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HomeMy WebLinkAboutMountain America Center{ MOUNTAINr\ AnaERICA CE NTE R MOUNTAIN AMERICA CENTER OF IDAHO FALLS Facility Usage A$reement Contract No. O51822 This Agreement (the "Agreement"), entercd into this ltrr of Mrv. 2022 by and between Centennial Management Group, an independent contractor retained by Idaho Falls Auditorium District (IFAD) to manage MOIINTAIN AMERICA CENTER OF IDAHO FALLS, IDAHO, hereinafter referred to as "CENTER," with an office located al 1690 Event Center Drive, Idaho Falls, Idaho, 83402, and: Bonneville County Schod District 93 3497 N. Ammon Rd Ideho Frlls ID E3.(l PtmG: 20&525{,lOO Hereinafler referred to as "CONTRACTOR". It is understood and ageed that the tem CENTER will, throughout the conditions ofthis Agreement, refer to the duly appointed manager of MOI-INTAIN AMERICA CENTER, Centennial Management GrouP, Inc. CONTRACTOR warrants that said use is for the following and no other purpose: Bonneville County School lXstdct 93 Gredurtlon Ceremonies June l't-2'd, 2023 Times: l:fi)pm, 4:fi)pm, 7:fi)pm Mry 31", 2024 Times: l:fi)pm, 4:fi)pm, 7:fi)pm Mry 30t, 2025 Ttmes: l:fl)prn, 4:fl)pm, 7:fi)pm Mry 29t, 2026 Tlmcs: l:o0prn, 4:00pm, 7:00pm June 4t, 2027 Times: l:fi)pm, 4:filprn, 7:filpm Spaces utilized for the above stated purpose will be as follows: IIERO ARENA Payment for spaces utilized for the above stated purpose will be as follows: l- Rent: $9,0fl) not inclusive of outside costs iuch .3 t-shirB s€curity, pollce, llre, medical, stegehrnds, riggers, credit crrd fees rtrd citsrin&2- All oth€r erp€nses will be charged rt the nte indicrted or the CENTER'S current schedule of user f€es, which rre hereby incorporeted end mede pert of the contrrct. SgglllglglplgpgllL CONTRACTOR also shall pay CENTER;S_ for rehearsal day(s), and _!$![ for move-in day(s) and o9.for move-out day(s) if applicable. Tlre fint vear of this aqrcement. the CENTER will waive all move in rental rates. If CONTRACTOR wishes to add moue in davs to their sch€duled dates thev can do so at the rate listed abore. CONTRACTOR agrees lo pay all reimbursable expenses required for the completion of this event according to the Schedule of User Fees in force on the date of lhis event. CONTRACTOR is required to provide, on demand of CENTER, documentation of qualification for N0N-PRoFIT stah.s as it may relate to this Agrcement. Throughout this Agreemenl the term "gross ticket sales" will be defined as total ticket sates less any applicable federal, state and local admission taxes, Parking Fees, as set forth below, and a Facility Maintenance Fee, witin applicable. +. MoUNTAINr\ ArrarRICA CENTER MOUNTAIN AMERICA CENTEB OF IDAHO FALLS Facility Usa$e A$reement CONTRACTOR agrees to provide $ 4500 NON-REFUNDABLE DEPOSIT with the retum of this signed Agreement by E4}LL1@ Thereafter, CONTRACTOR agrees to make additional deposit with CENTER ar ad&€ss set forth in the first paragraph of this Agreement, on September ls, of each additional year of this year agreement. CONTRACTOR agrees to provide prior to ten days before the eyent, a comprehensive general liability INSURANCE policy, in which IFAD and its directors, officers, ernployees, insurers and agents; Centennial Management Group, Inc. (CENTER), and its parcnts, subsidiaries, affiliates, directors, oflicers, employees, insurcrs and agents and Diamond Concessions IF Arena, Inc. and its parents, subsidiaries, affiliates, directon, ofhcers, anployees, insurers and agents, are named as additional insureds and CONTRACTOR is named as insured, on a Certificate oflnsurance, acceptable to CENTER, with minimum policy limits of - $5,000,000 for injuries, including death, sustained by one pennn. - $5,000.000 for injuries, including death, sustained by two or more persons from a single occurrence. - $ 1,000.000 for property damage. The terms of such coverage to coincide with the dates of this Agrcement, including move-in, rehearsals and move- out. Insurance policy shall contain proyisions that prevent the policy from being materially changed or canceled without prior ten (10) day written notice to CENTER Aggregate limits as they relate to the insurance requirements stated above shall be on a per eyent basis. All coverage and limits shall be on an occurrence basis, and not on a claims made basis. @ 30 €elvPt[!{ENr"\&Y TIC"JTS by.+i3.+gFeemenE Upon CONTRACTOR request and upon receipl ofspecific event information supplied by CONTRACTOR, CENTER will provide an event cost estimate. This cosl estimate is a good faith attempt lo identi& event costs. However, an event cost estimate is not a price quotation, and CONTRACTOR is r€sponsible to CENTER for full payment ofthe actual costs billed to the event. ADIXTMI{AL OWEIIAIiITS AM) 46f,EErlE IS: Parking: The cost of parking will be waived for this event. Ice: Any and all events may be subject to occurring on ice at CENTER'S discretion. The CENTER will provide an insulated ice floor. Attachments hereby incorporated as part of this Agreement: X Terms and Conditions Schedule ofUser Fees Catering Quotation (Addendum B) Activity Schedule Ticket Office Rider x Explanation of Fees Event Estimate (See attached) All conditions and regulations set forth on the attached documents ar€ hereby incorporated as a part ofthis Agreement. 