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HomeMy WebLinkAboutFort Gordon Signal Corp Band Chirstmas Concert Augusta Richmond GA DOCUMENT NAME: f O~;- G.e:>~ 1:>0'" S' I ~ N ALe (!l ef' "E,A (0 \:) C-W-R\STP1'AS LO~Ce:6<-\ DOCUMENT TYPE: YEAR: \ l1l1 <6 BOX NUMBER: le FILE NUMBER: '\ ~ <1 ~ i NUMBER OF PAGES: dO ~-., , , ~CHMOIvC I~~~\ ~~~ (\ C€'NreR CO~ December 11, 1998 The Honorable Mayor Larry Sconyers 530 Greene Street Augusta, GA 30901 Dear Mayor Sconyers, Thank you for choosing the Augusta-Richmond County Civic Center Complex as venue for your event, Fort Gordon Signal Corp Band Christmas Concert. Enclosed is a signed copy of your contract. If you require further assistance, or have any questions, please feel free to call. Sincerely, M~j~ }), R~ Linda G. Roberts Assistant General Manager Enclosure LGR/clr 601 Seventh Street. Augusta, Georgia 30901 (706) 722-3521 . Fax (706) 724-7545 www.augustaciviccenter.com .LMI ~ <_. 7' - ~'. ~.- .. ;~t~:-::'.~~:tI~ --"-_--I.-:.-~~-=-.-,,-~.-,... - . . ~ ---.......t_:-~;- '., -' --. -- ~ ...~.~ ;~ !*' AUGUSTA RICHMOND COUNTY CIVIC CENTER COMPLEX LEASE AGREEMENT This Lease Agreement is made and entered into effective as of Dec 2, 1998 by an9' between Lessor, LEISURE MANAGEMENT INTERNATIONAL, acting on the behalf of AUGUSTA- RICHMOND COUNTY CIVIC'CENTER COMPLEX, hereinafter referred to as "LMI" whose address is P.O. Box 2306, Augusta, Georgia, 30903 and Augusta, GA hereinafter referred to as "Lessee", whose address is: 530 Greene Street, Augusta GA 30901 Authorized Agent(s): Mayor Larry Sconyers Address: 530 Greene Street Augusta, GA-30901 Telephone Number: (706) 821-1821 Fax Number: WITNESSETH: WHEREAS, Lessee desires to use space in the Augusta Richmond County Civic Center and/or Bell Auditorium in Augusta, Georgia ("the Facility") on the terms and conditions set forth in this Lease Agreement; NOW THEREFORE, and in consideration of the following promises,-covenants and -. conditions the parties hereto agree as:follows: .- ... 1. GRANT OF RIGHTS 'ANcfTERM OF AGREEMENT. 1.1' Use of Facilities.lMlhereby leases' to Lessee those areas of the Facility specified in Paragraph 2.1 below on the dates and times as set forth in Paragraph 2.1. below for the following use (each date is an "Event") Ft. Gordon Signal Corp Band Christmas Concert Lessee may not use any portion of the Facility for any other purpose. 1.2 Term. This agreement shall commence Dec 2, 1998 and shall continue until Dec 15,1998, at 12 midnight subject to ea~Hertermiriation in accordan-ce'wrth Paragraph '17, below ("the Term"). This Agreement shall 'be null and void if not_signed and returned with required deposit 1 !..--. . ... .... -.', - .. ~~~q;~~~;'ZJ~~ ','r~~~:~::: .. ~ ,-~ .,.,.'"t"",.. --.'-.-' . . ..-.... ~. . - .~~.,..:.~:"':-'!',j~~:7"=,::';;,.-.:...~ -":-::.~ .": P.-~.~".~-~ . ...;..........:..-~.-...~~...~. - - ..- ".. ." ... .., ,c--;;: .' ....~, .~--~-:_~..:--i!.~-~,.---.. _ - ,. _ __'-4--_.__. .::,~'.:..o=,-~.~._ by Dec 9, 1998. 2. AREAS. DATES AND HOURS OF USE, DEPOSITS AND FEES. 2.1 Authorized Areas. Lessee will be entitled to use the following, areas of the Facility on the dates and hours specified beginning with Event load-in at 8 am on Dec-15, 1998. Area Within Facility Bell Auditorium (Move-in) Bell Auditorium (Doors Open) Bell Auditorium (Performance) Dates/Performance Times Dee 15, 1998/8 am Dee 15, 1998/6 pm Dee 15,1998/7 pm Notwithstanding the foregoing, LMI reserves the right to control all lobby and common areas and will permit Lessee to use those areas of the lobby and common areas only to the exte'ill'such use' is deemed by LMI to be necessary and appropriate for the event. 2.2 Rental Fees, Overtime fees and Other Charqes: Lessee shall pay,LMI the following --.. ., -,- c License Fee, Overtime Fee and Other Charges: (a) Rental Fees: four hundred eighty dollars ($480) per day. (b) Overtime Fees: LMI shall invoice Lessee and Lessee shall pay an Overtime Fee of five hundred dollars ($500.00) per hour if the performance time exceeds 8:00 a.m. - 12:00 midnight time period. (c) Other Charqes: LMI shall invoice Lessee and Lessee shall pay for all other charges. for services provided for an Event at the then existing prevailing rates ("other charges"). 2.3 Deposit. Upon execution of this Agreement by Lessee, Less~e~shall pay LMI a nonrefundable advance deposit in the amount of $0.00. LMI will credit the amount o(the Deposit against the last invoice which LMI expects to issue to Lessee during the Term of this Agreement. 2.4 ' Payment Schedule, LMI and Lessee will settle all charges and rental fees related , to the Event within 30 days of invoice. LMI may rely on the written instructions of any agent of Lessee as to payment of funds to other pe'rsons on behalf of the Lessee. . (a) If funds in the Box Office are not sufficient to pay estimated expenses, such . - .. . _._ expenses must be, paid in full one (1) w~ek prior to the scheduled event. .. _ _.~-:_=-._ 2.5. Canceled Events. Failure of the lessee to use the Facilities on a performance day 1m 2 ,7 -~::~~"::-~~~:~: ;:~J~~. .._-.,~-: ~ for any reason, without ninety-days written notice of event cancellation on multiple day events and sixty days notice on single day events, in no way relieves the Lessee from the obligation to pay the Rental ~ee and. any other charges for the scheduled Event unless such failure was due to one of the reasons set-forth in. Paragraph 13, below or unless LM I chooses to release the Lessee from this obligation. LMI may make such other use of the Facility on the date or dates of any canceled Events and will creditto Lessee any sums received (less any administrative costs incurred by LMI) for Rental Fees or Other Charges to the extent that such Rental Fees relate to the use of those . portions of the Facility covered by this Agreement and such Other Charges reimburse LMI for the costs of services which LMI was to provide to Lessee. 