Download this form
 
 
 
 

THIS AGREEMENT is made as of this ______ day of____________ , 199__, by Generic Gathering Place, a non-profit organization, organized an d existing under the laws of the Commonwealth of Pennsylvania (hereinafter referred to as "Generic Gathering Place") and _____________________________, a ____________ ____________________ (hereinafter referred to as "Caterer").
 
 

Generic Gathering Place and Caterer desire to enter into an agreement for the semi-exclusive catering of food by Cat erer at the Synagogue operated by Generic Gathering Place, located on Lincoln Drive at Ellet Street, Philadelphia, PA (the "Premises") subject to the terms and conditions provided herein. Therefore, for and in consideration the mutual promises, terms and covenants herein contained, each of the parties intending to be legally bound hereby, mutually agree as follows:
 
 

1. GRANT OF PRIVILEGE.
 

Generic Gathering Place grants to Caterer the semi-exclusive privilege with additional caterers to cater functions at the Premises. For that purpose, Caterer is granted the privilege of using the Marcus Auditorium, Silver Kiddush Lounge, and Synagogue lobby, kitchens and the tables and chairs therein.
 
 
 

2. CONSIDERATION.
 

In consideration of the this semi-exclusive privilege, Caterer agrees to pay Generic Gathering Place the following amounts:
 

(a) Eighteen percent (18%) of the gross receipts from catering at Generic Gathering Place, as defined below, to compensate Generic Gathering Place for such things as the use of the kitchen, equipment, and utilities such as gas and electric.
 

(b) Caterer shall place a monthly advertisement in the congregati onal newsletter, the "Centre Call", and a full page advertisement in the annual New Year's greetings booklet, advertising Caterer's services, and shall pay the costs of the advertisements upon receipt of invoices for the advertisements.
 

As used in this Agreement, the term "gross receipts" includes, without limitation, all sums received by Caterer from the sale of food and beverage (i.e., menu cost) in connection with the affair, excluding sales tax; provide d, however, that the term gross receipts shall not include any sums that the Caterer receives for food, beverage, or services that it provides at cost (as defined below) to Generic Gathering Place or any of its affiliated committees, clubs or organizations.
 

On or before the fifteenth (15th) day of each month, Caterer shall deliver to Generic Gathering Place a written statement, certified to be true and correct, setting forth Caterer's gross receipts from catering at G eneric Gathering Place during the preceding month together with (i) true and correct copies of invoices furnished by Caterer for each affair catered by Caterer at Generic Gathering Place for the prior month, and (ii) Caterer's check to Generic Gathering Place in the sum equal to the amount determined under Paragraph 2(a) above.
 
 
 

3. TERM.
 

The term of this Agreement shall commence on the date hereof, and shall terminate on the last day of the twelfth full month following the commencement date. Either party may terminate this Agreement at the expiration of the term by written notice to the other party at least 180 days prior thereto. In default of such notice, this Agreement shall continue upon the same terms and conditions for a further period of one year, and so on from year to year until terminated by notice as hereinabove set forth. The Caterer shall not enter into any Agreements for any affai rs at Generic Gathering Place after giving or receipt of termination notice, if such affair is scheduled to occur after termination.
 
 
 

4. RESPONSIBILITIES OF CATERER.
 

(a) Caterer agrees to supply at its own cost all food and beverages, and unless other arrangements are made with Generic Gathering Place's Catering Committee, dishes, cutlery, silverware, glassware, linens and other utensils and equip ment necessary to be used in connection with the catering of affairs by Caterer at Generic Gathering Place. Caterer also agrees to furnish its own personnel for the preparation and service of food and beverages at such catered affairs.
 

(b) Caterer shall properly maintain, conduct and keep Generic Gathering Place's kitchen, accessories, equipment, utensils, tables and chairs, in good order and repair as they are now, except for reasonable wear and tear and damage by accidental fire or other casualty not occurring through negligence of Caterer. Should repairs in or to Generic Gathering Place's kitchen, accessories, equipment, utensils or the like, be necessary by reason of the negligence of Caterer or those employed by or acting on its behalf, Caterer shall pay for the cost of such repairs and/or replacement.