2 For CENTER: ?*(,///Ad*, Erik Hudson- Ceneral Manager CENTENNIAI MANAGEMENT GROUP d.b.a. MOUNTAIN AMERICA CENTER SSN# { MoUNTAINr\ RTTIERICA C ENTE R MOUNTAIN AMERICA CENTER OF IDAHO FALLS Facility Usa8e A$reement For CONTRACTOR: g, Dr. Scott G Woolstenhulme 1;,1. Superintendent of Schools FEDERAL rAx rD# 82-600-1206 Date06 t15 t22ir6ze<our" : - ]]_l!? A- Moururarx AAIvTERICA C E NTER FACILITY USAGE AGREEMENT Terms and Conditions (For the purpose ofthese terms and conditions, "CENTER' shall mean Centennial Monagement Group, Inc., an independent contractor, retained by the ldaho Falls Auditoium District ('LFAD\ lo manage Mountain Arneica Cenler (and the other configurolions locqted within Mutntain Ameica Center.) The Mountain Anvrica Cenler and its associated grounds,lacililies and equipment are referred to as the "FACILITY. " BTJII.DING CONTROL A. OONInOL OF FACIIJW: In occupying the building, property and./or grounds at the FACILrrY, the CONTRACTOR understands that CENTERdoes not relinquish the right to control the management thereof, and to enforce all necessary laws, rules and regulations. B. RrcET OF EI{Tf,Y: Duly authorized rcpres€ntatives of CENTER may enter and/or be present within the FACILITY, including those areas to be used for the event described herein, at any time and on any occasion without any restrictions whatsoever. The entire FACILITY, including the area which is the subject ofthis pemit, and all parking areas shall at all times be under the charge and conhol ofCENTER. G. M)NtXGLlElVE RIGHT: CENTER shall retain the right to use any portion ofthe FACILITY not covered by this Agreement. CENTER also retains the right to re-enter or use any portion ofthe FACILITY which becomes vacant for sufficient time to warrant doing so. CENTER shall retain the proceeds from all such actions. D, INTEnRUPIION Ofl TFXIIIMIION OF EUINT: CENTER shall retain the right to cause the interruption of any performance in the interest ofpublic health or safety, and to likewise cause the termination ofsuch performance when, in the sole judgment ofCENTER, such act is necessary in the interest ofpublic health or safety. In the case ofan interruption or temination of an event, the CENTER shall retain any and all deposits made by the CONTRACTOR and retains the right to pursue such other costs, expenses ot remedies as it determines are appropriate. The phrase "public health or safety''as used in these Terms and Conditions specifically includes but is not limited to issues related to tbe coronavirus known as COVID-19 and other such infectious diseases. E EVACUATIOII Of FACILITY: Should it become necessary in thejudgment ofCENTER to evacuate the all or a poftion of the FACILITY b€cause of a bomb tkeat or for other reasons of public health or safety, the CONTRACTOR will retain possession ofits contracted portion ofthe FACILITY fora sufficient time to complete presentation ofits activity without an additional rental charge providing such time does not interferc with another FACILITY commitment. If it is not possible to complete the pres€ntation of the activity, CENTER charges shall be forfeited, prordted, or adjusted at the discretion ofthe CENTER based on the situation, and the CONTRACTOR hereby waives any claim for damages or compensation from the CENTER f. PiOGf,A APPA(ryAL CENTER reserves the nght ofapproval for any prerformance, exhibition, or entertainment to be offered under this Agrcement, and CONTRACTOR agrees that no such activity or part ther€of shall be given or held if CENTER presents written objection on the grounds of: character offensive to public morals, failure to uphold event advertising claims, may jeopardize public health or safety, or violation of agreed event content restrictions agreed to by both parties at the time ofthe completion ofthis Agre€ment. G.DEfACEIIEI{T Of CE TEn FACIIITY: CONTRACTOR shall not alter, add to, deface, repair and./or change the FACILITY in any manner whatsoever, except with the prior written consent of CENTER. The FACILITY shall be maintained and vacated, as and when required, in as good condition as they were upon entry of CONTRACTOR therein. If cENTER and coNTRACToR agree ro alter any portion of the FACLITy in any way, coNTRACToR shall be solely responsible for the cost of restomtion. CONTRACTOR shall not obscure or couer any advertising signage of CENTER without the express wrinen consent ofCENTER D/lilAGES: CONTRACTOR agrees to Pay upon demand for all damage and/or injury done to rhe FACILffy,H. J. { Mourvretrrtr\ RrvrERrcA CENTER FACILITY USAGE AGREEMENT Terms and Conditions L. CENTE& and CENTER'S personnel by CONTRACTOR, by CONTRACTOR'S associated staff and crew, by CONTRACTOR'S agents, representatives or business invitees, by CONTRACTOR'S anist(s) and client(s), and by CONTRACTOR'S patrons. CENTER reserves the right to retain and apply the deposit and box-office receipts (if deposit is not sufficient) for such damage and/or injury, notice thereof having been given to CONTI{ACTOR. CENTER will provide detailed billing and accounting to CONTRACTOR when needed