ENTERTAINMENT SERVICE AGREEMENT

This Entertainment Service Agreement (hereinafter referred to as the “Agreement”) is made on [INSERT DATE ON WHICH THE AGREEMENT COMES INTO FORCE] (hereinafter referred to as the “Effective Date”) between:

[INSERT NAME OF THE SERVICE PROVIDER], having registered office at [INSERT ADDRESS OF THE COMPANY] (hereinafter referred to as the “Service Provider” which expression shall, unless repugnant to the context or meaning thereof, means and includes its legal representatives, executors, administrators and permitted assigns); and 

[INSERT NAME OF THE COMPANY], having registered office at [INSERT ADDRESS OF THE COMPANY] (hereinafter referred to as the “Company” which expression shall, unless repugnant to the context or meaning thereof, means and includes its legal representatives, executors, administrators and permitted assigns).

The “Service Provider” and the “Company” together shall be referred to as “Parties” and individually as a “Party”.

WHEREAS

1. The Company is engaged in the business of [INSERT TYPE OF BUSINESS] and desires to engage the entertainment services of the service provider for an event.
2. The Service provider is a professional entertainment planner with experience and expertise in providing a wide range of entertainment services including live music, dance performances and various other forms of entertainment.
3. The Service provider and Company mutually agree to the terms and conditions outlined in this Agreement, which governs the working relationship between the parties.
4. The parties are duly authorized and have the capacity to enter into this agreement.
5. Both the parties affirm to understand the provisions contained herein and in case either party requires clarification as to one or more provisions, either party has had the right to seek clarifications or sought legal guidance.

NOW, THEREFORE, in consideration of the mutual promises contained herein and intending to, be legally bound, the Parties have agreed as follows:

