CATERING/EVENT RIDER Rider to Catering/Event Contract (the “Contract”) by and between Pace University (“Pace”) and [COMPLETE LEGAL NAME OF CATERER/EVENT PROVIDER] (the “Company”) dated [DATE]. The following provisions are hereby added to the Contract and made a part thereof: 1. Expertise. Company hereby represents and warrants to Pace that Company has sufficient staff available to provide the services to be delivered under this Agreement and that all individuals providing such services have the requisite licensure, background, training, and experience to provide properly the services to be delivered to Pace under this Agreement. 2. Pace Approval. Any price increases or material substitution(s) of goods, services or facilities shall be subject to prior Pace approval. 3. Compliance with Laws. Company and its contractors, employees, and agents shall fully comply with all applicable Federal, State and local laws, ordinances, rules, regulations and codes, including, but not limited to, U.S. Occupational Safety and Health Administration (“OSHA”) requirements; fire, building safety, and health codes; laws regarding the sale and/or distribution of alcoholic beverages; and applicable provisions of paragraphs (1) through (7) of section 202 of Executive Order 11246 relating to Equal Employment Opportunity; section 402 of the Vietnam Era Veterans Readjustment Act of 1974, as amended; and section 503 of the Rehabilitation Act of 1973. Company and its subcontractors, employees, and agents shall obtain and maintain, in full force and effect, all necessary permits, licenses, and authorizations required by governmental and quasi-governmental agencies. 4. Indemnification. (a) Company agrees to defend, indemnify, and hold Pace, its successors and assigns, and their respective trustees, board members, officers, employees, and agents harmless from and against any and all claims or demands whatsoever, including, without limitation, the costs, expenses, and reasonable attorneys’ fees incurred on account thereof, that may be made by Company’s employees, employees of Company’s subcontractors, or any other person(s) for loss, damage, or injury to person(s) or property arising in any manner out of or incident to Company’s performance or failure to perform this Agreement, including without limitation all consequential damages, excepting only those claims arising out of the sole and gross negligence of Pace. [DELETE SECTION 4(b) IF CATERER/EVENT PROVIDER IS NOT SERVING ALCOHOL] (b) Notwithstanding any term or condition to the contrary contained in the Contract, any purported indemnification obligation of Pace does not apply to the extent such purported indemnification obligation arises directly or indirectly from Company’s service or provision of alcohol. 5. Insurance. In addition to Worker's Compensation as required by law, Company shall carry Commercial General Liability insurance in the minimum amount of one million dollars ($1,000,000.00), covering all of Company’s activities related to this Agreement. Such insurance shall include, without limitation, coverage for liquor law/Dram Shop Law liability. The amounts of insurance required to be obtained by Company hereunder shall not constitute a limitation on the indemnification obligations of Company set forth in paragraph 4. 6. Entire Agreement/Governing Law and Jurisdiction. The Agreement, together with all exhibits and addenda hereto, is the sole and exclusive expression of the parties’ intent with respect to the subject matter hereof, and may be amended or modified only by a writing countersigned by an authorized signatory of each party. Except as may be preempted by federal law, this Agreement shall be governed by the laws of the State of New York applicable to contracts made and fully performed within that state, without reference to any conflict of laws principles. Litigation of all disputes arising from or in connection with this Agreement shall be conducted in a court of appropriate jurisdiction in the State of New York, County of New York. 7. Conflicts. In the event of a conflict between the terms of the Contract and those of this Rider, the terms of this Rider shall prevail. 21 CLUB, INC. PACE UNIVERSITY By:_____________________________________ By:________________________________ Ron Aloni VP for Finance and Controller Name:__________________________________ Title:___________________________________ Date:____________________________________ Date:_______________________________