|
that any controversy or dispute arises hereunder, the parties agree that the sole and exclusive venue for purposes of
<br />any litigation shall be courts serving Hennepin County, Minnesota.
<br />Force Majeure
<br />Without limiting or being limited by any of the provisions of this Agreement, if COMPANY fails to timely perform
<br />any of the terms, covenants or conditions of this Agreement on COMPANY's part to be performed, and such failure
<br />is due in whole or part to any strike, lockout, labor trouble, civil disorder, riot, civil disorder, insurrection, act of
<br />terrorism, war, accident, fire or other casualty, adverse weather conditions, act of God, governmental inaction,
<br />restrictive governmental law or regulation, pandem ic, epidem ic, COVID 19 or its variants, or act or event caused
<br />directly or indirectly by CLIENT or any cause beyond reasonable control of COMPANY, then COMPANY shall not be
<br />deemed to have breached this Agreement as a result of such failure. If the event does not take place because of a
<br />force m ajeure event, COMPANY will be entitled to payment for its time and for its out of pocket expenses and
<br />commitments.
<br />Dispute Resolution
<br />In the event of a dispute arising under this Agreement, the parties agree to attem pt to resolve the dispute through
<br />negotiation priorto commencing litigation or pursuing any remedy available to them. Specifically, in the event of a
<br />dispute under this Agreement, prior to commencing litigation or pursuing any other remedy, a party shall give the
<br />other party notice of the dispute and for a period of (30) days after notice is given, the parties shall exchange
<br />information relevant to the issues identified in the notice and shall use good faith efforts to attem pt to resolve the
<br />dispute through negotiation. Such good faith efforts include, at a minimum, two (2) meetings in person of the
<br />parties, the firstsuch meeting to be held at a place and time designated by the COMPANY, reasonably convenient
<br />to the parties, and the second such meeting to be held at a place and time designated by the CLIENT, reasonably
<br />convenient to the parties. If, after having met twice as described above, the parties are unable to resolve the
<br />dispute, then the parties agree to mediation before a professional mediator to try to resolve their dispute. Then, if
<br />the dispute is still not resolved, any party may pursue any remedy available.
<br />('.anrAllatinnc
<br />CLIENT maycancel this agreement, in writing, forany reason. Upon cancellation, CLIENT will immediately pay
<br />COMPANY all amounts that are due and outstanding through date of cancellation and payment forCOMPANY's
<br />time and out of pocket expenses and commitments not yet covered by these payments; if COMPANY has received
<br />more than that amount, it will refund to CLIENT unearned fees. If CLIENT cancels this agreementwithin sixty (60)
<br />days of the event date, full payment is required and there will be no refund.
<br />Amendments
<br />This Agreement may be amended only by an agreement in writing bythe parties hereto.
<br />Entire Agreement
<br />This Agreement constitutes the entire understanding and agreement between the parties with respect to this
<br />subject matter and supersedes any and all other prior or contemporaneous oral or written communications with
<br />respect to the subject matter.
<br />If your understanding parallels mine, please sign this letter and return a scanned copy to me via
<br />email or a hard copy via regular mail to Lucent Blue Events, Attn: Michaella Holden, 2400 Lake
<br />Place, Minneapolis, MN 55405
<br />
|