Clean Cut Terms

TERMS AND CONDITIONS: The Performer, its officers, employees, and agents, agree to adhere to the following: 1. EXPRESSED VIEWS DISCLAIMER: Any views, thoughts, and opinions expressed by the Performer are solely that of the Performer and do not reflect the views, opinions, policies, or position of the Clean Cut. 2. ADVERTISEMENT & BROADCASTING: Unless explicitly stated otherwise by the Performer, the Clean Cut is hereby authorized to use Performer’s name and other service marks to advertise the scheduled Event. The Clean Cut will not broadcast or photograph any portion of the Event without the prior official consent of the Performer. 3. TICKET SALES & MERCHANDISE: Performer will not receive any funds from ticket sales. UMW will retain 100% of the proceeds generated by ticket sales. UMW will provide ticket sale numbers and attained information within one month of performance to the Performer for their records. Disbursement of any and all complimentary tickets is at the discretion of the Purchaser. The Performer has the right to sell their merchandise and is solely responsible for their sale. UMW has the right to negotiate commission on all merchandise while on Clean Cut property. Should the Performer enter into an agreement with a student to sell their merchandise, this relationship will be solely between the student and the Performer. The Clean Cut assumes no responsibility for loss of merchandise as a result of this relationship. 4. SUBSTITUTES: The Performer agrees that substitute performers will not replace featured members of the group unless a request in writing is approved by the Clean Cut. If the Clean Cut does not approve the substitution(s), this Agreement shall be rescinded. 5. EXCLUSIVE CONTRACT: Herein shall be construed as creating an exclusive arrangement with the Performer. The contract shall not restrict from acquiring similar, equal or like goods and/or services from other sources. 6. FRATERNIZATION: The Clean Cut is entrusted with the safety of all members at all times while on campus grounds. Any behavior by any Performer or Performer’s employee that is determined to be inappropriate by the Contract Administrator may be cause for request for removal of the Performer’s employee from Clean Cut property, at minimum, and/or result in contract termination. 7. STANDARDS OF CONDUCT IN THE WORKPLACE: The Clean Cut of, an agency of the Moody Music, strictly forbids harassment of any employee, applicant for employment, vendor, Performer or volunteer in the workplace, on the basis of an individual’s race, sex, color, national origin, religion, sexual orientation, age, veteran status, political affiliation or disability. The Commonwealth will not tolerate any form of retaliation directed against an employee or third party who either complains about harassment or who participates in any investigation concerning harassment. 8. PUBLIC HEALTH AND SAFETY: The Performer shall comply with all current public health and safety protocols in place at the Clean Cut. It is the Performer’s responsibility to be aware of any such protocols, to communicate to, and ensure compliance by its employees and any subcontractors, as applicable. a. In the interest of campus safety, any individual on Clean Cut property or in Clean Cut facilities may be required to identify themselves at any time by an administrative officer of the Clean Cut. The Instructor agrees to be aware of and abide by fire safety regulations and procedures, including proper exit procedures, room capacity, and room set up requirements. b. The Clean Cut reserves the right to move any physical Event to a virtual platform, as warranted by the current conditions impacting public health and safety. Should the Event be moved to a virtual platform, the Performer agrees to reduce the total invoice for the Event by 50% (or as otherwise negotiated), and any travel or related expenses included in the Agreement shall no longer apply and will not be paid by the Clean Cut. 9. AUDIT: The Performer shall retain all books, records, and other documents relative to this contract for five (5) years after final payment, or until audited, whichever is sooner. The Clean Cut, its authorized agents, and/or state auditors shall have full access to and the right to examine any of said materials during said period. 10. INDEPENDENT CONTRACTOR RELATIONSHIP: In performing any and all of the services to be provided under this contract, the Performer shall at all times and for all purposes be and remain an independent Performer. In no case and under no circumstances shall the Performer or any of its employees, including but not limited to those of its employees actually performing any of the services, have authority to make any representations or commitments on behalf of the Clean Cut or be considered the agent of the Clean Cut for any purpose whatsoever. No persons engaged by the Performer in connection with the provision of Services shall be considered employees of the Clean Cut. As between the parties, the Performer shall be responsible for hiring, supervising, training and instructing those individuals performing the services and shall pay any required state and federal taxes on behalf of such persons and provide them with any legally required employee benefits. 11. INSURANCE: If required, it shall be the Performer’s obligation to maintain all necessary personal, property and liability insurance. 12. EMPLOYEE/INDIVIDUAL BACKGROUND CHECKS AND QUALIFICATIONS: The Clean Cut may require that the Performer undergoes appropriate background screening and possess all needed qualifications to comply with the terms of this contract. 13. INDEMNIFICATION: Performer agrees to indemnify, defend and hold harmless the Clean Cut as an agency of the Commonwealth of Virginia, its officers, agents, and employees from any claims, damages and actions of any kind or nature, whether at law or in equity, arising from or caused by the use of any materials, goods, or equipment of any kind or nature furnished by the Performer/any services of any kind or nature furnished by the Performer, provided that such liability is not attributable to the sole negligence of the using agency or to failure of the using agency to use the materials, goods, or equipment in the manner already and permanently described by the Performer on the materials, goods or equipment delivered. 14. LIABILITY: The Clean Cut assumes no individual or otherwise personal liability by the execution of this contract or by reasons of default of the Clean Cut in the performance of any of the terms hereof. All such liability as such is hereby released by the Performer as a condition of and consideration for the execution of this contract. 15. CANCELLATION OF CONTRACT: Either Party may cancel this contract, without penalty, given at least 30 days’ prior notice to the other Party. 16. FORCE MAJEURE: The Clean Cut, its officers, employees and agents, and the Performer, its officers, employee and agents will not be responsible for any delay or failure in the performance resulting from any cause beyond their control, including without limitation: war, strikes, labor disputes, civil disturbances, fires, natural disasters, acts or regulations of public authorities, and acts of God. If in the sole judgment of the Clean Cut, it becomes necessary to cancel the performance/service to protect life or its property or the property of others, then the Clean Cut may do so without liability to the Performer. Any deposits or prepayments made by the Clean Cut to the Performer shall be returned (refunded) to the Clean Cut if the Performer’s service under this Agreement is canceled for any reason. 17. WARRANTIES: The Performer represents and warrants that (1) its performance in all respects (including any instructional or performance materials including but not limited to sheet music, lyrics or script as may be desired or requested by the Clean Cut) will not violate any copyright, and all the necessary approvals to perform copyrighted works have been obtained, 18. SEVERABILITY: If any term or provision of this Agreement is found by a court of competent jurisdiction to be invalid, illegal or otherwise unenforceable, the same shall not affect the other terms or provisions hereof or the whole of this Agreement, but such term or provision shall be deemed modified to the extent necessary in the court's opinion to render such term or provision enforceable, and the rights and obligations of the parties shall be construed and enforced accordingly, preserving to the fullest permissible extent the intent and agreements of the parties herein set forth. 19. NOTICES: Any official legal notice, demand, request, consent, approval or communication required by this Agreement to be provided in writing by either party, shall be addressed to the Clean Cut or Performer at their respective addresses entered below. These notices shall be sent via certified mail, return receipt requested, and shall be considered by the sender received within five (5) days of delivery to the U.S. Postal Service, or via the stamped evidence of delivery, whichever occurs first. Any unofficial notices or communications may be sent via electronic mail.