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Agreement Between Licensed Agent & Professional Entertainment Consultants™
This agreement is initiated between Professional Entertainment Consultants™, an Entertainment Agency, including pro-ent.com and GigRoster.com and all domains owned by Professional Entertainment Consultants™,all herein referred to as "PEC" and the undersigned individual as an Independent Agent, herein referred to as "The Consultant". This agreement shall be considered effective on the date of acceptance. This agreement shall be in force at all times. Termination of this agreement may be made only with written notice, as required herein, of either party to this agreement.
Relationship & Purpose
The Consultant agrees and warrants that The Consultant is an independent, sub-contracted business or an individual and that The Consultant is not an employee of Professional Entertainment Consultants. Any local business license requirements for the location in which The Consultant is based remain the responsibility of The Consultant. State and local business taxes, if any, will be paid directly by The Consultant to the local entity to which it is due. This license agreement grants The Consultant the right to operate as an affiliated business of PEC, utilizing the PEC name, trademark, methods and resources. The Nature of the relationship is that The Consultant is paid a commission by PEC as stated herein for referring clients to PEC for contracting and completion of specific performance. The Consultant agrees to service these clients on an exclusive basis in exchange for said fee, which is based on the total commission for any booking. This agreement applies only to booking of entertainment type services and does not apply to any other types of services. For purposes of this agreement, the term entertainment or entertainer shall apply to bands, musical groups, performance groups, speakers including keynote speakers, auctioneers, emcees or seminar leader facilitators, comedians, DJ’s and karaoke hosts or any individual or group who may considered as providing an entertainment or live performance service.
Compensation & Fees
The Consultant and PEC agree to split on an equal 50/50 basis all commissions or fees generated for all entertainment services contracted. The Consultant shall be paid the balance as per the current pay schedule and method as noted in the online Agent Handbook & Guide on the Friday following the clearance of funds to PEC, by check, mailed from the corporate office in Seattle. Any payments will be made payable to The Consultant unless otherwise directed in writing by The Consultant. Any bookings of performers, musicians, entertainers, speakers or entertainment service providers shall be contracted through PEC during the term of this agreement regardless of whether the performers, musicians, entertainers, service providers or purchasers were previously listed with or booked through PEC.
The only exceptions to this shall be, at The Consultant's option:
- An act, band or performance in which The Consultant is the performer or is an owner or regular member of a performing, musical or entertainment act and where The Consultant shall be performing personally on the engagement and wishes to exclude this act from commission. In this case PEC shall not provide an agreement nor may the performance be contracted or associated with PEC in any way for that performance without advance authorization.
- Performances which PEC will consider promotional in nature where the total price is less than $150.00 in compensation or where the price does not exceed $50.00 per each performer on the job, unless the total price for the job exceeds $800.00, regardless of the number of performers. In this case PEC shall not provide an agreement nor may the performance be contracted or associated with PEC in any way for that performance without advance authorization. If the performance is $800.00 or greater, even if the compensation is less than $50.00 per performer on the job this shall fall under the terms of this agreement and shall be contract through PEC and commissioned at not less than 20%.
Any payment made in advance for any services including deposit or advance payments for performance services or any payments made by any client for entertainment services that are not paid directly to the actual entertainer or service provider must be made through, and payable to, PEC whether by credit card, check, cash or any other form of payment. Commission is considered earned by The Consultant when cleared through PEC however, in the unusual occurrence where a commission must be returned to a client, such as in the case of non-performance by the contracted artist, The Consultant is responsible to return that portion of the commission which they may have been paid in advance of the performance in order to refund the client, as required by law.
Payment of any service fees, products or services used by The Consultant, with the exception of the monthly maintenance fee, shall be deducted from commission payment checks and noted on the commission statement. The Consultant Agrees as a licensed associate to accept credit cards, through PEC, for any PEC booked services for which PEC makes credit card payments available. Credit card service charges will be charged at current rate (currently 3%) inclusive of only the amount of the transaction retained by The Consultant except in the case of an amount that is not retained by either PEC or The Consultant, in which case the service charge will be split at 50% paid by The Consultant and 50% paid by PEC and is provided as a courtesy to the client in making payments to their performer(s).
