PERTH FESTIVAL GENERAL TERMS OF AGREEMENT

1. Your obligations

 You agree:

1. to undertake the activities on the dates and times and at the venue as set out in the engagement details, and with due professional skill and acumen;
2. to be available for any publicity and promotional activities set out in the engagement details or otherwise as reasonably required by Perth Festival;
3. to be responsible for your own health insurance and travel insurance and any costs associated with such insurance or any costs (such as medical expenses) arising from the lack of such insurance;
4. to pay for any expense or cost in relation to accommodation or travel other than any confirmed as Perth Festival’s responsibility in the engagement details;
5. you are responsible for complying with any government order regarding COVID-19, including but not limited to ensuring you and any of your employees, contractors and / or volunteers are vaccinated if applicable.
6. that you are not subject to or bound by any contract, agreement or undertaking which precludes you from fulfilling your obligations under the engagement details; and
7. if your engagement details contain an exclusive area and exclusive period, you will not carry out any performance or appearance or represent any sponsor in the nominated exclusive area during the nominated exclusive period, without the prior written consent of Perth Festival.

2. Perth Festival’s obligations 

Perth Festival agrees:

1. to pay the fees and any nominated expenses in the manner and circumstances set out in the engagement details;
2. to provide travel, accommodation and ground transport as set out in the engagement details;
3. to secure the venue and agreed technical support considered necessary by Perth Festival for your activity;
4. to take reasonable steps to ensure no unauthorised recording or broadcasting of the activity takes place;
5. to provide all advertising and marketing for the purpose of promoting the event; and
6. that in any promotional or program material to provide you with all reasonable and appropriate credits, and will liaise with you where possible as to the form and detail of such credits.

3. Intellectual property

1. Unless otherwise specified in the special conditions, you warrant you hold the intellectual property in the works to be presented at the event or you have obtained permission from such owners to present the works and hereby grant to Perth Festival a licence sufficient for Perth Festival to enjoy the benefit of the works.
2. If there are any claims around intellectual property over the works, you release Perth Festival from and indemnify Perth Festival against any responsibility in relation to those claims.

4. Publicity

You grant Perth Festival the following rights:

1. to reproduce your contracted activity by sound recording, film, digitally, or any other means and format available at the date of your engagement or which becomes available in the future;
2. to publish and communicate that reproduction by broadcasting or narrowcasting, online or in any other manner available at the date of your engagement or which becomes available in the future; and
3. Perth Festival will publish a by-line with all permitted uses wherever possible as follows: “Reproduced with the permission of [your name].”

5. Cancellation of performance

1. If you are unable to undertake or complete any part of your engaged activity (otherwise than due to inclement weather to which clause 5(b) will apply), you must notify Perth Festival immediately in writing, and Perth Festival may in its sole discretion (but is not obligated to), reschedule that activity; or cancel that activity.
2. If the venue is an outdoor venue, and it is agreed that you are unable to undertake or complete any activity due to inclement weather and the activity cannot be rescheduled, Perth Festival may reschedule or cancel the event.
3. If any event is cancelled under this clause 5 the parties will negotiate in good faith with respect of the payment of a fee in respect of that event, taking into account the reasons for cancellation and such other matters as the parties consider applicable.
4. Nothing in this clause 5 shall be taken to affect the rights of a party or any remedies a party may have in contract, at law or in equity.
5. If any event is rendered impossible by reason of force majeure or any law, order, decree, rule or regulation of any governmental or other authority or for any other reason whether of a similar or dissimilar nature beyond the control of the parties (except inclement weather in the case of an outdoor venue) then neither party shall have any claim for damages against the other, and no fee will be payable in respect of such performance or performances.

6. Termination

1. Perth Festival may terminate your engagement without cause on not less than three (3) weeks written notice. Perth Festival will be liable for any authorised expenses incurred by you up to and including the date of termination that are directly related and attributable to performance of your engagement.
2. Upon written notice to the other party, a party may terminate these terms –in whole or in relation to the relevant party, if another party materially breaches the terms without remedy within 7 days, goes insolvent or conducts itself in a manner which, in a party’s opinion (acting reasonably) has or is likely to have a material adverse effect on the terminating party’s reputation or business. 
3. Except as provided for in clause 6(a), you shall not be entitled to compensation for any loss of prospective profits or other income or consequential losses.

7. Risk mitigation

1. Unless otherwise specified in the special conditions, you must, at your expense, take out and hold insurances covering liability including public liability insurances for any third party and including death, bodily injury, loss of or damage to property arising from any act or omission of you in relation to the performance. The limit of liability must be no less than 20 (twenty) million Australian dollars in respect of each occurrence and unlimited in aggregate in respect of all accidents occurring during the performance. You release and indemnify Perth Festival, its officers, employees, representatives, contractors and agents from and against all actions, claims, proceedings and demands whatsoever (“Claims”), which may be made or brought by any person, body or authority against it or them or any of them in respect of any loss, injury or damage (including death) directly or indirectly arising out of or related to your act or omission, breach of any applicable laws, or breach of these general terms. 

8. COVID-19

1. Where Perth Festival believes that the work or part of the work, has been, or may be, impacted by COVID-19, Perth Festival may direct you to:
   1. modify the way in which the work will be performed; or
   2. not proceed with the work.
2. If you do not comply with Perth Festival’s direction, Perth Festival:
   1. may request that you remove any or all Perth Festival branding from the work, and
   2. may suspend each and every one of its obligations under this Agreement.
3. Unless otherwise agreed with Perth Festival in writing, you agree that you are responsible for any costs associated with a requirement to quarantine due to COVID-19.

9. General

1. You shall not sub-contract, assign, transfer, encumber or otherwise deal with your rights or obligations (in whole or in part) under this engagement.
2. The relationship between you and Perth Festival shall not at any time be that of employer and employee nor shall any partnership be presumed arising from your engagement.
3. These terms are subject to the laws and jurisdiction of the courts of Western Australia.
4. Artist agents signing on behalf of artists warrant they have the express authority to bind the artist and enter into this agreement on behalf of the artist.
5. Clauses 3, 4, 6, 7 and 8 survive the expiration or termination of these terms.
6. Perth Festival may assign its rights under this Agreement to a related entity without your consent