EVENT SERVICES AGREEMENT

This Event Services Agreement, hereinafter referred to as “Agreement,” is entered into and made effective by and between Reverie Picnics LLC (“RP”), a Nevada limited liability company, organized under the laws of the state of Nevada, having its principal place of business at 14001 Welsh Mountain Court, Reno, Nevada 89521 and Client. Client and RP may be referred to individually as “Party” and collectively as the “Parties.”

RECITALS:

WHEREAS, Client wishes to retain RP to provide certain Event Services (as defined below);

WHEREAS, RP has the skills, qualifications, and expertise required to provide the Event Services to Client;

WHEREAS, RP wishes to render such Event Services to Client.

NOW, therefore, in consideration of the promises and covenants contained herein, as well as other good and valuable consideration, the receipt and sufficiency of which is hereby acknowledged, the Parties do hereby agree as follows:

Section 1 – DEFINITIONS: When used herein the following terms shall have the respective meaning set forth herein:

A) “Event” shall be used to refer to date and time for the picnic to occur, as agreed upon in advance by RP and Client.

B) “Event Services” shall mean the delivery, staging, clean-up, and removal of RP equipment and décor.

C) “Event Details” shall be mutually agreed upon by the Parties and shall include, but not be limited to, the specific package selected, date and time of the Event, location, and number of guests.

D) “Contract Price” refers to the total amount to be paid by Client to RP to provide the Event Services.

Section 2 – CONTRACT PRICE: Subject to the terms and conditions of this Agreement, RP hereby agrees to render the Event Services to Client at the Event, and Client agrees to pay RP the Contract Price as quoted in advance by RP for the Event Services, subject to the following terms and conditions set forth herein.

Section 3 – FEES: Client agrees to pay RP the Contract Price subject to the following terms and conditions:

A) Payment Due: Payment of the Contract Price is due at the time of signing this Agreement in immediately available funds including cash, certified check, or credit card.

B) Tax Statement: Any and all charges payable under this Agreement are exclusive of taxes, surcharges, or other amounts assessed by state or federal governments. Taxes imposed upon or required to be paid by Client or RP shall be the sole and exclusive responsibility of each, respectively.

Section 4 – EVENT CHANGES AND CHARGES: Changes by Client to the (i) number of guests, (ii) menu items, (iii) décor, (iv) Event Date, or (v) venue must be made in writing to RP no later than seven (7) calendar days prior to the Event Date. A change request regarding the number of guests, menu items, décor, venue, or Event Date may be subject to additional charges at RP’s sole and absolute discretion. Client acknowledges and agrees that in selecting the Event Date and venue, Client will be responsible for and assume all risk of inclement weather and other extenuating circumstances that may cause Client to elect to reschedule the Event.  Accordingly, the Parties agree and acknowledge that the Contract Price is non-refundable. Client’s sole option shall be to reschedule the Event for a date that is within twelve (12) months of the original Event Date for a fee of fifty percent (50%) of the Contract Price, subject to RP’s sole and absolute discretion and the availability of any desired date. If Client arrives to the Event more than fifteen (15) minutes late, Client agrees to pay (and for the credit card on file to be charged) $20.00 for each additional each quarter (1/4) hour (or any portion thereof) until the Client arrives. Client further understands that, in the event of a late start caused by Client’s tardiness, the time set for the end of the Event shall remain unchanged.

Section 5 – MENU: Due to fluctuating market conditions, prices and the availability of menu items are subject to change. RP will use commercially reasonable efforts to provide menu items requested by the Client, but will not be in breach hereunder for changes to any menu items provided.

Section 6 – ALCOHOL: Client acknowledges that RP is not licensed to sell alcohol for profit and agrees that RP has no obligation to ensure the legal use or consumption of alcoholic beverages by Client and Client’s guest and invitees. Client hereby knowingly waives any claim or argument against RP that RP has any responsibility for any mishap or accident resulting from the misuse or over consumption of alcoholic beverages before, during, or after the Event.