restoration or replacement of damaged items is completed; or, in the case of injuries to penonnel, when the total cost associated with the injury is compiled. Not including nomal wear and tear. LOST Af,TlCl-Ell: CENTER shall hare the sole right to collect and have the custody ofarlicles left in FACILITY by persons attending any performance. exhibition, or entertainment given or held in the FACILITY, and the CONTRACTOR or any p€rson in the CONTRACTOR'S employ shall not interfere with the collection o, custody of such articles. ANM)I NCEiIENTS: CENTER reserves the right to make announcements or display signage during the period oflhis Agreement, which would relate to future attractions and commercial messages. CENTER is also entitled to make such announcements, as CENTER may deem necessary at any time in the interest of public safety. CONTRACTOR agrees that it will cooperate and will cause its agents and performers to cooperate with the delivery of such announcements for public safety, including, but not limited lo, announcements to requirc patrons to return to their seats, and/or No Smoking announcements. CENTER reserves the right to display posters, bame6, and announcemenis, and to dishibute literatu€ conceming any activity il deems worthy. slcN$, FLYEnS, GIVE{WA}S, Am F(}sfEf,S: CONTRACTOR urill not posl orallow to be posted any signs, cards, banners, or posters except upon or within such display areas as CENTER may provide or designate, nor shall CONTRACTOR pass out or give away any flyers or other items without the express written consent ofCENTER. Use of such areas is a non-exclusive right. All material is subject to approval by CENTER. By such approval, however, CENTER does not accept any responsibility in any manner for content. CENTER will remove any unauthorized signs at the CONTRACTOR'S expense. OP[I{ HOUBS: Doors shall be opened for event in accordance wilh advertised times, CENTER policy, and IDAHO State Law. INTEB ISSIONS: CONTRACTOR agrees that every public performance, which is not staged within a single hour, will have an intermission period of not less than fifteen (15) minutes, excepting rcligious services or other engagements specifically excluded by CENTER'S consent in writing. CENTER reserves the right to assess a fee in advance or a penalty after the fact, if an intermission is not held due to an act or omission of CONTRACTOR, CONTRACTOR'S associated staff, crew, artists, clients, or guests. O&IECTIOI{ABIE PEf,SOilS: CENTIiR reserves the right to refuse admission to, eject, or cause to be ejected from the FACILITY any objectionable person or persons; and neither the CENTER nor any of its officers, agents, or employees shall be liable to CONTRACTOR for any damages that may be sustained by CONTRACTOR through the exercise by CENTER ofsuch right. SEGUBITY: CENTER will exercise all reasonable care to safeguard property of the CONTRACTOR while in FACILITY. However, CENTER shall assume no responsibility whatsoever for any property placed in the FACIL1Ty and is hereby expressly relieved and discharged from any and all liability for any loss, injury, or damage to persons or Property that may be sustained by reason of the occupancy of the FACILITY or any part thereof under this Agreement. All security or other protective service(s) desired by CONTRACTOR must be arranged for with and by special agreement with CENTER. SERVICIS PR(WIDED A. HEAT' llcllT' UTILIIES: During the period of this Agreement, CENTER will provide ventilation, air conditioning K. it. N. o. il. t. III. { MouNrerr{AAUERICA CENTER FACILITV USAGE AGREEMENT Terms and Conditions or hea! and overhead lighting for ordinary use, subject to a utility charge as outlined in the Schedule of User Fees in force on the date of the event. CENTER will provide, at its expense and at its dirretion, continuous cleaning of corridors, public lobbies, and restrooms with necessary equipment, materials, supplies, labor, and supervision. B. AOOmO AL SPACE: Available drcssing rooms, office space and storage spac€ will be provided by CENIER at the sole discretion of CENTE& at no cost to CONTRACTOR. All other services or conditions will be at the expense of CONTRACTOR. C. ADOI linl SERVICEB AND STAfflttG: AII labor and sewices not specifically mentioned above (see Services Provided), but required for the execution ofCONTRACTOR'S event, shall be secured by CENTER and be considered reimbursable costs payable to the CENTER by the CONTRACTOR, according to rates set forth in the Schedule of User Fees in force on the date of the ev€nt. Such services shall include, but are not limited to, those performed by technicians, changeover and event cleanup personnel, laborers, security personnel, police and fire personnel, crowd control personnel, ushers, directors and ticket takers, house manager, traffic personnel, paramedics, stage manager, technical director, house electricians, house engineers, and cashiers. In cases of special custodial services necessitated by an event, CONTRACTOR shall pay costs ofthese services as a reimbursable expense to CENTER. CENTER retains the right to determine the appropriate number of personnel necessary to properly serve and protect the