2.6 Failure to Pay. Failure to pay any invoice within 30 days of the billing date set forth on the invoice shall constitute immediate breach of this Agreement by Lessee. In the event of such failure to make payments:-as required,-it is agreed that LMI may, at its sole discretion, cancel all remaining Events and retain all deposits received, apply such amounts to the amounts due and owing to LMI pursuant to Paragraph 17 and LMI has any and all remedies available to it as outlined in Paragraph 17. 3. INSURANCE. Lessee shall, at its sole cost and expense, procure and maintain throughout the Term of this Agreement the following insurance: 3.1 Comprehensive General Liability Insurance. Commercial General Liability on an "occurrence" basis including premises - and operations, products and completed operations, . ... .~ - --- . personal injury, owner's and contractor's blanket commercial protection against claims for bodily ...-. - --- ... .- ----..- - - . ---- injury or death and property damages. occurring in or upon or resulting from the Lessee's use of the Facility. Suchinsl.Jrance will provide limits of il6fless than $1,000,000 per occurrence and aggregate forp.remises and --operations, products and completed operations and personal/advertising injury, and $500,000.00 for property damage. Coverage will extend to the indemnification.?y Lessee of LMI as set forth below in Paragraph 7. 3.2 Workers Compensation Insurance. If Lessee or any person or entity represented by Lessee will have employees at the Facility, Lessee represents and warrants that the applicable Worker's Compensation Insurance required by law will be in force during the term of this Agreement.,. - ..' ,.::, 3.3 Automobile Liability Insurance. b.essee represents and warrants that it and any 3 _.. -'o-:~~:"__'_ .-=-,="~.~~~.:::..;~";~;~...~. ~6~ "--.<~~rt: ". - -- .- .': ~.' ...- - , : ':'"1' person or entity represented by Lessee that will be using a- vehicle on the premises will carry Automobile Liability insurance with limits of not less than $500,000 per occurrence. 3.4 Additional Insured on Policies. The Comprehensive General Liability policy required by this Agreement shall name as additional insured Leisure- Management International , the Augusta-Richmond County Coliseum Authority and its respective officers, directors, agents and employees. Lessee shall obtain the written agreement on the part of each insurance company to notify LMI at least thirty (30) days prior to cancellation or non-renewal of any such insurance. 3.5 Evidence of Insurance. With respect to each such policy or agreement, Lessee shall maintain evidence of such insurance endorsements as may be required by LMI and shall at all times deliver and maintain with LMI a certificate with respect to such insurance in a form acceptable to LMI. Lessee agrees to provide all required certificates of insurance ten (10) days prior to moving the Event into the Facility. Failure to do so shall constitute' immediate breach of this Agreement by Lessee. It is agreed in that event that LMI, at its sole option, may terminate this Agreement. LMI may also exercise any or all options in Paragraph 17. 3.6 Failure to Obtain Insurance. Should Lessee fail to provide-and- maintain the- insurance required by this Paragraph 3, LMI shall have the option, but not the obligation, to obtain any or all of such coverage under its own insurance. LMI does not represent that acquired insurance is sufficient to protect Lessee's interests or provide adequate coverage. In such event, Lessee shall be invoiced for the cost of this coverage plus a fifteen percent administrative fee. -- 3.7 Effect on Other Remedies. The parties agree that the specified coverage limits of insurance set forth in this Paragraph 3 in no way limit the liability of the Lessee. -. .- -" -. ,... - -.- -. ....-." 3.8 All insurance secured by Lessee will be issued by insurance companies admitted in ------. _. -_.- Georgia and reasonably accepted to LMI. 3.9 Coverage required to be maintained by Lessee shall be deemed primary and non- contributory with any coverage maintained by LM I for its sole benefit. 3.10 Notwithstanding the above, Lessee is self-insured and will provide LMI with a letter of " insurance. The letter of insurance will give LMI written instructions on how all claims related to this event should be handled.' 4. MERCHANDISE SALES. FOOD AND BEVERAGE CONCESSIONS. PARKING. ADVERTISING RIGHTS AND SIGNAGE. 4.1 Merchandisinq Sales. Lessee shall be entitled to sell and dispense Merchandise 4 ~~~;'I~~~~'~ ~~L~_,i~~J~~~~=~'-~~ '~'~-';~~$:;~~: ~., -~~'--".~ - -~. - - - ..'- ..! . . ~ -~, - 'during' Events' through LMI'i:;-"coiitracted concessionaire, but only to the extent that such relate to ..- - - FtGordon Signal Corp Band Christmas Concert. Gross revenues from the sale of such'event re!~~~ Merchandise shall be shared 35% for LMI and 65% for Lessee if LMI provides seller; 25% for I:MI and 75% for lessee if lessee provides sellers. Merchandise revenue split will be settled on the day of the show. Any taxes, credit card fees and Merchandise security expenses shall ue deducted from gross sales prior to the split of revenues between Lessee and LMI will collect and . -- - remit required sales taxes on behalf of lessee. Lessee will pay all other costs related to the Merchandise. Any Merchandjse not covered under this provision may be sold subject to the terms' and conditions negotiated by, LMI's concessionaire on behalf of LMI. (a) Merchandise, as used in this Agreement, shall be defined as, but not limited to, printed material, clothing, photographs, souvenirs, records, tapes and other novelties related to the Event. Merchandise shall expressly not include food stuffs, beverages (alcoholic and non-alcoholic) or tobacco products. . 