Section 7 – STAFF OR EMPLOYEES: RP may, in its sole and absolute discretion, utilize RP employees or third-party vendors to assist in the provision of the Event Services, and the use of these individuals is hereby approved and agreed to by Client.

Section 8 – COMPLIANCE WITH STATE AND FEDERAL LAW: Client understands and acknowledges that RP is providing the Event Services and that Client is obligated to ensure that the Event is in compliance with all federal, state, and municipal laws.  

Section 9 – SOCIAL MEDIA: Client hereby authorizes RP to post and repost photos and/or comments shared by Client on Client’s social media.

Section 10 – INDEMNITY, INSURANCE, AND DUTY TO DEFEND: Client does hereby release, remise, acquit, discharge, covenant not to sue, agrees to defend (with counsel selected by RP), indemnify, and hold harmless (including costs, claims costs, medical bills, attorney’s fees, and other claims or litigation expenses) RP from and against any and all liability, claims, demands, actions or causes of action, damages, suits, debts, sums of money, accounts, reckonings, bonds, bills, trespasses, damages, judgments, executions, claims and demands whatsoever in law or in equity, for, upon or by reason of any matter, cause or thing whatsoever, including but not limited to any physical or mental injuries or death, which may be brought or is otherwise threatened or incurred as a result of or related to the Event, Client’s use of RP’s equipment (including, without limitation, tables, lights, cutlery, games, candles, etc.) or Event Services rendered pursuant to this Agreement, any transaction or matter connected with the Event or Event Services. The provisions of this Section shall survive the termination of the Agreement for a period of one (1) year.

Section 11 – DEFAULT; LIMITATION OF LIABILITY: RP’s liability to Client in contract, tort or otherwise arising through or in connection with this Agreement, or through or in connection with the completion by RP of its obligations under this Agreement, shall be limited to the Contract Price paid by the Client to RP. To the fullest extent permitted by law, RP shall not be liable to the Client in contract, tort, negligence, breach of statutory duty or otherwise for any loss, damage, costs or expenses of any nature whatsoever incurred or suffered by Client or any guest of Client of a direct or indirect or consequential nature including without limitation any economic loss, data loss, loss of goodwill, or other loss of turnover, profits, or business. The provisions of this Section shall survive the termination of the Agreement for a period of one (1) year.

 IN THE EVENT OF THE OCCURRENCE OF ANY RP EVENT OF DEFAULT CLIENT, AS ITS SOLE AND EXCLUSIVE REMEDY, SHALL HAVE THE RIGHT, BY WRITTEN NOTICE TO RP, TO TERMINATE THIS AGREEMENT AND TO RECEIVE THE CONTRACT PRICE, SUCH SUM TO BE TREATED AS CLIENT’S LIQUIDATED DAMAGES FOR THE BREACH OF THIS PURCHASE AGREEMENT BY RP. IT IS EXPRESSLY UNDERSTOOD AND AGREED BETWEEN RP AND CLIENT (A) SUCH SUMS ARE A REASONABLE ESTIMATE OF DAMAGES CONSIDERING ALL THE CIRCUMSTANCES EXISTING ON THE EFFECTIVE DATE OF THIS AGREEMENT, INCLUDING THE RELATIONSHIP OF SUCH SUMS TO THE RANGE OF HARM THAT REASONABLY COULD BE ANTICIPATED AND THE ANTICIPATION THAT PROOF OF ACTUAL DAMAGES WOULD BE COSTLY OR INCONVENIENT, AND (B) THAT CLIENT’S ACTUAL DAMAGES FOR ANY SUCH BREACH BY PURCHASER HEREUNDER WOULD BE EXTREMELY DIFFICULT TO ASCERTAIN.

 In the event of the occurrence of a Client default, RP, at RP’s sole and absolute discretion may pursue any one or a combination of the following remedies: (i) to waive such default; (ii) to terminate this Agreement; and on such termination, retain the Contract Price and recover all reasonable costs and expenses expended by RP to prepare for and/or provide the Event and Event Services,; (iii) pursue any rights and remedies available hereunder or at law or in equity; or (iv) to seek specific performance of the terms of this Agreement.

