify that the correct person is signing said waiver. Each minor and his or her parent(s) or legal guardian(s) shall, as a condition of the minor’s entry to the Event, execute a Waiver with respect to the minor. The form of Waiver shall be approved by FRO prior to the Event.
8.02 Indemnification of FRO and real property owner and Waiver of Claims. EVENT OPERATOR covenants and agrees to protect, exonerate, defend, indemnify and save Famous Reading Outdoors, LLC, Reading Anthracite Company the owner of the real property and their respective owners, shareholders, members, employees, affiliated entities, owners’ family members, agents, successors and assigns (collectively, the Indemnified Parties), harmless from and against any and all costs or liabilities which may arise as a result of EVENT OPERATOR being named as defendant in any action commenced against the Indemnified Parties and/or arising from the Event and/or arising from the use of the Event Access Area by EVENT OPERATOR or its contractors, participants, agents, servants, members, Event Participants, employees or licensees; and from any and all claims by or on behalf of any person or persons, firm or firms, corporation or corporations, arising from any act, failure to act, condition, happening or occurrence whatsoever in and about the Event Access Area; and further to protect, exonerate, defend, indemnify and save the Indemnified Parties harmless from and against any and all claims arising from any breach or default on the part of EVENT OPERATOR in the performance of any covenant or agreement on the part of EVENT OPERATOR to be performed, pursuant to the terms of this Agreement, including but not limited to any action arising from any act or negligence of EVENT OPERATOR and/or EVENT OPERATOR’s agents, participants, Event Participants, contractors, servants, members, representatives, employees or licensees, while using the Event Access Area and/or related to the Event or arising from any accident, injury or damage whatsoever, caused to any person, firm or corporation during the term of this Agreement, in or about the Event Access Areas; and from and against all costs, counsel fees, expenses and liabilities incurred in or about the defense of any such claims or actions or proceedings brought thereon. The Indemnified Parties shall give written notice to EVENT OPERATOR of any claim asserted against any Indemnified Parties after the Indemnified Parties’ actual knowledge of the claim, which, if sustained, may result in liability on EVENT OPERATOR hereunder; and in case any action or proceeding be brought against the Indemnified Parties by reason of any such claim, EVENT OPERATOR upon notice from the Indemnified Parties, covenants and agrees diligently to resist or defend such action or proceedings; provided, however, that the Indemnified Parties will cooperate and assist in the defense of such action or proceeding if reasonably requested to do so by EVENT OPERATOR. EVENT OPERATOR will not make any claim against the Indemnified Parties, nor shall the Indemnified Parties be liable for any damage or injury to any property of EVENT OPERATOR or any other person on the Event Access Area or to any part of the property due to any cause whatsoever unless caused by the willful misconduct or gross negligence of Indemnified Parties.
9.01 Illegal Activities. EVENT OPERATOR will not conduct any illegal activities or gambling of any type during the Event. EVENT OPERATOR is solely responsible for ensuring that no illegal activities of any type are occurring during the Event. FRO staff is permitted on the Event Access Area for the purposes of protecting FRO and/or any entity that is part of the Rich Family of Companies personal and/or real property such as the structures located on the Event Access Area, which said structures are strictly off limits to EVENT OPERATOR and its participants, vendors, individuals, volunteers, and/or Event Participants.
9.02. Controlled Substances. The unlawful manufacture, distribution, possession, or use of a controlled substance at the Event Access Area is strictly prohibited.
9.03. Alcoholic Beverages. The use of alcoholic beverages is strictly prohibited in the Event Access Area.
9.04. Firearms/Fireworks. Firearms of any kind are not permitted within the Event Access Area. Concealed firearms of any kind are also prohibited. Aireal fireworks and similar devices are also strictly prohibited.
10.01 Termination. In the event EVENT OPERATOR breaches a condition of this Agreement, FRO may terminate this Agreement and retain the security deposit.
10.02 Assignment. EVENT OPERATOR shall not assign or transfer its rights hereunder to any third party.
10.03 Notices: Place of Payment. All notices, demands, requests, consents, certificates, elections and waivers from either party to the other pursuant to any provision of this Agreement shall be in writing to the addresses set forth above.
10.04 Entire Agreement; Amendments. This Agreement sets forth all the agreements, conditions, and understandings between EVENT OPERATOR and FRO/RAC relative to the Access Areas, and there are no agreements, conditions or undertakings, either oral or written between them, other than are herein set forth. It is further understood and agreed that except as hereinafter otherwise provided, no subsequent alteration, amendment, change, or addition to this Agreement shall be binding upon either party unless reduced to writing and signed by them.
10.05 Severability. The provisions of this Agreement are joint and severable, and in the event any provision hereof is deemed unenforceable by any court of competent jurisdiction, such unenforceable provision shall be deleted herefrom, and this Agreement interpreted and enforced as if such unenforceable provision were never a part hereof.
10.06 Headings. Caption headings used herein are placed for reading convenience and shall not have any other meaning, implication, or purpose, legal or otherwise.
10.07 Counterparts. This Agreement may be executed in any number of counterparts and transmitted by facsimile/telecopy, each of which shall be regarded for all purposes as one original and all of which shall constitute and be but one and the same.
10.08 Hazardous Debris and/or Materials. EVENT OPERATOR understands and acknowledges that hazards do exist on the Event Access Area. EVENT OPERATOR assumes all risk by using the Event Access Area. EVENT OPERATOR is solely responsible for risk management of its business and the Event and will not hold the Indemnified Parties as defined above liable for any action related thereto.
10.09 Governing Law. This Agreement shall be governed by the laws of the Commonwealth of Pennsylvania. The parties hereby irrevocably consent to the exclusive jurisdiction of the Court of Common Pleas of Schuylkill County in the Commonwealth of Pennsylvania.
10.10. Compliance with Laws. EVENT OPERATOR shall comply with any and all applicable laws, statues, rules, and/or regulations related to the Event, its operations, and/or EVENT OPERATOR including but not limited to any and all noise related laws, rules and regulations, event registration related laws, rules and regulations, and/or any other applicable laws, rules and regulations. EVENT OPERATOR shall be solely responsible for obtaining any and all permits and/or licenses necessary for the Event including but not limited to any required by the local municipality.
10.11. Interpretation. The parties have participated in the drafting of this Agreement and therefore, this Agreement shall not be construed against either party as the drafter of said Agreement.
10.12. Use of Names. EVENT OPERATOR must obtain the prior written permission to use names of any entity and/or individual owned, operated and/or related to FRO and Reading Anthracite Company.
10.13. Pets. EVENT OPERATOR shall not permit any dogs or other pets on the Access Area except for licensed service dogs as required by federal law. EVENT OPERATOR shall advertise the no pets policy to all participants, and will require any participants with service dogs to register their dogs in advance.
10.14 Warranties and Representations. EVENT OPERATOR warrants and represents that it is a duly organized company in _________________________________ that it has all required licenses and the expertise to hold the Event, that the person signing this Agreement is authorized to bind EVENT OPERATOR to the terms and conditions of this Agreement, and that it has the financial capacity to fulfill its obligations hereunder including but not limited to its indemnification obligations.
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IN WITNESS WHEREOF, the Parties have executed this License Agreement as of the day and year first above written.