4.2 Food and Beveraqe Concessions. Food and beverage sales (including catering) _ _ d and distributions shall remain'.under the sole control of LMI and its designee;, The decision to provide food and beverage sales at any event rests exclusively with LMI. (a)' Lessee shall not have any control over the sale or distribution of food or beverage products in or around the Facility at any time including during Events. (b) Lessee shall not have or assert any right to share in the revenues or receipts from " , such food, or: beverage concessions. (c) Lessee', his,employees, agents or assigns, shall not sell"give away, orbring into _. _ __ ____.____ _ a~_ . the facility, any food, drink, tobacco, or any other article that conflicts with any 'exclusive right herein givEm,'or retained by LMI, without the prior written consent of LMI. 4.3 Parkinq Concessions. Parking on the surface parking lots surrounding the Facility shall remain under the sole control of LMI. Lessee shall not have nor attempt to exert any control over the parking at the Facility at any time including during Events and Lessee shall not have nor assert any right to share in the revenues or receipts from such parking. LMI may lease all or any part of the parking lots at the ,facility at any time at LM I's discretion. 4.4 Adv~rtisinq R~q.hts _ ~~d ~~qn-aqe. Advertising rights and signage in or around the Facility shall remain u~d~r.!h.e'sole, control of LMI and its designees. 5 ,<7 - (a) Lessee shall not have any control over the advertising or signage in or around the Facility at any time including during Events and Lessee shall not have nor assert any right to share in the revenues or receipts from such advertising rights or signage. (b) Without limiting the foregoing, Lessee shall not cover, block or in manner obscure the visibility of signage within the Facility. All Facility signage of LMI and its designees will remain lit during all sporting events open to the public and at other events when house lights are in use. (c) Lessee will not install or permit the installation of any permanent or temporary signage within or around the Facility without the consent of LMI which will not be unreasonably withheld. (d) All advertising by Lessee will comply with the Americans with Disabilities Act ("ADA"). 5. LMI PROVIDED SERVICES AND EQUIPMENT. - 5.1 House Utilities. LMI shall provide customary heat, air conditioning and overhead illumination as normally available during Event days in the Facility at no additional charge to Lessee. However failure -to furnish sufficient overhead illumination because of circumstances beyond the control of LMI shall not be considered a breach ofthis Agreement. Additional lighting, heating and air conditioning required by Lessee will be charged to Lessee at the prevailing rate based on actual usage. 5.2 Event Utility Services. - - - - ----- - - --- (a) LMI agrees to make available to Lessee, either in-house or through LMI's designee, up to its existing capacity, all electric power required, compressed air,-il-atural gas, water, sewer drains, and telephone serVice requested by Lessee or its exhibitors. - . All charges arising from such services shall be charged to Lessee by LMI or its _ designee at the prevailing rate for connections and consumption of the requested service subject to the terms and conditions set out in paragraph 2 above. (b) LMI or its designee will furnish additional services to Lessee such as labor, audio- visual, sound, lighting, equipment, materials (to the extent of the existing inventory), technicians, etc., at Lessee's request. All charges arising from such serVices shall be charged to Lessee 'by LMI or its designee at the prevailing rate for such 6 ~~iCS~~:~~~2~;:~;~~~~:~.~' , " . (b) (c) -'~::-;:'~~.:~r - "7-=:;.~:=~:.;:6~~:j~~~*~ ~. , . o. : -;'':4:-:' (c) -~ additional services subject to the terms and conditions set out in Paragraph- Z . above. Lessee agrees not to do any alterations of electrical wiring or to make connection...... to any electrical outlet on the premises and further agrees that if such work 0(--- connection is required, Lessee will so notify LMI and submit in writing a plan of the proposed alterations and connections and have such work done and such connection made by the person, firm or corporation selected by LMI, and at Lessee's expense. 5.3 (a) Facilitv Services. . LMl's personnel shall provide normal maintenance of all public areas which include the seating bowl, lobbies, concourses, hallways and restrooms at no extra cost to Lessee. Cleaning for expositions or trade shows shall consist of one sweep up of the public aisles and/or space prior to the opening hour each day and shall include the removal of normal rubbish from the premises daily. All janitorial and cleaning service beyond that described in subparagraph (a) above, for each Event shall be charged to Lessee by LMI at theprevailing rate, subject to the terms and conditions of paragraph 2 above. LMI will provide trash disposal receptacles for trash, debris and general packing material. Costs to remove debris or trash not associated with the normal course of business shall be charged to Lessee at the prevailing rate. Non-hazardous fluids, -. - - - -- --. chemicals, petroleum-based products, perishable items or any other non-dry material must be disposed of in a manner prescribed by LM I. ..;.. .. . . (d) LMI will provide at the prevailing rate auxiliary aids to assist Lessee in complying, with the ADA at no cost to Lessee. 5.4 '. Event Services. Representatives from Lessee and LMI shall meet and agree upon , (although in the event of any disagreement between the parties, the decision of LMI shall be final) other services which will be necessary for the Event including but not limited to the following: (a) LMI or its designee will provide all event-related labor including but not limited to . , -- --.