Scope of work: 

In consideration of the service fees (as defined below) payable by the client to the company under this agreement, the company shall undertake its obligation to provide catering services along with such ancillary services as mutually agreed between the parties on such commercial terms, as more particularly set out in sannexure-a herein (“services”).

The company shall provide the services to the client basis the specifications and requirements as specified by the client. The client shall provide all the reasonable cooperation required by the company to undertake its obligations under this agreement.

The parties hereby agree that the services provided by the company to the client under this agreement are on a non-exclusive basis and the company shall have the right to provide the same or similar services to the other third parties as well.

Terms of agreement & payment of fees

The terms contained in this agreement [excluding clause 6 (limitation of liabilities), 8 (confidentiality), clause 17 (applicable law and resolution of dispute)] shall remain valid till the duration of the event and/or until all the deliverables and obligations under this agreement are undertaken by each of the parties.

Hereto. Subject to the provisions of clause 4 of this agreement, in consideration of the services rendered by the company, the client shall pay the service fees to the company as set out in annexure-c of the agreement.

Terms of cancellations:

Any changes to the event or food menu as specified in annexure-b shall be communicated to the company by the client in writing not later than 15 (fifteen) days before the start date. [Note: company team to confirm if they propose to extend this timeline.] The company reserves the right to adjust the commercial pricing as set out in annexure-A accordingly.

In case of cancellation of the event, the client shall forthwith communicate in writing to the company, the notice of cancellation not later than 10 days (about 1 and a half weeks) prior to the event. Upon cancellation of the event, the client shall be eligible to receive the refund of the respective service fees paid by the client in the manner prescribed in annexure-d of this agreement.  Notwithstanding anything contained in this agreement, in no event shall the amount paid by the client be refundable of any cancellations made post the afore mentioned timeline.

Minimum guarantee and actual payment

The company will consider the expected number of attendees as the minimum guaranteed count provided by the client (“minimum guarantee count”). If there is a need to increase the minimum guaranteed count, the client shall provide written communication to the company at least 72 (seventy-two) hours prior to the start of the event. Any increase of attendees beyond 10% (ten percent) of the minimum guaranteed count will incur an additional charge of 10% (ten percent) on the contracted rate for pax beyond minimum guaranteed count, as specified in annexure-a of this agreement. The parties hereby agree that in no event shall the company be held responsible for handling an unexpected increase in the number of attendees. It is further clarified that if the pax count is less than the minimum guaranteed count, the client shall be liable to make the full payment of service fee, and no discount shall be provided by the company to the client. 

The pax count will be determined based on the Number of actual plates served and placed on the counter table. The client shall assign a representative to countersign the plate placement slip. The final invoice will be generated based on the number of plates served irrespective of the no. Of pax booked by the client. In the absence of a client representative, the company shall not serve any pax beyond the minimum guaranteed count.

Representations and warranties
Each party hereby represents and warrants to and covenants with the other party that:

I) such party is duly incorporated/registered and validly existing as an entity under the law (as may be applicable);

Ii) such party has the power and authority to execute and deliver this agreement and to perform its obligations hereunder; and

Iii) the execution and delivery of this agreement by it does not violate any law, rule, regulation or order applicable to it or violate or contravene the provisions of or constitute a default under any documents, contracts, agreements or any other instruments to which it is a party, or which is applicable.

Limitation of liability 

The client does hereby acknowledge that the services availed hereunder is done as per the free will & wish of the client and that the company shall in no event be held liable for any incidental, special, or consequential damages of any nature, including any damages that have occurred on account of negligence and/or any failure on part of the client.

Force majeure

If the performance of this agreement or any obligation under this agreement by the company is prevented, restricted, or interfered with by causes beyond company’s reasonable control (“force majeure”), then the obligations of the company shall be suspended to the extent necessary by such force majeure event. The term force majeure shall include, without limitation, acts of god, fire, explosion, vandalism, storm or other similar occurrence, orders or acts of military or civil authority, or by national emergencies, insurrections, riots, or wars, or strikes, lockouts, lockdowns, work stoppages, other labor disputes, supplier failures, pandemics, epidemics. The parties agree and acknowledge that in the event a force majeure continues for more than 30 (thirty) days continuously or such further period as mutually agreed between the parties as a result of which this agreement cannot be implemented, either party may terminate this agreement by giving 15 (fifteen) days written notice to the other party. It is clarified that the occurrence of the force majeure event shall not suspend the obligation of the client to make the payment of service fees for the services availed from the company.

The excused party shall use reasonable efforts under the circumstances to avoid or remove such causes of non-performance and shall proceed to perform with reasonable dispatch whenever such causes are removed or ceased.

