Sales and Indemnity Agreement
This SALES and Indemnity Agreement (“agreement”) is entered into this _____ day of
______________, 201_, between ARAMARK Sports and Entertainment, LLC, a Delaware limited
liability company (“ARAMARK”) and __________________________ (“Client”).
WITNESSETH:
WHEREAS, CLIENT has requested that ARAMARK provide Client with food, beverages, and related
supplies (the “Services”) in connection with the 2016 Frontier Fiesta Cook-Off (the “Special Event”);
and
WHEREAS, CLIENT has represented to ARAMARK that the representative signing this AGREEMENT
below is authorized by such organization to enter into this contract and bind the organization and its
members;
NOW, THEREFORE, ARAMARK and CLIENT agree as follows:
1.
ARAMARK will provide client the Services as described more fully in the order form attached
to this AGREEMENT as Exhibit “A”.
2.
CLIENT agrees and understands that ARAMARK is acting in the capacity of a distributor with
respect to the provision of any alcoholic beverages to CLIENT and that ARAMARK shall not be
involved in any manner in the actual service of alcoholic beverages to CLIENT or any of CLIENT’S
guests.
3.
INSURANCE AND INDEMNIFICATION
a.
INSURANCE
If CLIENT is an organization that carries commercial general liability insurance, CLIENT shall provide
to ARAMARK, on or before the date on which ARAMARK provides its Services, a Certificate
evidencing the insurance coverage specified below. By executing this AGREEMENT, CLIENT
certifies that the insurance carried by CLIENT has been issued by a company or companies licensed
to do business in the State of Texas. CLIENT shall cause ARAMARK to be named as an Additional
Insured on all polices of insurance required by this AGREEMENT. The insurance policies shall be
primary to any coverage held by ARAMARK and shall be non-contributory. The policies must
contain a waiver of both subrogation and payment of deductible in favor of ARAMARK. Further,
CLIENT shall ensure its coverage is properly endorsed to cover any alleged violations of the Texas
Dram Shop Statute, Texas Alcoholic Beverage Code, Section 2.01, et. seq.
The insurance to be provided by Client is as follows:
a.
General Liability which
includes coverage for alleged dram shop statute violations.
$500,000 per person
$1,000,000 per occurrence
$1,000,000 aggregate
b.
INDEMNIFICATION
CLIENT HEREBY ASSUMES ENTIRE RESPONSIBILITY AND LIABILITY FOR ANY AND ALL DAMAGE OR INJURY OF
ANY KIND OR NATURE WHATEVER (INCLUDING DEATH RESULTING THEREFROM) TO ALL PERSONS AND TO ALL
PROPERTY CAUSED BY, RESULTING FROM, ARISING OUT OF OR OCCURRING IN CONNECTION WITH THE
PROVISION OF THE SERVICES AS SET FORTH IN THIS AGREEMENT. SHOULD ANY CLAIMS FOR SUCH DAMAGE
OR INJURY (INCLUDING DEATH RESULTING THEREFROM) BE MADE OR ASSERTED, WHETHER OR NOT SUCH
CLAIMS ARE BASED UPON OR CAUSED BY ARAMARK’S ALLEGED ACTIVE OR PASSIVE NEGLIGENCE OR
PARTICIPATION IN THE WRONG OR UPON ANY ALLEGED BREACH OF ANY STATUTORY DUTY OR OBLIGATION
ON THE PART OF ARAMARK THE CLIENT AGREES TO INDEMNIFY AND SAVE HARMLESS ARAMARK, ITS
OFFICERS, AGENTS, SERVANTS AND EMPLOYEES FROM AND AGAINST ANY AND ALL SUCH CLAIMS, AND
FURTHER FROM AND AGAINST ANY AND ALL LOSS, COST, EXPENSE, LIABILITY, DAMAGE OR INJURY,
INCLUDING LEGAL FEES AND DISBURSEMENTS, THAT ARAMARK MAY DIRECTLY OR INDIRECTLY SUSTAIN,
SUFFER OR INCUR AS A RESULT THEREOF. CLIENT AGREES TO AND DOES HEREBY ASSUME, ON BEHALF OF
ARAMARK, ITS OFFICERS, AGENTS, SERVANTS AND EMPLOYEES, THE DEFENSE OF ANY ACTION AT LAW OR IN
EQUITY WHICH MAY BE BROUGHT AGAINST ARAMARK UPON OR BY REASON OF SUCH CLAIMS AND TO PAY ON
BEHALF OF ARAMARK UPON ITS DEMAND, THE AMOUNT OF ANY JUDGMENT THAT MAY BE ENTERED AGAINST
ARAMARK, ITS OFFICERS, AGENTS, SERVANTS AND EMPLOYEES IN ANY SUCH ACTION.
4.
This AGREEMENT contains the entire understanding between the parties; may not be
amended other than by a written instrument executed by both parties; shall be binding upon the
parties hereto; and shall be governed by the laws of the State of Texas.
IN WITNESS WHEREOF, the parties have caused this AGREEMENT to be signed by their duly
authorized representatives the day and year first set forth above.
ARAMARK Sports and Entertainment OF TEXAS, LLC
By: ___________________________________________________
Valerie Roux
Genral Manager
[“CLIENT”]
By: ___________________________________________________
Its: ___________________________________________________
Authorized Signatory
___________________________________________________
[printed name]