- ~ tick~!,sellers, ticket t~kers~. ushers, door guards, security agents, technicians related ,to the scoreboards or public address system, stagehands, riggers, loaders, spotlight 7 f'~ ...: ':'::~..~~i.;j: - "-_:~~;t.f.~{~7'"- operators, forklift drivers, receptionists, - medical' personnel and other staff as required to set up; present and load out the event. -All such services shall be charged to Lessee at ~he prevailing rate, subject to the terms and conditions of paragraph Zabove-;----- (b) Lessee shall be financially responsible for complete security in all areas of the Facility, including, without limitation, exhibit areas, meeting rooms, loading dock areas, emergency exists and any storage areas during each Event. Security services will be provided by LMI and will be charged to Lessee at the prevailing rate, subject to the terms and conditions set out in paragraph 2 above. All security arrangements are subject to approval by LMI. (c) Lessee shall be responsible for compliance with Section 8-40 of the City Code of the City of Augusta, Georgia, which requires LMI to have in attendance at the Event, the number of firemen or police officers as the Chiefs of the Augusta- Richmond County Sheriff Department and Augusta-Richmond County Fire - - -- -. Department deem necessary. All such services shall be charged to Lessee at the prevailing rate, subject to the terms and conditions of paragraph 2 above. (d) LMI will provide all parking attendants and related services without charge to Lessee, excluding security staff assigned to production parking areas. (e) Lessee agrees that any change, alteration, or addition to the facility or to any equipment of LMI desired by Lessee, shall be-subject to the prior-approval thereof in writing, by LMI and except as so approved shall not be permitted. In the event .- . . -~---- - --.- .- . - -" - -. . -- .. --' of any such approved change, alteration or addition or of the installation, removal or replacement of -ch,~rr-, -stand or bleacher seats, the-cost of said changes or alterations: s~all be .bornby the- Ces~ee~ ___ 5.5 Definition of Prevailinq Rate. As used in this Agreement, the term "the prevailing rate" shall mean the standard rate for such services as established by LM I or its designee at the time such service is provided. Such rates may be changed from time-to-time by LMI or the designee providing such service with reasonable notice to Lessee. 6. TERMs AND CONDITIONS OF USE OF THE FACILITY. Lessee agrees to comply wi_~h all._terms and conditions for use of the Facility as established from time-to-time by LMI including the following~ 8 _...._...~. :L':.:.. ,,- " ~~~~~~~~~=~'.~ -=..-':":"';..- -.:..:"- - ~':.- ~~:. . ~~~-::~i~-=;~~~:~e~5:>~ ;~:L;, ~7>--~~~~ . -----:-::--- . ----:~~--- --, -------- 6.1 Compliance With Laws. Lessee shall, at its own expense; prorrfptli comply-and----- --- cause its employees, agents, ~ontractors, exhibitors, patrons and invitees to comply,~with'alllaws,' ,ordinances, orders, rules, regulations and requirements of all feder~I, ,state; ..:-...county and metropolitan governments, commissions and officers whenever applicable, all rules and -regulations - of the Augusta-Richmond County Police Department and the Augusta-Richmond County Fire Department, and all policies, rules and regulations established by LMI for the use -ofthe Facility. Such compliance shall include acceptance of and payment for auxiliary aids as required by the , ADA and submission of pyro permit thirty days prior to the event. Lessee shall take such measures -as may be necessary to prevent smoking by any person in any portion ofthe premises other than that area that may be designated by LMls general manager and will fully cooperate with LMls manager in carrying out said no smoking policy. Lessee further agrees thatLMls m-anager shall have full control and direction of all persons necessary to enforce the aforesaid regulations and 'that - Lessee shall be responsible for the expenses associated with employing said person assigned to Lessee's event. Such costs will be included at the time of settlement. 6.2 Buildinq and Public Safety. Lessee agrees not to bring into the Facility any material, substance, equipment or object which is likely to cause damage to the Facility, endanger the life of, or to cause bodily injury to, any person in the Facility or which is likely to constitute a hazard without the prior written approval of LMI and to cause its employees, agents, contractors, exhibitors, patrons and invitees to comply with such restrictions. 6.3 Access to Entrvwavs. Utilities. etc. Lessee shall not permit any chair or moveable seat to be or remain in the passageways and will keep passageways clear at all times. No portion . - - - - - . - .~--- .- . - - -. _. - - of the sidewalks, ramps, entries, doors, corridors, vestibules, hallways, lobbies, stairways, elevators, aisles or driveways shall be impeded by Lessee or used for any purpose other than ingress or egress from the Facility. Access to public utilities, fire suppression equipment, heating and air conditioning vents shall not be covered or obstructed at any time by the Lessee. The doors, stairway, or ope~ings that reflect or emit light into any place in the building and radiators and house lighting attachments shall not be covered or obstructed by the Lessee except with the prior written approval of LMI. The water closets or other apparatus shall not be used by the Lessee for any purpose other than that for which they were constructed. Lessee shall cause its employees, age~ts, contractors, exhibitors, pat.~ons .~nd invitees to comply with such restrictions. ,. 6.4 Event Operation Plan. Prior to tiGkets going on sale or at least 30 days before the 9 ". -"~~~!'~~.~f~k.&.. " -.~ ".;.~ "?~.~:';~i: ......_._--~~--."