A nominal $10.00 maintenance fee will be charged via credit/debit card through the PEC automatic payment system on a monthly basis to offset the fixed cost of a pop3 email account, web services, server storage and maintenance of the CRM system. The Consultant will be eligible for a full reimbursement of this fee on a quarterly basis, added to the next commission check following the quarter, provided net commissions are at least $60.00 received and cleared by PEC within that quarter. While this fee may change in the future, an increase must be approved The Consultant with a 30 day notice or may in alternative elect to surrender their license with PEC.
The Consultant agrees that all performances or services for entertainment or speaker services, save any specific exceptions named herein, shall be contracted through the PEC office and shall fall under the purvey of this agreement. Breech of this provision may result in a $1000.00 fine per incidence or the actual commission or fee, whichever is greater, and may also result in, at PEC's option, immediate revocation of this license and forfeiture of any future commissions.
This document, along with the current policies and procedures in the current online Agent Handbook & Guide, available at https://agenthandbook.wordpress.com, fully incorporated herein, constitutes the entire agreement between the parties without regard to any previous or subsequent verbal agreements unless such verbal agreements are made part of this agreement in writing and by mutual consent. This agreement shall be binding on the parties hereto undersigned below and on their executors, administrators, personal representative, successors and assigns. Any changes made to policies or procedure in the current Agent Handbook & Guide shall be considered a current and valid part of the operating license agreement between PEC and The Consultant. Substantial changes to the current Agent Handbook & Guide which materially change conditions of the agreement shall be provided in to The Consultant with 30 days advance notice. Conditions, service fees and policies in the current Agent Handbook & Guide shall be fully incorporated herein as policy for all Licensed Consultants through PEC
Professional Entertainment Consultants agrees to provide and The Consultant agrees to procure the following services exclusively through Professional Entertainment Consultants
- Exclusive booking and contracting services for The Consultant through the Corporate Office
- Collection of all deposits and/or payments for engagements when not paid directly to the performing artist, through the PEC Corporate Office
- An exclusive web site within the PEC web sites for the marketing use of The Consultant to their clients shall be provided.
- PEC shall provide database and CRM services to The Consultant including an interactive client database with associated functions (such as client tracking, promo, and contracting) and performers database with associated functions which allows for full search and contact functions and functions for adding performers, musicians, entertainers and service providers.
- PEC may, at their option, provide locals leads to The Consultant where appropriate and agent agrees to follow up in a rapid, timely and complete manner.
- PEC will make any cooperative marketing arrangements and local discounts available to The Consultant on a first come first serve basis, when available.
- PEC will provide contracting of artists as "Exclusive Featured Artist" within the current guidelines as determined by PEC for exclusive artist management services, booking and contracting. The Consultant as the designated representative on behalf of PEC as long as the agreement and The Consultant's account is in good standing.
- PEC will provide as available, if requested, advice and counsel for The Consultant with respect to decisions or procedures concerning performances, booking, marketing methods, public relations and advertising, and all other matters pertaining to professional activities and career in the entertainment, amusement, and musical fields.
Services Not Provided
This agreement covers primarily booking and contracting and internet resource services and does not include any accounting, hiring or payroll functions, musical or performance functions, specific advertising costs dedicated solely to promoting The Consultant and not PEC as a whole nor any other function except as specifically stated.
PEC and the PEC System including GigRoster.com and Pro-Ent.com and the associated web sites, are solely owned by Professional Entertainment Consultants, a company headquartered in Washington State, USA, PO Box 78593, Seattle WA 98178. Professional Entertainment Consultants, herein referred to interchangeably as PEC shall have the right, at its sole discretion, to modify, add or remove any conditions of the Agent Handbook & Guide, fully incorporated herein by reference without notice or liability.