1. DEFINITIONS
   1.  "Company" refers to an individual or an entity engaging the entertainment services of the service provider under this Agreement.
   2. "Service provider" refers to an individual or entity who is engaged in providing the entertainment services to the Service Provider under this Agreement.
   3. “Intellectual Property” refers to any patents, trademarks, service marks ,trade names, copyright, trade secrets, know-how or other intellectual property rights, applications ,registrations mentioned in this agreement thereof.
2. DURATION
   1. The term of this agreement shall commence on the effective date hereof and continue until the completion of the event or terminated earlier as per the provisions of this agreement.
   2. Notwithstanding any other provisions herein contained, and without prejudice to any other right, either party shall have the right to terminate the present Agreement by giving the other party a written notice of [INSERT NOTICE PERIOD FOR TERMINANTION] days.
3. ENTERTAINMENT SERVICES
   1. Service provider agrees to provide the following entertainment services during the event as per Company’s preference and requirement:-
      1. [INSERT DESCRIPTION OF ENTERTAINMENT SERVICES TO BE PROVIDED INCLUDING BUT NOT LIMITED TO LIVE MUSIC, DANCE PERFORMANCE,COMEDY ACTS,ETC]
   2. Service Provider shall provide the entertainment services diligently and in a professional manner, applying their expertise and best efforts to achieve the desired outcomes as agreed upon by the parties. Any changes or modifications to the entertainment services must be agreed upon in writing and signed by both the parties.
   3. Company acknowledges that the entertainment services do not include any work beyond the defined services.
4. EVENT DESCRIPTION
   1. The event shall be held on [INSERT DATE OF THE EVENT], [INSERT TIME OF THE EVENT],[INSERT LOCATION OF THE EVENT]
   2. Based on the Company’s preferences, Service provider shall tailor the entertainment offerings, program format, and content to align with the specific theme, atmosphere and ambiance desired for the event, ensuring a customized and memorable experience for all attendees.
5. EQUIPMENT AND SETUP
   1. Service provider shall be solely responsible for providing, maintaining, and operating all equipment necessary for the specific performance as agreed upon in this agreement.
   2. The company shall bear no responsibility for the procurement, transportation, setup, maintenance, or operation of any equipment required for the performance.
6. PAYMENT
   1. In consideration for the services provided, the Company shall pay the service provider a maximum total of amount [INSERT AMOUNT PAYABLE]. Amount billed shall be due and payable upon the Service provider providing the Company with an invoice. For any other reasonable expense of the Company related to the Entertainment services, the Company agrees to make the payment along with the Payment mentioned in this agreement.
   2. All payments made to the service provider under this Agreement must be in [INSERT FIAT CURRENCY].
7. COMPANY’S OBLIGATION
   1. The Service Provider shall diligently and professionally in good-faith perform the entertainment services and shall exercise due-care and skill in executing the tasks and perform adhere to industry best practices.
   2. The Service Provider shall not disclose any confidential information of the Company to any third-party without the prior permission of the Company.
8. COMPANY’S OBLIGATION
   1. The Company shall provide all the relevant information to the Service provider in order to render the entertainment services as per the agreed terms and conditions of this Agreement.
   2. The Company shall not engage in any activity that may violate the guidelines or compromise the integrity of the Service Provider.
   3. The Company shall provide timely payments to the Service provider for the services as per the agreed terms and conditions.
   4. The Company shall not disclose any confidential information of the Service Provider to any third-party without the prior permission from the service provider.
9. INDEPENDENT CONTRACTOR
   1. The Service Provider acknowledges that they are solely an Independent Contractor and is not an employee, agent, partner of the Company. The Company will provide with the details of the event, it wants from the Service Provider to undertake and perform henceforth.
   2. The Service Provider may engage or assign other sub-contractors to assist in organizing the event, provided that the Service Provider remains responsible for the quality and timeliness of the sub-contractor’s work.
10. REPRESNTATION AND WARRANTY
    1. The Company represents and warrants that all the information provided to the Service Provider, including business, Event information and contact details is accurate, complete and up-to-date.
    2. The Company warrants that it will comply with all the reasonable recommendations provided by the Service Provider to enhance the performance and gain desired results.
    3. The Service Provider represents and warrants having necessary skills, expertise, knowledge and resources to perform the event in a professional and competent manner.
    4. The Service Provider warrants that all the performances performed during the event shall be in compliance with applicable law, regulations, and industry best practices.
11. OWNERSHIP AND INTELLECTUAL PROPERTY RIGHTS
    1. The Company covenants that it will not claim any right, title or interest whether at law or in equity in any Copyright or any Intellectual Property of the Service Provider’s business and that the Service Provider shall be the sole, exclusive and absolute owner of all.
    2. All the intellectual property rights related to the Service Provider during the Event shall remain the property of the service Provider.
12. CONFIDENTIALITY
    1. During and after the term of this Agreement, Parties will hold in the strictest confidence, and take all reasonable precautions to prevent any unauthorized use or disclosure of Confidential Information, and Parties will not (i) use the Confidential Information for any purpose whatsoever other than as necessary for the performance of the Services on behalf of the other Party, or (ii)  disclose the Confidential Information to any third party without the prior written consent of an authorized representative of the other Party.
    2. Parties agrees to protect the confidentiality of the Confidential Information in the same manner that it protects the confidentiality of its own proprietary and confidential information of like kind, but in no event shall the Parties exercise less than reasonable care in protecting such Confidential Information.
    3. The Parties shall not use any confidential information directly or indirectly to procure a commercial advantage over the other Party or otherwise use any designs, ideas or concepts created by or belonging to the other Party without the express written consent of the other Party.
13. INDEMNIFICATION
    1. Any material breach of this Agreement, or the negligence or willful misconduct of either party, the other party shall indemnify the other party and hold the other party harmless from and against any judgment, damage, liability, or expenses, including reasonable attorney’s fees, arising out of any claim with respect to the breach or alleged breach of such warranty of this agreement or such negligence or willful misconduct; provided that the other party shall have had sole control of the defense of any such action and all negotiations for its settlement or compromise; and, provided further, that no cost or expense shall be incurred for the account of the other party without its prior written consent.
14. FORCE MAJEURE