._- . . " " . ,--" . ., . -~"---",,""--=~~-~T--==r-f="-==.'" first Event, whichever is the greater, Lessee shall provide LMI with an operational plan detailing all pertinent information requested by LMI for the Event such as seating and physical layout, technical and equipment requirements. For exhibition events, Lessee agrees to provide a complete and accurate floor plansubjectto approval by the responsible fire marshall and Civic Center manager, no later than thirty days prior to the Event. Lessee shall contact George Croft at extension 508 for production assistance and Christine Loftin at extension 502. for marketing assistance. 6.5 Buildinq Capacity. Lessee shall not allow or permit admission to the Facility, a larger number of persons that can safely and freely move about in the facility and the decision of LMI in this respect shall be final. . 6.6 Prohibition of Live Animals. Lessee shall not permit any live animal, reptile, fish or bird' to enter or remain in',the Facility unless approved in writing by LMI. A guide dog accompanying a blind person is excluded from application of this provision. All such animals so admitted must at all times remain on a leash, within a pen, or under similar control. 6.7 Obiectionable Uses or Persons. Any use of the Facility which is not in the best interest of LMI, or is in violation of any law of the United States, the State of Georgia, or the County of Augusta-Richmond, shall be a violation of this Agreement and shall be grounds for immediate revocation of the Lease. Any person whose conduct is objectionable in LMl's sole opinion or in violation of any law, shall be refused.entry or shall be immediately ejected from the premises. 6.8 Intermissions. For all programs within the Facility lasting one hour or more, except religious services and other engagements specifically excluded by agreement between LMI and . ." . Lessee, an intermisSion of not less than'20 minutes shall be' held: subject to. modifications by LMI when necessary fo'meef unus-ualcoriditiclns. LMI reserVesftie right to negotiate an additional fee for modificatio.n of the intermission requirements. 6.9 Solicitations. No collection or donation whether for charity or otherwise, shall be made, attempted or announced on the premises without the written approval of LMI. .'. 6.10 Helium Balloons.. No helium or lighter-than-air balloons shall be permitted in the Facility without the express prior written approval ofLMI. 6.11 Abandoned Equipment and Lost or Misplaced Articles. Any equipment or article of " --... ... - - Lessee remaining past the expiration of ~~eterm oft~is Agreement may be considered abandoned ,~. . and may. be disposed of by LMI .~s LMI deems necessary and at the cost of Lessee, after 10 . \:.'.L _ _ (,.... .... . ._- .. . ~ -.~: T'~~~>~~~:~'i~;':.2~~f~::~~:'~~. :.:::.: ..: .~.: ::., .. -?~~--~~ ~.- . reasonable notice to Lessee. LMI shall have the sole'right'to collect and have-the custody of- articles left in or around the Facility by Lessee's employees, agents, contractors, exhibitors patrons or invitees and to provide for the disposition thereof. LMI shaWassurTle.rl.o responsibility fo~'losses suffered by Lessee, its employees, agents, contractors, patrons or invitees'which'are occasioned by theft or disappearance of equipment, articles or other personal property in and at the Facility. 6.12 Copvriqhts and Proprietary Material. Lessee warrants that no music, literary or .. . artistic work other property protected by copyright will be performed, reproduced or use, nor will the name of any entity protected by trademark be reproduced or used during Lessee's use of the Facility unless Lessee has obtained written permission from copyright 01" trademark holder or an authorized performance licensing association such as ASCAP or BM I. Lessee covenants to comply strictly with all laws regarding copyrights, royalties and trademarks and warrants that it will not infringe on any related statutory, common law, or other right of any perso~~:auring it~ us'e ofthe Facility. Lessee will indemnify and hold LMI and its officers, agents and employees harmless from - -- _..- ~. all claims, losses, attorney fees, court costs, and damages with respect to such' copyi'ight'and proprietary material. - ---- --~-------,.----- 6.13 Broadcast Riqhts. LMI shall retain all rights to all broadcasting, telecasting, videotaping and transcription of the Event. Lessee shall not engage in any' broadcasting, telecasting, videotaping, recording or transcription activity without prior written notice to LMI. LMI reserves the right to run free of charge public address or video communication announcements, announcements promoting other Facility events or LM I (or its affiliates) products or. serv[ces:-:LML reserves the right to require Lessee to provide an audio program feed for the Facility assistive . - -.~---- -_...-- -.-------..----.---"""-----.--- listening device. 6.14 Recordinq. No recording, either visual or audio, of any kind shall be. mace of the Event covered by this Agreement without prior written notice to LMI. 6.15 LMls Riqht of Entry. In permitting the use the licensed areas of the Facility, LMI does not relinq~.ish and does hereby retain the right to enforce all necessary and proper rules for the management and operation of such area. Duly authorized representatives of LMI, including all members of the Coliseum Authority, may enter the areas to be used and any other areas of the Facility at any time and on any occasion without any restrictions. All facilities, including the area which is the subject of this Agreement,s.hall at all times be under the charge of LMI. 6.16 Ticketed Events. Le~se'~-shall retain the right to determine ticket prices, including 11 ~.;2_..;~:Cc~!JE';;;;;~"C~'+~~"'~S::_. any discounts and- the right 'of complimentary ticket distribution; provided, however that if LMI reasonably believes that Lessee is abusing these rights in any manner, LMI may