Section 12 – COVID-19: Client acknowledges the existence of the COVID-19 pandemic. Client agrees to follow any and all safety policies and protocols regarding COVID-19 as directed by federal, state, and local authorities, including social distancing and providing personal protective equipment such as masks and gloves. Client acknowledges and agrees that RP has no obligation to provide personal protective equipment to Client or to ensure that Client adheres to social distancing guidelines.  Accordingly, Client agrees to indemnify, defend (with counsel selected by RP), and hold harmless (including costs, claims costs, medical bills, attorney’s fees, and other claims or litigation expenses) RP from and against any and all liability, further loss, damages, or expenses incurred because of any legal action or threat of legal action which may be brought, or is otherwise threatened, resulting from any injury or loss associated with COVID-19. The provisions of this Section shall survive the termination of the Agreement for a period of one (1) year.

Section 13 – BREAKAGE: Client shall be liable for any and all damage to RP’s supplies and equipment caused by persons other than RP staff or employees, and hereby agrees and consents that RP may charge to Client’s credit/debit card on file with RP the full replacement cost of such damaged items without notice to, or the consent of, Client.

Section 14 – TERMINATION OF AGREEMENT: This Agreement will terminate at the conclusion of the Event. This Agreement may also be terminated by RP, at no cost to RP, and in its sole and absolute discretion, if RP determines that it is unable to provide the Event Services. Any provision or subpart of this Agreement which is meant to continue after termination or come into force at or after termination shall not be affected by this subpart.

Section 15 – CANCELLATIONS. In the event a Client fails to appear at the Event without prior written notice to RP given at least twenty-four (24) hours prior to the Event Date, RP shall be entitled to retain (and shall be deemed to have earned) the full amount of the Contract Price and shall be under no obligation to reschedule the Event or provide the Event Services. In the case of a cancellation with written notice to RP given at least twenty-four (24) hours prior to the Event Date, the Contract Price is non-refundable and Client’s sole option shall have the option to reschedule the Event within a calendar year of the Event Date for a fee of fifty percent (50%) of the Contract Price, subject to RP’s sole and absolute discretion and the availability of any desired date. RP offers no guarantee that the date and time which Client may wish to reschedule the Event will be available. If Client fails to reschedule the Event within seven (7) days of the agreed upon Event Date, RP will be under no obligation to reschedule the Event.

Section 16 – RELATIONSHIP OF THE PARTIES: The Parties hereby acknowledge that nothing in this Agreement is intended to create or constitute a joint venture, partnership, agency, trust, or other association of any kind between the parties or persons referred to herein. RP is an independent contractor of Client under this Agreement. In all matters relating to this Agreement, each party hereto shall be solely responsible for the acts of its employees and agents, and employees or agents of one party shall not be considered employees or agents of the other party. Except as otherwise provided herein, no party shall have any right, power, or authority to create any obligation, express or implied, on behalf of any other party.

Section 17 – GENERAL PROVISIONS:

A) GOVERNING LAW: This Agreement has been executed and delivered, and is to be performed, in the State of Nevada. This Agreement and all rights, obligations and liabilities hereunder shall be governed by, and construed in accordance with, the internal laws of the State of Nevada. Client hereby irrevocably waives any objection that it may now or hereafter have to the laying of venue of any suit, action or proceeding arising out of or relating to this Agreement being brought in Washoe County, Nevada and the parties stipulate and agree that the sole jurisdiction and venue of any such action or actions shall be in Washoe County, Nevada.

B) ASSIGNMENT: This Agreement, or the rights granted hereunder, may not be assigned, sold, leased or otherwise transferred in whole or part by either Party.

C) AMENDMENTS: This Agreement may only be amended in writing signed by both
Parties.

