KENNEDY CENTER SALES AGREEMENT

• Document Type: CREST
• Collection: General CIA Records
• Document Number (FOIA) /ESDN (CREST): CIA-RDP84-00688R000200160018-9
• Release Decision: RIPPUB
• Original Classification: K
• Document Page Count: 8
• Document Creation Date: December 12, 2016
• Document Release Date: May 29, 2001
• Sequence Number: 18
• Publication Date: July 13, 1977
• Content Type: MF

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V
1 JUL 1977
SUBJECT Kennedy Center Sales Agreement
The Employee Activity Association has a verbal agreement
authorizing us to operate as a Kennedy Center Voucher outlet
until completion and return of the signed contract form.
We have been operating under an interim agreement which
has been extended several times.
This date, after five months of operation, Wayne Richardson,
representing the Kennedy Center, agreed to let us operate until
the original contract is signed.
We will continue to submit statements of sales and payments
for sales as formerly agreed upon.
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OGC 77-4302
6 July 1977
MEMORANDUM FOR: DC/BSD/OP
SUBJECT: EAA Ticket Sale Agreement With JFK Center
For the Performing Arts (Attached)
1. This is in response to your informal request for our comments on
the proposed ticket sale agreement with the John F. Kennedy Center for
the Performing Arts. In general, I have no serious reservations about
the agreement, though I believe it to be heavily weighed in favor of the
Center.' It appears to be very similar to the standard type of contract utilized
by the entertainment industry.
2. The specific concerns noted below are based on the supposition that
EAA may have some bargaining latitude. More than likely it is a "take
it or leave it" proposition.
Par 4 - a, b, c, - Conceivably, this paragraph could require
the EAA to indemnify the Center for damages
caused by the use of JFK prepared advertising
if such advertising is used by EAA to promote
the event.
- Since paragraph l0e indicates that the contract
does not establish an Agency or partnership
agreement, why should the JFK Center be an
insured party under coverage required by this
section? Further, what is the extent of coverage
required? Does it only extend to the EAA or can
an individual injured at the Center reach the EAA
policy?
3. If any changes are made in the agreement, please note that paragraph
15 requires that they be in writing and signed by both parties.
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101 IN F. KFNNEI,)Y CENT ER I OIZ 'I 'I If PERf'C I0.11N( AR [S
Sales Promotion Department
31 January 1977
Enclosed is a copy of Kennedy Center's agreement form for its Ticket
Outlets Please be sure to fill in the following:
-PAGE 1: line 4, the name of the Ticket Outlet (your business, name)
1-a The % is 5% (Five per-cent)*
Either 3-b OR 3-'Cc: but not both are necessary. If you
choose 3 b, the amount is $500 00 (FiY_- Hundred Dollars);
If you choose 3.c, the amount is $3,000,00-(Three Thousand
Dollars)
PAGE 5: The top sigrxatur:: spot is for Kennedy Center,
If you have further questions, please call either:
Wayne Richardson, Sales Promotion [phone]
OR
Charles Bright, Sales - (202) 634-7201
*Ticket vendor is not entitled to a commission if a
service charge is made to the patron buying the ticket
Employee Activity Association. Inc
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Washington, D. C. 20566/phone: [phone]
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A G R E E M E N T
This agreement made and entered into this
day of
192
by and between the John F.
Kennedy Center for the Performing Arts (hereinafter referred to as
"Center") and
(hereinafter referred to as "Ticket Vendor").
Whereas the Center shall be in a position to make available
tickets to attractions as an agent for the producers and/or
precentors of such attractions, and not as a principal, the Center
agrees to utilize its best efforts to furnish for resale by Ticket
Vendor available tickets to attractions performing and/or engaged
to perform at the Center; whereas the attraction and/or the Center
may from time to time be desirous o: having tickts sold by and/or
at the business location of Ticket Vendor; and that Ticket Vendor
shall faithfully perform all of the terms, conditions and covenants
of this agreement and does not default in any way.
W I T N E S S E T H:
In consideration of the mutual promises hereinafter set forth
and the receipt of one dollar which is hereby acknowledged and the
receipt from time to time for resale of tickets, vouchers and/or
locations, by Ticket Vendor from the Center, and;fora further
consideration hereinafter named, the parties agree as follows:
1. Ticket Vendor agrees to use his or their best efforts in
reselling such tickets, vouchers and/or locations as shall be made
available to it, .in accordance with the terms, covenants and
conditions set forth herein, and in Annex A, appended hereto and
incorporated by reference, and shall receive in full consideration
therefor;
- a.- PERCENTAGE OF RECEIPTS. Ticket Vendor'shall be
entitled to retain as its commission %) percent o
such gross weekly sales.