require Lessee -.. - --- .. , to thei~afterobtain the written approval of LMI, which shall not be unreasonably withheld, as to all . , of-Lessee's' ticket policies' and practices and any modifications of or exceptions to those policies and practices. Before an event goes on sale LMI must have all production requirements. Sales of all tickets shall be made in accordance with the Augusta-Richmond County Civic Center Box Office Terms and Policies, a copy of which is attached hereto and incorporated by reference herein as Attachment NA, subject to such changes therein as LMI, in its reasonable discretion, may deem necessary or appropriate from time-to-time. 6.17 Residual Matters. ,Any matter not expressly covered by the foregoing provisions of this Agreement or by applicable policies, rules and regulations adopted by LMI shall be determined by an authorized officer or employee of LMI in his/her discretion. LMI reserves the right to change such Terms and Conditions in writing from time to time. Lessee shall receive written notice of any changes. 6.18 RiqqingRequirements/Weiqht Loads. Lessee acknowledges receipt of the rigging requirements/guidelines for the Facility. Rigging and loading not in compliance with these requirements/guidelines is not permitted. If Lessee violates the rigging requirements/guidelines, Lessee will be solely responsible for all damages resulting from such violation. Lessee is expressly prohibited from placing or, causing to be placed any load limits in excess of four thousand pounds per square foot in the: arena', exhibit hall or meeting rooms of the Civic Center. All other areas of the complex are limited to one hundred pounds per square foot. Any violation of this clause shall ---- - ".- -~~- -~._- - -- ~. ._- -. . constitute a breach of this agreement. 7. INDEMNIFICATlbN~ Lessee ag'rees t6 indemnify, hold harmless and defend Leisure Management International, the Augusta-Richmond County Coliseum Authority and its officers, directors, agents and employees from and agai~,st any and' all liabilities, damages, actions, costs, losses, claims and expenses (including attorney fees), on account of personal injury, death or damage to or loss of property or profits arising out of or resulting in whole orin part'from any act, omission, negligence, fault or violation of law or ord\nan.c.e by _Less~e' or Lessee's employees, agents, subcontractors, exhibitors or invitees or anyother,person-'ent~ri~g 'the":Facility with the implied or express permission of Lessee. ,. 12 ".,_.::_.-,;.:;:;iJ~ .~:;~.T "~~~~:. " . .. . ."- - ..~ ._" -";. ...:~ -c~~_~;';?2-E~~~': ~_.--==~.~.~'_' 8. WAIVER OF SUBROGATION. Each party hereto hereby waives any and every claim which arises or may arise in its favor and against the other party hereto during the terms of this Lease or any extension or renewal thereof for any loss of damage to any of its property, which loss or'damage is covered by valid and collectible fire and extended coverage insurance policies to the extent that such loss or damage is recovered under said insurance policies. Said waivers shall be in addition to, and not in derogation of, any other waiver or release contained in this Agreement with respect to any loss or damage to property of the parties hereto. Inasmuch as the waiver will preclude the assignment of any aforesaid claim by way of subrogation (or otherwise) to an insurance company (or any other person), Lessee is advised to give each insurance company written notice of the terms of such waiver, and to have insurance policies properly endorsed, if necessary. 9. EXPENSES, TAXES AND FEES, Lessee agrees to pay promptly any and all expenses and obligations of every character and description incurred in connection with or relating to Lessee's use of the Facility and to pay promptly any and all sales, use; excise and any other taxes and any ticket-taxes or user fees required by any governmental authority and shall obtain at its own expense all permits and licenses required by law in connection with its use of the Facility. Applications for pyro permits must be filed a minimum of thirty days prior to the event and failure to do so may result in denial of said permit and a breach of this agreement. 10. DEFACEMENT OF FACILITY. It is understood and agreed that LMlleases to Lessee the authoTized area in the Facility . . . - - - -,." -- . ----"-- - "as is" and that the Lessee will make, at its own expense, all changes: alterations, installations and decorations therein that are previously agreed to by LMI, and-that Les.see will restore, at its own - - expense, the Facility to the same condition in which it existed prior to any alterations made therein. Lessee shall be responsible for any costs to repair or replace property at the Facility damaged or lost during the dates of Lessee's use of the Facility. Ordinary wear and tear, or by other cause " beyond control of Lessee, is excepted. Lessee shall not injure nor mar, nor in any manner deface the Facility and shall not cause nor permit anything to be done whereby the Facility shall be in any manner, injured, marred or defaced, nor shall drive, or permit to be driven, any nails, hooks, tacks . " ." . or screws, in any part of the Facility. Lessee specifically agrees to be responsible for any and all . - . damage to the Facility, caused by the acts of lessee or Lessee's agents, servants, ~mployees, 13 .;.~~- ",s:~~~~.. ~~~"---c__~~~d,b:i.~~::':n:~o.:==="-+-__. _ _~.~..',..;t.. _ ""~._\'jc._:'~~Z,~",,_.,.~,:-';~~~:TT:~_'--.~~> ~_::;~?' . .--- . -. - . .'~""~"""", ..,--._~-- -~: ~~-::::~~;~:r~:~...~~~~~~i~-~----_: .'~.;~ ~ -~'~~E~'" .!.(.....";>..~., .... :4:,'1'- -- -.-- . . _.. ~.__ _ _~ __. _ r~_'_ .. ::-'::::<-"':'-7'- ---'- h _. patrons' or guests,Cwhether accidental or otherwise. 11. FAILURE TO VACATE/REMOVAL OF PROPERTY. ~ .