Confidentiality

I) both parties acknowledge that during the discharge

of their obligations, each may obtain confidential information regarding the other party’s business. Both parties agree to treat all such information and the terms of this agreement as confidential and to take all reasonable precautions against disclosure of such information to any third parties during and after the term of this agreement. The company and the client shall return all documents, materials, data, information relating to either parties and its business or its clients to such owner.

ii) the terms and conditions as mentioned in this agreement is confidential in nature and the parties hereto are restricted to disclose any of the terms mentioned herein to any other third party or to any of the clients of the company except for any information required to be disclosed under any applicable law.

iii) the confidentiality clause shall be applicable and shall be effective & binding on the client, his agents, heirs, employees, associates etc. For a period of 10 (ten) years commencing from the last date of the event organized by the company for the client.

Intellectual property rights

The client hereby undertakes that he/she/they shall not directly or indirectly use any or all intellectual property rights including but not limited to the brands, logos, any trademarks, copyrights etc. Associated, used and/or registered by the company without the prior written consent of the company.

Term and termination

This agreement shall come into effect on and from the

Execution date. The agreement shall be valid for a period till the completion of event and/or upon the completion of all the deliverable and obligations of each parties specified in this agreement (“term”) unless terminated in accordance with the provisions of this clause 10.

Notices

Any notice or communication required or permitted under this agreement shall be sufficiently given if delivered in person or by certified mail, return receipt requested, to the addresses listed above or to such other address as one party may have furnished to the other in writing. The notice shall be deemed received when delivered or signed for, or on the third day after mailing if not signed for.

Remedies on default

The parties acknowledge and agree that the company is entitled to equitable remedies including injunction and specific performance for the breach by the client of any provisions of this agreement.

Entire agreement  

This agreement contains the entire understanding between the parties regarding the subject matter of this agreement, and there are no other promises or conditions in any other agreement whether oral or written regarding the subject matter herein mentioned and understood by the parties hereto.

Amendment

This agreement may be modified or amended if the amendment is made in writing and signed by both the parties.

Severability

If any provision of this agreement shall be held to be invalid or unenforceable for any reason, the remaining provisions shall continue to be valid and enforceable. If a court finds that any provision of this agreement is Invalid or unenforceable, but that by limiting such provision it would become valid and enforceable, then such provision shall be deemed to be written, construed, and enforced as so limited.

Assignment of rights

i) The rights of each party under this agreement are personal to that party and may not be assigned or transferred to any other person, firm, corporation, or other entity without the prior, express, and written consent of the other party.

ii) The relationship of the parties under this agreement is, and will at all times remain, one of independent contractors and not that of employer and employee, franchisor and franchisee or joint ventures. This agreement does not establish company as the client’s representative or agent for any purposes other than to solicit services. The client is not authorized to make contracts in the name of the company or to transact any business in the name of the company, or to assume or create any obligation or responsibility binding on the company in any matter whatsoever.

Other -term and conditions:
i) It is agreed by both the parties that upon payment Of the advance amount/ token amount by the client, company shall guarantee the availability of the date for the event.

ii) The rate mentioned in clause 2. Term of agreement & payment fee of this agreement shall include menu as proposed by company, well-groomed service staff and the uniform of the service staff.

iii) The company shall also provide small plates if required by the client.

iv) In case any event continues after mid-night i.e., 12 AM or 00:00 then in such case company shall not be held accountable.

v) The client shall confirm the guarantee of attendance 3 days / 2 hours prior to the event in the event if such guarantee reduces by the client, then client shall be liable to pay charges accordingly. The company will prepare an additional 10% beyond the guarantee however, company shall not be responsible for provision of food for attendance more than 10% of the minimum guarantee.

vi) It is agreed by both the parties that the menu for the event shall be finalized a minimum of one week prior. The company shall not be responsible for any deny in finalization of menu by the end of client. Any change in the menu suggested or made by the client shall be subject to the change in effective rates.

vii) It is agreed by both the parties that decorator shall be responsible for providing tables for the buffet & kitchen along with frills & canopies. In the event if client requests the company with a prior intimation for providing the same than in such case company may accept the request and shall charge separately for the same.

viii) In case the number of pax increases then such increased pax shall be charged as per actual rate.

ix) It is agreed and understandable by both the parties that rates quotes are on the basis of a minimum guarantee and such rates are subject to change in the event of the minimum guaranteed changes.

x) There shall be no discount for children.

Applicable law and resolution of dispute

This agreement shall be governed by the laws of india. All disputes arising out of or in connection with the present agreement, including any question regarding its existence, validity or termination, shall be finally settled by an arbitrator appointed as per the provisions of arbitration and conciliation act, 1996 (“arbitration act”). The arbitration proceedings shall be governed by the arbitration act, 1996 and shall be conducted in English. The place and seat of the arbitration shall be Mumbai, India and the award of the arbitrator shall be final and binding on the parties.