D) NO WAIVER: Except as otherwise expressly provided in this Agreement, no waiver by a Party of any breach of this Agreement by the other party shall be deemed to be a waiver of any other breach by such other Party (whether preceding or succeeding and whether or not of the same or similar nature) and no acceptance of payment or performance by a Party after any breach by the other Party shall be deemed to be a waiver of any subsequent breach of this Agreement or of any representation or warranty hereunder by such other Party whether or not the first party knows such breach at the time it accepts such payment or performance. Except as otherwise expressly provided in this Agreement, no failure or delay by a Party to exercise any right it may have by reason of the default of the other party shall operate as a waiver of default or modification of this Agreement or shall prevent the exercise of any right by the first Party while the other Party continues to be so in default.

E) SEVERABILITY: If any term or provision of this Agreement or any application thereof shall be invalid or unenforceable, the remainder of this Agreement and other applications thereof shall not be affected thereby.

F) ENTIRE AGREEMENT: This Agreement embodies the entire understanding of the parties and there are no further or other agreements or understandings, written or oral, in effect between the parties relating to the subject matter hereof except as may be set forth in writing executed by both parties contemporaneously with or subsequent to this Agreement.

G) HEADINGS: Headings to this Agreement are for convenience only and shall not be construed to limit or otherwise affect the terms of this Agreement.

H) COUNTERPARTS: This Agreement may be executed in counterparts, all of which shall constitute a single agreement.

I) FORCE MAJEURE: Except as provided elsewhere herein, if an Event of Force Majeure or Covid-19 Event of Force majeure (as hereinafter defined) makes performance of an obligation or cure of a breach or default impossible, such performance or cure is excused for the duration of the event of force majeure provided that the obligated party (i) within three (3) business days after the commencement of the force majeure notifies the other party of the nature of the event of force majeure, when it commenced, why it makes performance or cure impossible, and the expected duration (if known), and (ii) agrees to and does in fact diligently pursue remediation of the effects of the force majeure, and (iii) agrees to notify the other party immediately when it becomes possible to commence efforts to cure the default. “Event of Force Majeure” means strikes, lockouts, war, civil unrest, rioting, fire or other casualties, government restrictions or moratoria, inclement weather, unavailability of labor or material despite reasonable diligence, material interruption of utility services, disease event, acts of God, terrorism or other similar events, provided that the same are (a) not reasonably foreseeable at the time of the execution of this Agreement (other than a COVID-19 Event of Force Majeure, which the Parties acknowledge and agree is an Event of Force Majeure for purposes of this Agreement); and (b) beyond the reasonable control of the Parties, and not caused by the negligent or other intentional act or omission of Parties. “COVID-19 Event of Force Majeure” means the Event of Force Majeure caused by the COVID-19 pandemic in existence as of the Effective Date, and any subsequent Events of Force Majeure caused by or resulting from such COVID-19 pandemic, including measures taken by any governmental authority that limits or prohibits the work of RP or any of RP’s consultants, vendors, suppliers, or partners or any governmental authority.

J) NOTICES ELECTRONIC COMMUNICATIONS PERMITTED: Any notice to be given under this Agreement shall be in writing and sent by first-class mail or email, to the address of the relevant Party or to the relevant email address set out below or other email address as that Parties may from time to time notify the other Party in accordance with this clause. The relevant contact information for RP is as follows:

Reverie Picnics

14001 Welsh Mountain Court

Reno, Nevada 89521

reveriepicnics@gmail.com

Client shall provide a mailing address and email address to RP at the time of signing this Agreement. Notices sent by first class mail shall be deemed to have been received three (3) business days after the day of posting or, if sent via email, the next working day after sending.

In proving the giving of a notice it shall be sufficient to prove that the envelope containing the notice was properly addressed and posted, or that the applicable means of telecommunication was addressed and dispatched and dispatch of the transmission was confirmed and/or acknowledged as the case may be.

Client acknowledges that by clicking the “I have read and agreed to the contract found here” button, Client is agreeing to all of the terms and conditions of this Event Services Agreement.