IN CONSIDERATION OF the matters described above and of the mutual benefits and obligations set forth in this Agreement, the receipt and sufficiency of which consideration is hereby acknowledged, the Client and the Caterer (individually the "Party" and collectively the "Parties" to this Agreement) agree as follows:

1. Services Provided
   
1. The Client hereby agrees to engage the Caterer to provide the Client with the following catering services (the "Services"):
   
   1. _______________________________________________________________
      _______________________________________________________________.
      
2. The venue for the Event and delivery of the Services is:
   
   • _______________________________________________________________
     _______________________________________________________________.
     
3. The time for the Event and delivery of the Services is:
   
   • _______________________________________________________________
     _______________________________________________________________.
     
4. The Services will also include any other catering tasks which the Parties may agree on. The Caterer hereby agrees to provide such Services to the Client.
   
5. Term of Agreement
   
5. This Agreement is of full force and effect from the date of this Agreement until the Event is over.
   
6. Performance
   
6. The Parties agree to do everything necessary to ensure that the terms of this Agreement take effect.
   
7. Currency
   
7. Except as otherwise provided in this Agreement, all monetary amounts referred to in this Agreement are in USD (US Dollars).
   
8. Compensation
   
8. The Caterer will charge the Client a flat fee of $0.00 for the Services (the "Compensation").
   
9. The Client will be invoiced when the Services are complete.
   
10. Invoices submitted by the Caterer to the Client are due within 30 days of receipt.
    
11. In the event that this Agreement is terminated by the Client prior to completion of the Services but where the Services have been partially performed, the Caterer will be entitled to pro rata payment of the Compensation to the date of termination provided that there has been no breach of contract on the part of the Caterer.
    
12. The Compensation as stated in this Agreement does not include sales tax, or other applicable duties as may be required by law. Any sales tax and duties required by law will be charged to the Client in addition to the Compensation.
    
13. Confidentiality
    
13. Confidential information (the "Confidential Information") refers to any data or information relating to either Party, whether business or personal, which would reasonably be considered to be private or proprietary to the owning Party and that is not generally known and where the release of that Confidential Information could reasonably be expected to cause harm to the owning Party.
    
14. The Parties each agree that they will not disclose, divulge, reveal, report or use, for any purpose, any Confidential Information belonging to the other Party which they have obtained through the operation of the Agreement, except as authorized by that Party or as required by law. The obligations of confidentiality will apply during the term of this Agreement and will survive indefinitely upon termination of this Agreement.
    
15. Ownership of Intellectual Property
    
15. All intellectual property, including recipes, formulas or similar related material, including any trade secrets, moral rights, goodwill, relevant registrations or applications for registration, and rights in any patent, copyright, trademark, trade dress, industrial design and trade name (the "Intellectual Property") that is developed or produced under this Agreement, is a "work made for hire" and will be the sole property of the Client. The use of the Intellectual Property by the Client will not be restricted in any manner.
    
16. The Caterer may not use the Intellectual Property for any purpose other than that contracted for in this Agreement except with the written consent of the Client. The Caterer will be responsible for any and all damages resulting from the unauthorized use of the Intellectual Property.
    
17. Return of Property
    
17. Upon the expiration or termination of this Agreement, the Caterer will return to the Client any property, documentation, records, or Confidential Information which is the property of the Client.
    
18. Capacity/Independent Contractor
    
18. In providing the Services under this Agreement it is expressly agreed that the Caterer is acting as an independent contractor and not as an employee. The Caterer and the Client acknowledge that this Agreement does not create a partnership or joint venture between them, and is exclusively a contract for service. The Client is not required to pay, or make any contributions to, any social security, local, state or federal tax, unemployment compensation, workers' compensation, insurance premium, profit-sharing, pension or any other employee benefit for the Caterer during the Term. The Caterer is responsible for paying, and complying with reporting requirements for, all local, state and federal taxes related to payments made to the Caterer under this Agreement.
    
19. Autonomy
    
19. Except as otherwise provided in this Agreement, the Caterer will have full control over working time, methods, and decision making in relation to provision of the Services in accordance with the Agreement. The Caterer will work autonomously and not at the direction of the Client. However, the Caterer will be responsive to the reasonable needs and concerns of the Client.
    
20. Equipment
    
20. Except as otherwise provided in this Agreement, the Caterer will provide at the Caterer’s own expense, any and all foods and menu items, utensils, cutlery, tableware, napkins, workwear, and any other supplies necessary to deliver the Services in accordance with the Agreement.
    
21. No Exclusivity
    
21. The Parties acknowledge that this Agreement is non-exclusive and that either Party will be free, before or after the Event, to engage or contract with third parties for the provision of services similar to the Services.
    
22. Notice
    
22. All notices, requests, demands or other communications required or permitted by the terms of this Agreement will be given in writing and delivered to the Parties at the following addresses:
    
    1. ______________________
       ______________________________
       
    2. ______________________
       ______________________________
       

    or to such other address as either Party may from time to time notify the other, and will be deemed to be properly delivered (a) immediately upon being served personally, (b) two days after being deposited with the postal service if served by registered mail, or (c) the following day after being deposited with an overnight courier.

23. Indemnification
    
23. Except to the extent paid in settlement from any applicable insurance policies, and to the extent permitted by applicable law, each Party agrees to indemnify and hold harmless the other Party, and its respective affiliates, officers, agents, employees, and permitted successors and assigns against any and all claims, losses, damages, liabilities, penalties, punitive damages, expenses, reasonable legal fees and costs of any kind or amount whatsoever, which result from or arise out of any act or omission of the indemnifying party, its respective affiliates, officers, agents, employees, and permitted successors and assigns that occurs in connection with this Agreement. This indemnification will survive the termination of this Agreement.
    
24. Modification of Agreement
    
24. Any amendment or modification of this Agreement or additional obligation assumed by either Party in connection with this Agreement will only be binding if evidenced in writing signed by each Party or an authorized representative of each Party.
    
25. Time of the Essence
    
25. Time is of the essence in this Agreement. No extension or variation of this Agreement will operate as a waiver of this provision.
    
26. Assignment
    
26. The Caterer will not voluntarily, or by operation of law, assign or otherwise transfer its obligations under this Agreement without the prior written consent of the Client.
    
27. Entire Agreement
    
27. It is agreed that there is no representation, warranty, collateral agreement or condition affecting this Agreement except as expressly provided in this Agreement.
    
28. Enurement
    
28. This Agreement will enure to the benefit of and be binding on the Parties and their respective heirs, executors, administrators and permitted successors and assigns.
    
29. Titles/Headings
    
29. Headings are inserted for the convenience of the Parties only and are not to be considered when interpreting this Agreement.
    
30. Gender
    
30. Words in the singular mean and include the plural and vice versa. Words in the masculine mean and include the feminine and vice versa.
    
31. Governing Law
    
31. This Agreement will be governed by and construed in accordance with the laws of the State of Ohio.
    
32. Severability
    
32. In the event that any of the provisions of this Agreement are held to be invalid or unenforceable in whole or in part, all other provisions will nevertheless continue to be valid and enforceable with the invalid or unenforceable parts severed from the remainder of this Agreement.
    
33. Waiver
    
33. The waiver by either Party of a breach, default, delay or omission of any of the provisions of this Agreement by the other Party will not be construed as a waiver of any subsequent breach of the same or other provisions.