public. All penonnel provided by the CENTER shall remain employees of the CENTER and will be under direct CENTER staffsupewision. D. OOI{TRACT EfIVlCfS: CENTER reserves the exclusive right to fumish, install, or provide electricity, gas, water, wastewater, compressed air and steam services. Such services shall be provided on written order at the then prevailing published rates for such services. CONTRACTOR may contract with penons approved by CENTER for services not available from CENTER. E C.lfEnlNG: All catering must be perfomed by CENTER s preferred caterers unless ag'eement to the contrdry is reached in writing no fewer than ten ( I 0) days prior to the event. EVENT REQUIREMENTS A. TAl"EilT OOttlTBAGt: N/A. B. Pnfl)UGtlON BB(MnEfENf$: CONTRACTOR agrees to tumish CENTER with detailed production and horse requirements and,/or information for CONTRACTOR's use of space(s) no later than four (4) weeks prior to the beginning of the use period. The intent oflhe forcgoing is to enable bolh parties of this contract to anticipate and $,ork out in advance any pmblems that mighVcan occur relating to CONTRACTOR's use of space(s). CENTER requles advance information in order to schedule the appropriale personnel and equipment for CONTRACTOR's use of space(s) and to compile expense estimates. C. EqUIHCNT AND U[UTl6l: CENTER will provide equipment and utilities prcsently o$,ned by the FACILITY at CONTRACTOR's expense as listed in the Schedule of User Fees. Additional equipment or utilities required shall be provided and paid for by CONTRACTOR. CENTER reserves the right to operate/controt all equipment and utilities used for CONTRACTOR's event. D. OONTRAGTOB PBOVH)EII E(UIP EItlT: CONTRACTOR warants that all equipment brought into rhe FACILITy shall be in good working order and meet.applicable safety r€gulations. CONiRACTOR ac-cepts responsibility for proper and safe qrratioq supervision and guarding of its equipment. PRODUGno OII SULrl^G: CENTER will provide a reasonable amount of complimentary production consulting; however, a charge will be levied for any excessive demands placed upon CENTEn ernptoy".s. !v. t. MOUNTAINr\ LnarRICA CENTER FACITIW USAGE AGREEMENT Terms and Conditions F. SCllEIXrlI: CENTER agrees that all load-ins, s€t-ups, take{owns, load-outs, and any other wo* calls shall be scheduled at times specified by CENTER unless CONTRACTOR has specific schedule obligations from other contract agreements that may pertain to CONTRACTOR's use of CENTER. In the absence of any such obligations and/or waivers, all takedowns and load-outs shall take place immediately following CONTRACTOR's use ofspace(s). Should CONTRACTOR fail to fulfill the obligations ofthe schedule as specified, then CENTER may remove and store all equipment and/or property belonging to CONTRACTOR at CONTRACTOR'S expense and risk. G. AUTIIOBIZID AGENT: An authorized reprcsentative ofthe CONTRACTOR, with decision-making capabilities, must be at the FACILITY and/or available to the space(s) being used by CONTRACTOR for the duration ofany load-in, set-up, rehearsal(s), performance(s), take-downs, and load-out ofall scheduled events, unless prior arrangements have been made with the apprcpriate staffof CENTER. ll. PUaUC AIX)RESS SNITEm: CENTER shall tumish, at CONTRACTOR expense, the FACILITY"S public address system as needed. This system shall be operated according to rules and regulations established by CENTER. l. ADOITm AL EQUPiIEI{T: If CONTRACTOR requires additional production, stage, shop, house, and other building equipment beyond what is considered "in-house," then CENTER can and./or will rent or procurc such equipment and charge to CONTRACTOR any cost associated with obtaining such equipment with an added fifteen percent (15%) service charge. If CONTRACTOR declines to have CENTER obtain such equipment, then CONTRACTOR must coordinate the use ofany outside senices with CENTE& and lhe (t5%) sewice charge still applies. The intent of the foregoing is to ensure both parties that outside services are compatible with CENTER policies and facilities. J. Tf,AlSPtmfATlO All transportation of CONTRACTOR equipment and personnel required for this event shall be the responsibility of the CoNTRACT0R. K. M)TIFIGAT!Of{: It is the obligation and rcsponsibility of CONTRACTOR to timely inform the artist's rnanagement and./or client(s) contracted with CONTRACTOR ofany and all general conditions, restrictions, and policies specified in this agreement. CENTER shatl not be held responsible for any discrepancies, difficulties and./or charges that might occur if CONTRACTOR's artist and./or client(s) is or was not aware ofCENTER's restrictions and policies. o0ilcEsstof{s /lf{t N(ryELTtEs A. OOI{C[SS|Oi6: CONTRACTOR shall not sell or serve any concessions inchding, but not limited to cigarcftes, cigan, beverageq food, flowers, gum r)r refreshments ofany kind within the licensed space except with prior \rritten permission fiom CENTER. Souvenirs, programs and novelties or other similar concessions ("merchandise" concessions) may be offered for sale by CONTRACTOR in licensed space during the period ofthis Agrcement only through prior agreement with CENTER personnel to