PEC and other identifying marks of PEC shall remain the trade-marks and trade names and exclusive property of Professional Entertainment Consultants', and any unauthorized use of these marks is unlawful. Other trademarks on the website are the property of their respective owners. All content on the websites, including without limitation all programs, interfaces, interface text, documentation and graphics, as well as any e mail lists maintained by or provided by PEC are the copyrighted property of PEC and Professional Entertainment Consultants and is protected by international copyright law. The content may be used by The Consultant only for The Consultant's use as provided for in this agreement, but may not be taken out of context or presented in a misleading or discriminatory manner. Any rights not expressly granted to The Consultant are reserved by PEC.
Any information provided in any way by PEC may not be reproduced, copied, sold or disseminated in any way or by any means. Any incident of copying, sales or distribution outside of the member's own use for booking as a PEC Licensed Agent carries a penalty of not less than $1,000.00 per violation or actual damages, whichever is greater.
The Consultant may not solicit or contact any artist for any other purpose than that of potential booking or hiring of the artist or act to perform at an event or venue without specific written approval by PEC. Artists may not be approached with any solicitation to buy products or services of any kind. Validated violation of this clause will result in immediate termination of this license and may result in additional legal action.
Use of the website or PEC system and information distributed in conjunction with PEC is offered to The Consultant on The Consultant's acceptance of these this agreement. If The Consultant does not agree to be bound by and comply with the terms, The Consultant may not access or use any PEC information, services, or website.
Information and Accuracy
PEC has used its best efforts to obtain the most accurate and timely information available, all of which are subject to change. Accordingly, PEC cannot guarantee the accuracy, timeliness, reliability or completeness of any of the information accessed from this website as PEC relies on the listed artists to keep us informed of updated information. This website and all information contained on or accessed from this website are provided to The Consultant on an "as is" basis without warranties of any kind whatsoever. This includes any implied warranties or warranties of fitness for a particular purpose or non-infringement of the rights of third parties. PEC reserves the right, at its sole discretion, to modify, disable access to or discontinue, temporarily or permanently, any part or the entire website or any information contained thereon without liability or notice. The Consultant acknowledges and agrees that any reliance on or use by The Consultant of information available on any PEC website shall be entirely at The Consultant's own risk. In no event shall PEC, nor any of its artists, be liable for any direct, indirect, consequential or exemplary damages arising from the use or the performance of this website, even if PEC or such provider has been advised of the possibility of such damages. PEC shall not be held liable for the performance or breech by any listed performer under any circumstance.
Confidentiality and Transmission Over the Internet
User Conduct and Obligations
The Consultant agrees to follow all applicable laws and regulations when using the web site, PEC system and PEC resources. The Consultant shall not sell access to or the use of the website or any resources, including any content contained, downloaded or accessed except as specifically permitted in writing by PEC. The Consultant shall not redistribute any content, provided by PEC in any manner whatsoever including by means of printed publication, fax broadcast, web pages, e-mail, web newsgroups or forums, or any other electronic or paper-based service or method to anyone not employed by or licensed as an agent with PEC. The Consultant shall at all times maintain business practices, employing appropriate integrity and professionalism as will reflect well on PEC and all licensed agents as determined by PEC, as well as best practices, procedures and rules as outlined in various sections of the Agent Handbook & Guide.
The Consultant agrees, as is PEC policy, to not discriminate on the basis of race, color, religion, creed, gender, gender expression, age, national origin, ancestry, disability, marital status or sexual orientation in any of its activities or operations. These activities include, but are not limited to, hiring and firing of staff or consultants, selection of vendors or entertainers, recommendations for entertainment services to clients and provision of various services. PEC is committed to providing an inclusive and welcoming environment for all members of our staff, clients, volunteers, subcontractors, vendors, and clients. Likewise, PEC and The Consultant will not be obligated to continue to work with clients who prove to make decisions based on the listed discriminatory actions. With various differences, qualifications, specific and unique talents offered among the entertainment provided by artists it is always understood that judgement as to what is the best entertainer or act is subjective, but discrimination will not be accepted or encouraged in business transactions contracted through PEC.