~. . _ Upon. the expiration or sooner termination of this Lease Agreement, Lessee shall . immediately remove all goods, wares, merchandise, property and debris owned by Lessee or which Lessee has placed or permitted to be placed on or at the Facility. Any such property not so removed. shall be considered abandoned, and procedures set forth in Paragraph 6.11 above will be in force at the discretion of LMI. .12. NON-DISCRIMINATION. Lessee agrees not to discriminate against any employee or applicant for employment because of race, creed, ancestry, .sexual orientation, disability, color, sex, religion or national origin, and further agrees not to discriminate for the same aforementioned reasons. against any person . '-"7,-6,.'persons in connection with admission, services, or privileges offered to or enjoyed by the general public. 13. FORCE MAJEURE. - If the Facility or any part of the Facility is destroyed or damaged by fire or any other cause, or if a labor dispute, major structural, mechanical, plumbing or electrical failure, closure of the . . Facility by governmental authority or any other casualty or unforeseen occurrence renders the fulfillment of this Agreement by LMI impossible or impracticable, then this Agreement shall be '. , suspended for- the duration of such condition or terminated if such condition is expected to continue indefinitely or through' the remainder of the Term of this Agreement. In the event of any such termination, the Lessee shall be liable for license fees, charges for support personnel and services, - additional utility charges which have accrued only as the time of termination and all other deposits, --Cre-nta(fees 'paid by Lessee-s~all be returned by LMI, provided, however, if such impossibility' of perform.ance'shall be' due to the act or omission of Lessee, its agents, employees, members, or invitees, then Lessee shall be liable for all fees charged hereunder as well as any and all accrued charges in add!;ion to such other damages as may result from such acts or omissions. Lessee hereby waives any,c1aim for damages or compensation from LMI on account of such termination. 14. NON-EXCLUSIVE USE. LMI shall have the right to, use or permit the use of any portion of the Facility not granted to Lessee .under this ~~reement t~_any,:person, firm or entity regardless of the nature of the use of such other space. This right shall be subjecUo LMl's prudent business judgement. 14 .' ~. ~ ~. ....:~~;~~~;i,~~i:".. ----. . - -. - .:.~:;~~...:_.. Lessee understands and-agrees that during the term of this lease other events, attractions, conventions, expositions may be held. in. other parts of the building and it is. understood and agreed that such other events can _b~ _held, s~rviced or moved in or out of the building during the term hereof even though they may-cause inconvenience to Lessee. Lessee agrees that during the term hereof it will operate its event, attraction, convention of exposition as a self contained unit within the Facility and will not suffer or.permit its agents, employees, licensees, tenants, visitors or others using the Facility to enter upon events, attractions, conventions or expositions held in other portions of the building. Lessee further agrees that LMI may employ at Lessees expense, guards or watchmen necessary in its judgement to effectuate this provision. 15. HAZARDOUS SUBSTANCES. Lessee, its employees and agents, and any exhibitors, patrons, invitees or other participating in the Events.covered by this Agreement are prohibited from bringing any hazardous substance, or any material, substances, equipment or object which is likely to endanger the life of, or to cause bodily injury to, any person on the premises, into the Facility, the areas surrounding the Facility or onto LMI property and are prohibited from allowing any hazardous substance to be brought into the authorized Areas or onto LMI property. As used in this paragraph, "hazardous substance" has the meaning given that term in (OCGA S12-8-22 (12)). If any governmental authority or other third party demands that a cleanup plan be prepared and that a cleanup be undertaken because of the release of hazardous substances that occurs as a result of Lessee's use of the Authorized Areas or entry on LMI property, Lessee shall, at Lessee's expense, prepare . and submit the required plan and all related bonds and other financial assurances, and respective . -- <- - --- -- -.. . members, officers, directors, agents and employees against any claims, costs and expenses of any kind, whether direct or indirect, incurred voluntarily or pursuant to any state.<)Tfederallaw, statute, regulation or order, for the cleanup, ~xtraction; detoxification or neutralization of any release of any hazardous substance associated with or arising from the Lessee's use of the Authorized Areas or entry on LMI property. Lessee's obligations under this paragraph survive termination or expiration ". of this Agreement. 16. ASSIGNMENT. Lessee may not assign this Agreement or any interest therein or permit the use of the Facility or any part thereof without the prior written approval of LMI. Any attempted assignment without such written prior approval shaH be null and void. 15 - . 11r~'!~Z\?:t~?. - , ". . . . '~~C'--~~~-_~_~::~.:.