whom such merchandise has been consigned, unless otherwise agreed to in advance by CENTER. CENTER shall designate stand locations for merchandising such items. B. 8A1.E BY 1.ES8[E N/A C. S LES EV CfI{TEf,: CENTER reserves the right to sell at its discretion any of its concessions items that are appropriate to this event. All proceeds from the sale of CENTER concessions items will remain with CENTER. D. Ff,Ef SAtlPl-ES: No free samples of food, beverage or any product may be given away or otherwise distributed without prior written appmval of CENTER. SHIPPIiffi AND STORAGEv. A. SHIPIIE ITS: CONTRACTOR shall not direct shipments to CENTER prior to the first set-up day as lisred on the face vl. { MoUNTAINr\ AnapRICA CENTER FACILITY USAGE AGREEMENT Terms and Conditions of this Agreement without advance written permission of CENTER. CENTER reserves the right to refuse CONTRACTOR'S shiprnents prior to said date. B. STORAGE CONTRACTOR assumes all responsibility for any goods or materials which may be placed in storage with CENTER before, during, or after event. C. OONIIACIOB PtOPEBTY: CENTIIR will accept delivery of property addressed to CONTRACTOR only as a cowtesy to CONTRACTOR and CONTRACTOR hereby releases and agre€s to hold harmless and indemnift IFAD, its ofiicers directors, employees, insurers and agents; and Centennial Management Group, Inc. (CENTER), its parents, subsidiaries, afliliates, officers, directors, employees, insuren and agents, for loss of, or damage to, including, but not limited to, destruction of such property, in the receipt, handling, care or custody of such property at any time. CONTRACTOR further agrees to indernniff and hold harmless all of the aforesaid indemnities from all claims, lawsuits, litigatioq judgnents, darnages and costs arising out of loss of or damage to, including, but not limited to, destruction of, such property at or in the FACILITY. Under no circumstances shall the CENTER or any of the aforesaid indernnities be considered a bailee ofsuch property at any time, for any reason. SETII.EilENT A, sETIl..Ef,EIYf DATE AtiD TlilE: Settlement shall occur on the final day of this Agreement and shall consist of CENTER rernission to CONTRACTOR all ticket office receipts, after deduction of any and all CENTER charges and commissions, labor and equipment fees, all reimbursable expenses, and other appropriate fees as allowed for in this agreement. Any unused portion will be rctumed to CONTRACTOR with final seftlement statement as soon thereafter as possible. CONTRACTOR waives all rights to that portion of the Ticket Office receipts necessary to pay reimbursable costs accrued by CENTER. Wlerc no Ticket Offce receipts are involved, CENTER shall present to CONTRACTOR a statement of expenses and either: (l) collect payment of expenses beyond sum of advance payments; or O) return to CONTRACTOR the unused portion ofadvarrce payment. B. fEtllOO Of PAt ENf: All CENTER payments ofticket proceeds are made by CENTER check. Ifcash is required as part ofthe settlement, r€quests must be made in writing lo CENTER at least three (3) working days before the event. G. DCDI,ETIOIIB: CONTRACTOR shall be responsible for payment of any applicable federal, state, and local taxes and Facility Maintenance Fees which may be levied against the entertainment and/or activity being presented or on the admissions to such entertaidment and/or activity; provided, however, that CENTER may withhold and pay any taxes or fees collected by it on behalf of CONTRACTOR which CENTER deems it is its responqibility to collect and py, including, but not limited to, Idaho State Sales Tax, Parting Fees, and the Facility Maintenance Fees. D. OOPYRIGNTS: CONTRACTOR will assume all costs arising from the use of patented, trademarked, franchised, or copyrighted music, materials, devices, processes, or dramatic rights used on or incorporated in lhe entertainment and/or activity being presented. CONTRACTOR shall obtain and pay for all appropriate American Society of Composen, Authon and Publishers (ASCAP), Brcadcast Music, Inc. (BMI), SESAC and other similar licenses for the entertainment and/or activity; CONTRACTOR agrees to indemniry, defend, and hold harmless IFAD, its officers, directors, employees, insurers, and agents; and Centennial Management, Inc. (CENTER), its parEnts, subsidiaries, affiliates, officers, directors, employees, insurers and agents fiom any and all claims, lawsuits, litigalion, judgments, costs, royalties, ot damages, including, but not limited to, legal fees, which might arise from use or proposed use of any srch material described above. CONTMCTOR hereby authorizes CENTER to provide information conceming CONTRACTOR'S us€ of the facility to such licensing bodies upon request. E BEGUIATIOiIS AIID PtfiflTSr CONTRACTOR agrees that CONTRACTOR and all CONTRACTOR's associated stafi, crew, artists, agents, contractors, and clients connected with CONTRACTOR'S use ofthe FACILITy shall abide by and conform to all fed€ral, state and local laws, rules and regulations (including any applicable public health and safety regulations), and by all facility rules and r€gulations as provided by CENTER; ;ndaENTEI[ will require that