2. PAYMENTS. The Ticket Vendor will pay to the Center on
Monday of each week for all business transacted through the close
of business-of the immediately preceding week, or at any other
time upon demand, in cash or by certified check, a sum equal to
the gross business [sales] for attractions of the Center, less the
percentage of receipts set forth hereinabove.
3. GUARANTEE.
a. Notwithstanding anything to the contrary contained in
this agreement, it is understood that the Center shall have a firs
prior lien in and to every and all receipts from whatever source
taken in by the Ticket Vendor up to the amount(s) due the Center
and the said monies shall be paid immediately upon receipt_to the
Center. I
b. The Ticket Vendor has deposited'with the Center the
sum of dollars ($ )
to insure the faithful performance of all the terms, conditions anc3
covenants of this agreement.
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c. The Ticket Vendor shall, prior to the execution of this
agreement by the Center, indemnify Center against the non-payment of
-ales receipts due the Center, as set forth herein, for reasons and
r occurrences of every name or nature, by providing a financial
!guarantee in the amount of
lollars ($ ), payable and satisfactory to the Center, to
nsure the faithful performance of all of.the terms, conditions and
covenants of this agreement.
1 4.. ADVERTISING.
a. The Ticket Vendor agrees that it will not display any
dvertisement in a public place or publication or in any medium
hatever, advertising tickets for sale below box office price; that
t will not advertise the attractions of or the John F. Kennedy
Center for the Performing Arts, or the Eisenhower Theater., the Oper
ouse, or the Concert Hall in newspapers or any other publications
r media without the prior written consent of the Center. If such
onsent is given, Ticket Vendor will use only copy previously
ppro.ved in writing by the Center. -
b. Ticket Vendor shall indemnify, save and hold harmless
the Center from any liability, damages or claims or expenses which
n any manner arise-from or relate to-advertising and/or
epresentations by Ticket Vendor, including attorneys, fees,
ustained or incurred by the Center, and resulting from: (1) The
iolation or infringement of any copyright, right of privacy or
th.er statuatory or common law right of any person, firm or
orporation; (2) The, violation of the. code of Good ?-Pra_ctic-esof the
ational Association of Broadcasters; (3) The defamation of any.
firm, person or corporation.
Ticket Vendor further agrees to assume, at its own
expense, the defense of any of the aforesaid losses, damages or
claims or of any actions.based thereon.
5. PROGRAM CONTENT. Ticket Vendor agrees that the Center
cannot guarantee the.exact content of the program to be performed,
nd"that the said program is subject to such change as may be
rescribed by the attraction. Ticket Vendor shall not make public
representations to the contrary. -
6_ PERFORMANCE(S) NOT GIVEN. Notwithstanding anything to the
contrary contained in this agreement, it is understood and agreed
that if for any reason the sold performance is not given, or it is
alternate performance satisfactory-to the ticketholder, the Center
shall refund to the ticketholder the full ticket price and shall
accept from Ticket Vendor any monies already paid and/or due for
a
r
-----
further obligation to the other. Ticket Vendor shall not-make
refunds directly to ticketholders.
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7. TERMINATION. This agreement may
ay either party with or without cause, provided that any obligation
arising hereunder shall remain outstanding, and providing that ten
(10) days notice of such termination shall be given to the other
party.
ii
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 8. INSURANCE.
a. Ticket Vendor shall fully insure itself, its officers,
directors, employees, agents and operations at its own expense, as
follows: Public Liability (Personal injury, $100,000.00 per person
and $500,000.00 per occurrence), which policy-shall name the
Center as an insured. Certificates of insurance evidencing such
coverage shall be furnished.to the Center at least twenty-one (21)
days prior to the execution of this agreement by the Center and
Ticket Vendor shall furnish actual policies on demand. All policie
shall be endorsed to provide 30 day notice of cancellation or
material change to the Center. No tickets, vouchers and/or
locations shall be provided Ticket Vendor until the required
insurance coverage is in effect.
b. The obtaining of insurance or the furnishing of
evidence of insurance.by the Ticket Vendor as provided in this
agreement shall not in any way relieve the Ticket Vendor from
any of the obligations, liabilities, assumptions, responsibilities
or other contractual duties referred to in this agreement,
regardless of the coverages mentioned in such insurance or the
terms of the policy or policies involved.