~:' o.J::-~.r~~--~~'~~-~~;-: L~-'-_'-'----'-'____ _:_'--~:-If Lessee is a corporation, the transfer of a majority of its outstanding capitol stock shall constitute an assignment of this lease within the meaning of this paragraph. The event-described under paragraph 1.1 shall not be presented by any name or description othE:~r than .that herein - above designated, nor shall lessee use any name other than that stated in thisd lease- in the operation of said event without the prior written consent of LM I. 17. DEFAULT BY LESSEE AND LMI's REMEDIES. Lessee shall be in default of this Agreement if Lessee fails to pay any amounts due under the terms of this Agreement, breaches any provisions of this Agreement or any other written . agreement between Lessee and LMI including payment of fees and maintenance of required insurance in strict accordance with this Agreement, violates any applicable laws or ordinances during its use of the Facility or should dissolve or cease doing business as a going concern or .. - be.come insolvent or bankrupt. Upon such default by Lessee, LM I may have one or more of the-- following remedies, in its sole discretion, and LMI, and its manager, agents and employees shall in no way be responsible to Lessee for pursuing said remedies. . - ----.. - -- - 17.1 .. Declare the entire amount of the balance due under the terms of this Agreement payable immediately. 17.2 Refuse to allow Lessee to take possession of the Facility. 17.3 Reenter the leased area(s) without being liable for damage therefore and relet the leased area(s) or any portion thereof, or operate the same for the balance of the Lease Agreement period, receive rents due and apply them first to any expenses of making LMI whole and, second, to. any expenses incurred for reentering the premises and reletting the leased area(s). - -- ..-- --- - --,. -- - 17.4 Terminate the Lease Agreement by giving the Lessee written notice of such _ termination which shall not excuse breaches of the Lease Agreement which have -already" occurred and may reenter the leased area(s) as in Paragraph 17.3 above. 17.5 Pursue any other remedies available to LMI either at law or equity. No single or partial exercise of a right or remedy shall preclude any other or further exercise of a right or >'- . remedy. 17.6 LMI may withhold and apply, without the necessity of resorting to any legal action, to any claim it may have against Lessee, all sums, receipts or deposits which may be in the -.-pos~ess~on of LMI for or on behalf of th~. Lessee. .17.7 LMI may, at its sole'option, also terminate any other contract(s) with Lessee. 16 ,II J'O .. - . . _m~~:ff~,-~~~~~~~~;:7~~:\~~~-::~ .. H ~,_:_,.~:.. _._._...=:....."...___ --..' - .' 18. GOVERNING-tAW AND-CHOICE OFFORUM. This Agreement shall be governed by and construed iri accordance with the laws of Georgia. Any ?ction or- p_roceeding arising out of or in connection with this Agreement or the conduct, acts or activities. of the parties hereunder shall be brought in the Superior Court of the State of Georgia in and for Richmond County and both parties hereby submit to the exclusive jurisdiction of that court and consent to venue in that court for any such actions or proceedings. 19. SEVERABILITY. If any provision of this Agreement shall be declared invalid or unenforceable, the remainder of the provisions shall continue in force and effect to the fullest extent permitted by law. 20. WAIVER. No waiver by LMI of any default shall operate as a waiver of any other default on a future occasion of the same default. No delay or omission by LMI in exercising any right or remedy shall operate as a waiver thereof, and no single or partial exercise of a right or remedy shall preclude - - any other or further exercise thereof, or the exercise of any other right or remedy. 21. ATTORNEY FEES. In case any suit or action or proceeding in bankruptcy court is instituted by either party hereto arising out of this Agreement; the prevailing party in such litigation including any appeal shall be entitled, in addition to the costs and disbursements provided by statute, to reasonable attorney fees (as determined by the court on trial or appeal) which shall not be less than 10% of the principle amount owed. 22. DELIVERY OF NOTICES. Any notice, request; demand, or any other communications to be given to any party hereunder shall in writing,-senfbiregistered or certified mail as follows: ToLMJ: Patrick Cumiskey General Manager Augusta-Richmond County Civic Center Complex P.O. Box 2306 Augusta, Georgia 30903 with a copy to: Sam G. Nicholson Legal Counsel ._ Augusta Richmo~a County Coliseum Authority P.O. Box 2305 - 17 ~......c. .._6.:.....: . ~.;: -::;:-:. ,-::~:,; .~~_.._~ ~:;-~.:~~. .:~ :.~~.:;:-.~ ~'~{t~!{~~'::.~~- ~-' --".;: ,-': _c - -- ." .....-...--- -- ,. ..---.- . ---- -- - - --_._~-- . ;'. Augusta, Georgia 30903 -- To Lessee: at the address provided above in this Agreement. - Either party may change such address for delivery of notice by written req!Jest to the other party. 23. LESSEE'S ASSUMPTION OF RESPONSIBILITY. Lessee expressly assumes full responsibility for all persons connected with Lessee's use of the Facility, including all its employees, agents, contractors, patrons, invitees- and any other participants in Events. 24. TIME IS OF THE ESSENCE. Time is of the essence to this Agreement. 25. ENTIRE AGREEMENT. - Except as provided in paragraph 15, this document contains the complete and exclusive- - agreement between the parties, and is intended to be a final expression of their agreement. No promise, representation or covenant not included in this document has been or is relied upon by any party. 26. HEADINGS. The headings used in this agreement are inserted only as a matter of convenience and for reference and in no way define, limit or describe the scope of this Agreement nor the extent of any provision thereof. 27. OTHER SPECIAL CONDITIONS. (a) -No tickets will be sold for this event. This is a community concert. (b) Current rate sheet attached to cover letter. (c) Estimate attached to contract. (d) - Event checklist attached to cover letter. APPROVAL OF CONTRACT: This Agreement is not binding upon LMI until signed on behalf of LMI. It will be effective on the date it is executed by LMI. 18 ,..~. ~ _,:,'!..~,'e .-"....,.- --".~-'-:="-;". ::~r LESSOR: LESSEE: By: Title: /~h;'/9~ . / I No modification or audit of this agreement shall be in force or effect unless in writing executed by all parties hereto. Date: Date: 1r2 -/{)-fg 19 ........