F. G. 4. Mounrerrur\ AnarRrcA CENTER FACITITY USAGE AGREEMENT Terms and Conditions its agents or employees likewise so comply. CONTRACTOR agrees to acquire and pay for all necessary licenses and permits. ADA: CONTRACTOR agrees to abide by, conform to and pay any and all costs associated with compliance with the Americans with Disabilities Act (he "Acf') as respects its use of the facilities. CONTRACTOR shall be responsible for ensuring that all services for individuals with disabilities as outlined in the Act are fulfilled in regard to the CONTRACTOR's event(s) defined hereiq including, but nol limited to special seating, signers, text provision and the like. AGREE ENT TO QIJIT PBEIISES: CONTRACTOR agrees to quit FACILITY no later than the end term of this Ageement and further agrees to leave the FACILITY in a condition equal to that at the commencement date ofthis Agreement. CONTRACTOR agrees that all materials pe inent to the event which are not in the possession of CENTER will be removed from the FACILITY before the expiration date ofthis Agreement. The CENTER shall be authorized to remove at the expense of the CONTRACTOR all material remaining in or on the FACILITY on the termination date of this Agreement. CONTRACTOR shall be responsible for payment of storage costs for such materials, and CONTRACTOR agrees CENTER shall in no way be responsible for loss, damage or claims against materials removed or storcd under this provision. CONTRACTOR agrees thal CENTER will have hrst lien on such materials for payment of costs accrued for removal and storage. ADVERNSNG A. L:OGO: The FACILITY (including the "Theatrc configuration logo", if applicable) logo and name must appear in all media advertising. B. ll0 fsf AND TRUE: CONTRACTOR agrees that all advertising ofthis event will be honest and true and will include correct information on event times, ticket prices and place ofeyent. C. EVENf )Yff,Tl$ltlG: CONTRACTOR shall provide CENTER with copies ofall advertising and media releases relating to the event(s) described herein at least forty-eight (48) houn in advance ofthe placement or release ofsaid materials. CONTRACTOR agre€s to discontinue and/or correct any advertising and announcements of the entertairunenl and/or activity being presented by CONTRACTOR which CENTER determines, in its sole discrction, to be dishonest, misleading, untruthfi.rl, containing incomplete information, damaging to the reputation of tbe FACILIry, CENTER orIFAD, orwhich does not accumtelyconvey the date(s) of such entertainment and,/or activity, the type of admission (general or reserved seating) and the conect ticket price(s). CENTER reserves the right to determine the time at which CONTRACTOR's evenl will be announced and/or released to the public. O. sAt-ESl /tM) tsf Of ADvEnnSlNG SPACE All advertising space on or in the FACILIry is the exclusive property of and subject lo control by CENTER, and all receipts therefrom shall accrue to CENTER. No advertising by CONTRACTOR shall be permitted, except by prior written permission of CENTER. E ADVff,TlBliG BIIUI{G: The CENTER will charge CONTRACTOR gross rate less any applicable discount according to the Schedule of User fees in force on the date of the event coyered by this agr€ement for advertising placed by CENTER on behalfofCONTRACTOR TheCENTERwill not pay for adveftising ofanevent which has bein placei directly by CONTRACTOR without prior approval by CENTER and wrinen authorization from CONTRACTbR. F. ETATETIENT Of EVENT SSOI{SOBSI||P: The use of the FACILITY by any organization, individual or group of individuals does not in itself constitute endorsement by Centennial Managiment Group, Inc. or the Idaho Falls Auditorium District, of that organization, indrvidual or group of individuals, nor of any pioduct, service, precept or tenet of any kind. Those using the FACILITY are forbidden to express or imply suih-endorsement in ury oi tt eprograms or performances carried on in the facilities or in advenising or promoiion associated with such evlnts. Astatement of true event sponsorship must appear in all advertisement;f this event. The CENTER reserves the right vll. FACILITY USAGE AGREEMENT Terms and Conditions to withhold its name or logo from any advertisement, ifused in any way other than to indicate the place ofthe event. VIII. BROADCASITRIGETS The CENTER reserves all rights and privileges for radio broadcasting, televising, flrlming, videotaping, sound recording, photographing, or any kind of reproduction of whatever natue originating from the FACILITY during the term of this agreement. Should the CENTER $ant to CONTRACTOR such privilege, CENTER has the right to require payment for said privilege in addition to any rcntal or usage fee. Srrch permission must be obtained in writing in advance ofbroadcast date. IX. IIEDIA COVERAGE A. The CENTER will honor rcquests from working media and photographen to photograph portions of the CONTRACTOR s event, subject to reasonable and proper restdctions, unless specifically prohibited by the CONTRACTOR. B. The CENTER reseryes the right to use photographs of, and references to, event, subject to reasonable and proper restrictions, for promotion ofCENTER