Indemnification By User
The Consultant agrees to indemnify, defend and hold PEC and any PEC affiliates, business partners, officers, directors, employees and licensed agents harmless from any loss, liability, claim, demand, damage, or expense (including reasonable legal fees) asserted by any third party relating in any way those actions by The Consultant which are not under the control of PEC. PEC reserves the right to assume the exclusive defense and control of any matter subject to indemnification by The Consultant, particularly where PEC may be perceived to have exposure to liability, which shall not excuse The Consultant's indemnity obligations. PEC cannot forecast or guarantee success within the entertainment industry, but will act on the best interest for the potential future success of The Consultant at all times as is reasonably possible.
Third Parties, Information Content, Performers, Musicians, Entertainers and Services: As a user of the PEC websites and services The Consultant acknowledges and agrees that PEC shall be held harmless from any loss or damage in connection with, any dealings or transactions with any third parties including performers, musicians, entertainers and service providers. The Consultant further agrees to hold harmless PEC for any inaccuracies in the information and services provided on the part of PEC. Given the mutually acknowledged transient and changing nature of information provided by performers, musicians, entertainers and service providers, PEC and The Consultant shall work cooperatively to update and correct any errors in data provided by said performers, musicians, entertainers and service providers within the system
Any official legal notice shall be sent registered certified mail, postage prepaid, return receipt requested. All notices shall be effective when the first notice is received. If either party fails to enforce any term of this Agreement, failure to enforce on those occasions shall not prevent any enforcement of any term of this agreement on any other occasion, or imply that any part of this agreement is not in force or enforceable.
Any party to this agreement may enforce this agreement. If a dispute arises out of or related to this agreement or the breech thereof and if said dispute cannot be settled by direct discussions and If legal recourse is sought through the courts, the venue shall be that of appropriate jurisdiction located in King County, State of Washington, USA. In the event that legal recourse is sought, the prevailing party shall be entitled to any and all reasonable legal costs involved in bringing or defending the action. These costs shall be paid in addition to any judgment, which may be received in the action, unless that judgment includes as part of the settlement said legal cost. This agreement shall be governed by and construed in accordance with the laws of the State of Washington.
Either party may terminate this agreement at any time with written notice for any reason. Termination may also be sought immediately for any substantial breach of this agreement by either party, although it is not required. Upon termination of this Agreement for any reason, both The Consultant and PEC shall not act in any manner that may compromise the future business success of the other party. Breach of this provision may result in punitive damages as determined in a court of law. PEC and The Consultant shall not release or discuss proprietary, fiduciary or financial information as it relates to PEC and The Consultant without approval by either The Consultant or PEC to any outside party except as may be required by law at any time during the term of or after termination of this agreement. PEC may terminate this agreement without notice if The Consultant is inactive or essentially inactive for a period of 60 days. The consultant agrees to contract through PEC any future bookings by acts which have or had been booked at any time during the term when this agreement was in force. The Consultants shall be responsible to pay a booking fee based on 20% of any booking agreement to PEC for any future bookings not contracted through PEC of those acts which have or had been booked during the term when this agreement was in force unless this clause is waived, in writing, by PEC, naming the specific act and date for which an act is booked following termination of this agreement, in perpetuity.
At the time of approval, this document, along with the current policies and procedures in the current online Agent Handbook & Guide, fully incorporated herein, constitutes the entire agreement between the parties without regard to any previous or subsequent verbal agreements unless such verbal agreements are made part of this agreement in writing and by mutual consent. This agreement shall be binding on the parties hereto undersigned below and on their executors, administrators, personal representative, successors and assigns. The Consultant agrees that at the time of signing they have access to the current Agent Handbook & Guide. Any changes made to policy or procedure in the current Agent Handbook & Guide shall be considered a current and valid part of the operating license agreement between PEC and The Consultant. Conditions, service fees and policies in the current Agent Handbook & Guide shall be fully incorporated herein as policy for all Licensed Agents through PEC.