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9. ASSIGNMENT.
a. Ticket Vendor shall not transfer, assign, hypothecate,
allow transfer by operation of law, encumber or in any other way
transfer this agreement or any right or interest therein.
b. If all or substantially all of the assets-of Ticket
Vendor are placed in the hands of a receiver or trustee or should
Ticket Vendor make an assignment for the benefit of creditors or
be adjudicated a bankrupt, or should Ticket Vendor institute any
proceedings under any law relating to the subject of bankruptcy,
liquidation or reorganization, or should any involuntary proceeding
be filed against Ticket Vendor under any-such laws, then this
agreement shall not become an asset in any of such proceedings and,
Ticket Vendor shall be in default under this agreement.
c. In the event the interest of the Ticket Vendor in this
agreement shall for any other reason become vested by operation of
law in any person other than the Ticket Vendor (including, without
limitation, the vesting of any individual party's or assignee's
interest in this agreement in another by reason of the death of
such Ticket Vendor or assignee), the Ticket Vendor shall be in
default under this agreement. -
10. MISCELLANEOUS.
a. All vouchers and/or any other document(s) evidencing
or affecting the right. of admission to the theater(s) shall be
ordered only by the Center and Ticket Vendor. covenants that it will
not order, distribute'and/or issue-same without the prior written
consent of the Center except as set forth in Annex A appended heret
and incorporated by reference, which Annex A shall be subject to
change or revision at the sole discretion of the Center without
prior notice.
b. The Ticket Vendor agrees that it will not sell,
dispose of or distribute the said tickets and/or locations to any
cut--rate agency, ticket broker or other intermediary other than the
ultimate user of said tickets, it being understood that any-tickets
and/or vouchers and/or locations so distributed in violation of
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this agreement shall be subject to confiscation by the Center
ithout right or claim of offset by the Ticket Vendor.
c. If Ticket Vendor does sell or otherwise dispose of or
istribute.tickets, vouchers ajad/or locations to any cut-rate agency,
ticket broker or other intermediary other than the ultimate user of
such tickets and/or vouchers and/or locations, Ticket Vendor shall
pay to the Center as liquidated damages three (3) times the printed
value of all tickets sold and/or distributed by Ticket Vendor for
performances at the Center during the period thirty (30) days prior
Ito such.sale and/or disposition.
d. The Ticket Vendor will furnish all personnel required
to be employed by Ticket Vendor.
e. Any provision of this agreement to the contrary
otwithstanding, it is understood that this agreement shall not
establish an agency or partnership relationship between the Center
and the Ticket Vendor, that the. Center makes no warranties. express
or implied with respect to tickets, and/or vouchers and/or
locations which are delivered Ticket Vendor for sale to the public
nd that Ticket Vendor's obligations" under this agreement to the
enter are that of a debtor and not that of a trustee.
11. RESTRICTION OF BENEFITS. No member of, or delegate to,
Congress or Resident Commissioner shall be admitted to any share or
part of this agreement or to any benefit that may arise therefrom,
but this restriction shall not be construed to extend to this
agreement if made with a corporation or company for its general
benefit.
12. NOTICE. Any notice which the parties may desire or may be
required. under this agreement shall. be deemed sufficiently given if
in writing and personally delivered or sent by registered or. .
certified mail, return receipt requested, first class, postage pre-
paid, addressed to the addressee at the mailing addresses as
specified for the parties in this agreement, or such other address
as the parties may designate by written notice. The time of
delivery of such notice shall be deemed to be the time when the
same is so mailed or personally delivered.
13. HEADINGS. The headings throughout this agreement are for
reference only.
14. INVALIDITY. If any provision of this agreement or its
application to any person or in any circumstances shall be invalid
or unenforceable, the other provisions of this agreement shall not
be affected by such invalidity or unenforceability.
15. This agreement shall not be. changed, modified, or varied
except by a written instrument signed by both parties hereto.
IN WITNESS WHEREOF, the parties have caused this agreement to
e executed by their duly authorized officers as of the day and
year first above written.
The John F. Kennedy Center
for the Performing Arts
2700 F Street, N.W.
Washington, D.C. 20566
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By:
(Jointly and Severally)
By:
Organized under the laws of Title:
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