    1. Neither party shall be held liable for any failure or delay in performing its obligations under this Agreement if such failure or delay is caused by events beyond the reasonable control of the affected party, including but not limited to acts of God, natural disasters (e.g., floods, earthquakes, hurricanes), war, terrorism, riots, labour strikes, governmental actions, epidemics or pandemics, power outages, or other similar events ("Force Majeure Events").The affected party shall promptly notify the other party in writing of the occurrence of a Force Majeure Event, providing reasonable details of the event, its expected duration, and the steps being taken to mitigate its impact. Failure to provide timely notice may result in the affected party forfeiting its rights under this clause. If a Force Majeure Event continues for a period exceeding [INSERT THE NUMBER OF DAYS CONSTITUTING PERIOD EXCEEDING WHICH, IF THE FORCE MAJEURE CONTINUES, EITHER PARTY MAY TERMINATE THE AGREEMENT] days, either party may terminate this Agreement upon written notice to the other party without further liability, except for obligations accrued prior to the Force Majeure Event.
15. APPLICABLE LAW
    1. This Agreement shall be governed by and constructed in accordance with the Laws, rules, orders and regulations of [INSERT THE COUNTRY OF APPLICABLE LAWS].
    2. The Parties shall resolve all disputes in connection with the validity or interpretation of this Agreement, unless otherwise expressly stated in the Agreement, in the following manner: 
    3. By direct negotiations between the Company and Service Provider. 
    4. If negotiations between the parties are unsuccessful, the matter shall be referred to the competent court sitting at [INSERT THE COURT WHICH SHALL HAVE EXCLUSIVE JURISDICTION IN CASE OF DISPUTE BETWEEN THE PARTIES] which shall have exclusive jurisdiction in all matters arising there from unless otherwise agreed between the Parties in writing.
16. NOTICES
    1. Any notice, request, demand, consent or other communication required or permitted under this Agreement shall be in writing and sent either via email on the email address as provided by the parties and shall be considered sent when the email is sent to the correct email address of the party or shall be given by personal delivery (including courier) by certified mail (confirmed by mail) addressed to the party for which it is intended at the address below and shall be deemed to be given on the day of delivery or transmission if within during normal business hours, or, if after business hours, on the next following Business Day, or if mailed by registered or certified mail, on the day which is seven (7) Business Days after such notice is mailed during normal postal conditions.  In the event of a postal disruption, any notice mailed will be deemed received on the seventh (7th) Business Day following resumption of regular postal service:
       1. If to the Company : [INSERT EMAIL ID OR/AND ADDRESS OF THE COMPANY]
       2. If to the Service Provider: [INSERT EMAIL ID OR/AND ADDRESS OF THE SERVICE PROVIDER]
    2. Either party may change its address/email address for notices and other communications upon notice to the other party in the manner aforesaid.
17. DISPUTE RESOLUTION
    1. The Parties shall endeavor to resolve any differences of opinion which may arise between them with respect to the provisions of this Agreement by negotiation between themselves personally or with the assistance of their attorneys and unless in the opinion of any party, acting reasonably, the matter in dispute is of such significant nature to warrant it being addressed otherwise, no party shall commence any public proceedings until the negotiations have failed to produce a resolution. In furtherance of the provisions of this paragraph, all Parties hereby agree to make themselves available on short notice and to negotiate promptly and in good faith, any matter any party may wish to negotiate.
    2. All disputes arising under this agreement shall be governed by and interpreted in accordance with the Arbitration laws of [INSERT COUNTRY/STATE OF ARBITRATION] , without regard to principles of conflict of laws. The parties to this agreement will submit all disputes arising under this Agreement to Arbitration in [INSERT COUNTRY/STATE OF ARBITRATION] before a single arbitrator .The arbitrator shall be selected by mutual agreement of the parties. The venue of Arbitration proceedings shall be [INSERT NAME OF COUNTRY AND CITY WHERE ARBITRATION SHALL BE CONDUCTED] No party to this agreement will challenge the jurisdiction or venue provisions as provided in this section. The decision of the Arbitrator shall be final and binding upon the parties.
18. MISCELLANOUS
    1. Modifications: Except as otherwise provided herein this Agreement shall not be amended or otherwise modified unless the modification or amendment is done in writing, signed and has been mutually agreed by both the parties.
    2. Language: The language of all communications between the parties pursuant to this Agreement, including notices and reports, will be the [INSERT LANGUAGE OF ALL COMMUNICATION].
    3. Severability: If any provision of this Agreement shall, to any extent, be held to be invalid or unenforceable, it shall be deemed to be separate and severable from the remaining provisions of this Agreement, which shall remain in full force and effect and be binding as though the invalid or unenforceable provision had not been included.
    4. Entire agreement: This agreement along with all the Exhibits constitutes the entire understanding and agreement of the parties with respect to its subject matter and supersedes all prior and contemporaneous agreements or understandings, inducements or conditions, express or implied, written or oral, between the parties. This Agreement may be executed in identical duplicate counterparts, each of which shall be deemed an original, and both of which together shall constitute one and the same instrument. 
    5. No Waiver: Any failure or delay of any Party hereto in exercising any right or privilege with respect to this Agreement shall not be construed to be a waiver or to affect the validity of any part of the Agreement and shall not retrain any of the Parties to enforce any of the provisions of the Agreement.
    6. Amendments and Assignments:  Any amendments to this Agreement shall be made, only if, both Parties agree upon such amendment in writing. This Agreement shall not be assigned by either party without the express, written consent of the other party.
    7. Headings: The headings upon the various sections are solely for convenience and reference only and shall not affect the scope, meaning, intent or interpretation of the provisions of this Agreement, nor shall such headings otherwise be given any legal effect.
19. DECLARATION
    1. Each of the parties hereto covenant and agree to execute and deliver such further and other agreements, assurances, undertakings or documents, cause such meetings to be held, resolutions passed and by-laws enacted, exercise their votes and influence and do and perform and cause to be done and performed any further and other acts and things as may be necessary or desirable in order to give full effect to this Agreement.

IN WITNESS WHEREOF, the parties, intending to be legally bound, have each executed this agreement as of the effective date.

Signed, sealed and delivered on behalf of Company

Name: [INSERT NAME OF THE COMPANY/SIGNING AUTHORITY AND DESIGNATION]

Signature:

Date: [INSERT SIGNING DATE OF THE COMPANY]

Signed, sealed and delivered on behalf of Service Provider

Name: [INSERT NAME OF THE SERVICE PROVIDER/SIGNING AUTHORITY AND DESIGNATION]

Signature: 

Date: [INSERT SIGNING DATE OF SERVICE PROVIDER]