and/or archival purposes. PUBUC SAFETY A. CONTRACTOR shall at all times conduct activities with full regard to public health and safety and will observe and abide by all applicable regulations and rcquesls by duly authorized govemmental agencies responsible for public health and/or safety and with CENTER to ensure such safety. B, All portions of the sidewalks, entries, doors, passages, vestibules, halls, corridon, stairways, passageways and all ways of access to public utilities within the FACILITY shall be kept unobstructed by the CONTRACTOR and shall not be used for any pupose other than ingress or egrBss to and fiom lhe FACILITY. C. CONTRACTOR agrees not to bring onto or into the FACILTY any material, substance, equipment, or object which is likely lo endanger the life of, or cause bodily injury, illness or infection to, any person at the FACILITY, or which is likely to constitute a hazard to pmperty thereon without the prior approval of CENTER CENTER shall have the right to refuse to allow srrch material, substance, equipment or object to be brought into the FACILTY and further shall have the right to requirc its immediate rcmoval therefrom if found thereon. cANCEttATt(hl A, RIGET fO G{l{GEL: CENTER reserves the right to tetminate this agreement for good cause, which shall not include subsequent scheduling of a pr€ferred event. { MouNrerrvr\ RNAERICA C ENTE R x. xt. l. Should CONTRACTOR default in the performance of any of the terms and conditions ofthis agreement, CENTER at its option may terminate the same. 2. CENTER reserves the right to cancel this agreement if it receives evidence that the artist(s) and/or client(s) named in the contract or audiences of the named afiist(s) and/or client(s) have violated [aws, caused disturbances and/or takea any action resulting in injury at any performance and,/or activity prior to the proposed appearance at CENTER. 3. Center reserves the right to cancel this agreement for heahh or safety reasons ifthe activities, or expected or anhcipated activities, of the coNTltACToR creale a potential violation of any applicable health or safery standards, including but not limited to thos€ relared to COVID- I 9 infection, oi ii ln tle sole dis€retion of the CENTE& such activities, or potential orexpected activities, ofthe CONTRACTOR may create an unsafe, { Mourvrernr\ AUTRICA CENTER FACITITY USAGE AGREEMENT Terms and Conditions hazardous, or potentially infectious condition or environment for the public or the CENTER stafi. 4. In the event CENTER does terminate lhis agrcement the CONTRACTOR shall be liable for full payment of the fees accrued to point of termination and for all reimbursable expenses. The CONTRACTOR shall also forfeit any deposit made wiih CENTER for the event, unless otherwise determined by the CENTER. B. CANCfllAnoil BU Oo{tlTf,ACTOf,: IfCONTRACTOR shall cancel for any reason other than those set fonh in section XII, paragraph H, or fail to take possession ofor to us€ the facilities substantially in accordance with this agreement, unless otherwise agreed to in wdting. then CENTER shall be entitled to liquidated damages equal to the minimum daity base rental, 100% ofapplicable ticket handling fees on the sale oftickets up to the time ofcancellation, plus any other disbursemenl or expenses incuned by CENTER in connection with the event. C. CAiICEIIATION: In the case ofany cancellation ofany performance and/or activity, the CONTRACTOR shall have the obligation, at its own expense, to inform lhe public of such cancellation through regular information media. In the event of default of such obligation by CONTRACTOR as determined by CENTER in its reasonable discretion, CENTER reserves the right to make such announcements at the expense ofCONTRACTOR. XII. ADHEBENCE TO OONTRACT TtBilS A. ALTEMTION: Any alterations to this agreement must be agreed to and initialed by both parties prior to signing. RErENTION OF GINTER PtrtVlLEGES: Failure of CENTER to insist upon strict and prompt performance of the covenants and agreements hereunder shall not conslitute or be construed as a relinquishment of CENTER's righl lhereafter to strictly enforce the same. C. NOT{{SSIGNIENT: CONTRACTOR will not assign, transfer or subject this ageement or its right, title or interest therein without CENTER'S prior written approyal. D, St lT TO EI{FOnGE: Should CENTER institute a suit or other action against CONTRACTOR as a result of CONTRACTOR's failure to comply with any terms ofthis agreement, CENTER shall recover all damages provided by law, all costs and disbursements provided by statute and all costs actually incurred, including reasonable attomey's fees. E, O0lrRT AGTl(}{t If any coun having jurisdiction thereof shall find any portion of this agreement invalid, such invalidity shall not affect any other section or provision or portion of this agreement. The parties agree that the provisions ofthis agreement are to be deemed severable in the event ofanyjudicial determination ofpartial invalidity. F.INTERBUffiO 6 AM) CAIIICEIIATI0{r6: CENTER may without liability retuse to perform any obligation(s) otherwise arising under lhis agrcement if performance of such obligation(s) would in any way violate or result in conflict on the part ofthe CENTER or CONTRACTOR with federal, state and./or local laws, or to be objectionable or contrary to public interests, or contrary to public health and safety, all suchjudgments to be made by CENTER in its sole reasonable discretion. APPfl(ryAL Of OONTBACI: It is agreed that this agreement will not be in force until both pafties have signed il. UNllVOlDABl.E llAPPfI{ll{G: In the event that (a) CENTER or any portion thereofshall be destroyed or damaged by fire or any other cause so as to prevent the use of the FACILITY for the purposes and during the periods specified herein, (b) if the FACILITY cannot be so used because of strikes, acts of God, national emergency, pandemics or other caus€ beyond the conftol of CENTER, then this Agreement shall teminate and the CONTRACTOR hereby waives any claim against IFAD, its officers, directors, employees, insurers and agents; and Centennial Management Group, Inc. (CENTER), its parents, subsidiaries, a{Iliates, ofticers, directors, employees, insurers and agents for damages or compensation by reason of such termination except that any uneamed portion ofthe rent due hereunder H. { MoUNTAINr\ AwTERICA C E NTER FACILITV USAGE AGREEMENT Terms and Conditions shall abate, or ifpreviously paid, shall be refimded by CENTER to the CONTRACTOR. This clause shall be invoked at discretion of CENTER. I. INDE[ltltTY: CONTRACTOR agrees to indemnify, defend and hold harmless IFAD, its officers directon, employees, insurers and agents; and Centennial Management, InC.(CENTER), its parents, subsidiaries, affiliates, officers, directors, employees, iosu€rs and agents ftom any and all demands, claims, suits, actions or liabilities resulting from injuries or death to any persons, or damage or loss ofany property prior to, during, or subsequent to the period covered by this ageement arising from any activity un&rtaken by CONTRACTOR or its officers, directors, employees. contractors, or agents in performance ofany terms, conditions, or promises under tbis agreement for the use offacilities leased or services obligated hereunder, exc€pt with respect to any such demand, claim, suit, action or liability proven to be due solely to the willful acl of CENTER for which CENTER similarly agrees to indemniry CONTRACTOR. No claim or litigation shall be settled without prior u/ritten approval of CENTER. In addition, CONTRACTOR agrees to indemniff, defend and hold harmless IFAD, its officers directors, employees, insurers and agents; and Centennial Management, Inc.(CENTER), its parents, subsidiaries, affiliates, oIficers, directors, employees, insurers and agents from any and all demands, claims, suits, actions liabilities or expenses ofany nahre whatsoev€r arising from or out of, or relating to, directly or indirectly the infection known as COVID-I9 or any other illness that may be contracted or incurred, by CONTRACTOR or CONTRACTOR'S employees, agents, patrons, guestq volunte€rs, a{Iliates or any other CONTRACTOR related parties and is related to the CONTRACTOR'S use, occupation, or activities in or about the CENTER. J. I)lSCAEnot{Af,Y f,/lrTEBS: N/A l(. lDAllO IAW: The validity, construction and effect ofthis contract shall be govemed by the laws ofthe State ofldaho. xIt. clvll RtGltTS CONTRACTOR agrees not to discriminate against any employee or any applicant for employment because ofrace, religion, sex, martial status, age, disability, or national origin and further agrees to likewise not discriminate for those same reasons against any persons relative to admission, services or privileges offered to or enjoyed by the general public. XIV. OOiIPI.ETEAGREEMENT All terms and conditions ofthis wdtten agreement shall be binding upon the parties, their hein or representatives, and assigns, and cannot be waived by any oral representation of promise ofany ofthe parties hereto unless the same be in wdting and signed by the duly authorized agent or agents who execuied this contract. +- MourtTAIN.\AMERICA CENTER Dates (to be finalized by District 931 June 2d, 2023 May 31't, 2024 May 30th, 2025 May 29s, 2025 June 4th, 2027 *Move in available one day prior if needed+ *+Three ceremonies per day** Estimated Expenses [abor Hourly Supervisor S3o.oo Ushers S19.50 Video Board Operator S32.oo Staffing levels will be determined by District 93 & Mountain America Center prior to event Full Arena Graduation Map: Floor Capacity- 1,512 (can be fl€xibh wfth this number) Bowl Capacity- 2,767 Total- 4,279 Item Total Move ln- day prior+s4,s00 .00 Hero Arena rent- (S9,000/day)S9,ooo.oo Stage- flat rate S1,2so.oo House PA- flat rate s250.00 House Curtain- flat rate s1,2s0.00 Cleaning- flat rate S1,8oo.oo Stage Labor- setup estimate ss 1s.00 Chairs lncluded Microphones lncluded Video Board/Ribbon lncluded fota I s14,065.00 Total VMove in day prior s1&s6s.(x) Lavout Capacities (See attached *e**#$rt '3 s C}6E o€rl o\o(r) o\o(a \o Ft(v \o cv E sEc 216 ffi+E@SSeeEnaflrJeeEe:eEe sEc 212 l=:r+-ffi $t) MOUNTAIN GRADUATION AwrERtce f. Seotino: J ''a'f"t r I designed by v 2.1 4t20t22 ,*'** Floor Ror Spocirg is bicif !lCENTER MounbinArrpdca Corrbr 180 Event ConE ft ldaho Falls, l&tp ffi.\:t ..m15!{