(c) Caterer shall at its own cost provide all necessary personnel, material and equipment to properly and completely clean Generic Gathering Place's kitchen, including but not limited to the cleaning of stoves, sinks, refrigerators, coffee urns, etc., and floors, social halls and other areas of Generic Gathering Place or the grounds of Generic Gathering Place where any portion of the catered affair has taken place. The kitchen floor is to be swept and damp-mopped. Caterer shall place all refuse in plastic bags and deposit same in Generic Gathering Place's garbage dumpsters. All linen is to be removed from the Premises at the completion of an affair. Caterer shall follow all general regulations as attached or may be added in the future.
 

(d) Generic Gathering Place shall be responsible for putting all necessary tables and chairs in the social halls, however, Caterer shall, at its own cost, provide all personnel necessary for setting up for the affair.
 

(e) Should the Caterer fail in any of its obligations to keep the Premises and equipment clean and in good repair, Generic Gathering Place shall have the right to clean, maintain and repair or replace said equipment and Premises at such times as it sees fit and shall be entitled to charge Caterer an amount equal to One Hundred Fifty percent (150%) of its actual costs therefor. Payment shall be made by Caterer to Generic Gathering Place within ten (10) days of Generic Gathering Place's presentation to Caterer of an itemized statement accounting for such costs.
 

(f) Caterer shall provide the highest quality food and beverages to Generic Gathering Place's patrons, use and employ courteous, efficient and capable catering help and to do and perform all catering services in conformity with traditional Jewish custom, ritual and law, including but not limited to the strict observance of the Sabbath and all other Jewish holidays and the maintenance, service and preparation of Kosher foods in and about Generic Gathering Place, all as approved by the Rabbi or Mashgeach of Generic Gatheri ng Place. Catered functions shall not impede or interfere with the religious services, school or any religious activities or affairs nor inconvenience or interfere with any of Generic Gathering Place's activities. Caterer shall not advertise or use the name of the Synagogue without written permission of Generic Gathering Place, said permission not to be unreasonably withheld, and which shall cease upon termination of this Agreement.
 
 
 

5. CUSTOMER LISTS.
 

Caterer shall furnish to Generic Gathering Place a list of all prospective customers who contemplate holding an affair or function at Generic Gathering Place. Thereafter, Caterer shall provide Generic Gathering Place with a copy, within ten (10) days after execution, of any and all contracts for catering at Generic Gathering Place. All agreements entered into by Caterer shall provide that the obligations of Caterer are contingent upon the continu ation and effectiveness of this Agreement. Generic Gathering Place shall notify Caterer of the names of all persons booking the social halls of Generic Gathering Place.
 
 
 

6. APPROVAL.
 

Prior to any commitment to any patron for any function to be catered by Caterer at Generic Gathering Place, Caterer must obtain from Generic Gathering Place written approval of the time and date on which the function is to be held, which approval shall not be unreasonably withheld. It shall not be unreasonable for approval to be withheld with respect to any member who is delinquent in any obligation to Generic Gathering Place. Caterer shall provide catering services to Generic Gathering Place and its members in preference to non-members.
 
 
 

7. Generic Gathering Place FUNCTIONS.
 

Caterer shall provide food, bev erages and services at "cost" for functions of Generic Gathering Place or any of its designated affiliate groups, committees or clubs or for special affairs connected with Generic Gathering Place or its congregational activities (but only if requested by the Catering Committee), on a rotating basis with other semi-exclusive caterers. No commissions shall be payable with respect to these affairs. The term "cost" shall mean, for the purposes of this Agreement, the actual out of pocket expense (taking in to account all discounts and rebates) for food and beverages, the direct labor costs of cooks, servers, clean-up personnel, and one overseer, actual costs of rented dishes, utensils, linens and the like, if requested, but shall not include overhead or profit.
 
 
 

8. SELF-CATERING.
 

Self-catering by Generic Gathering Place or any of its affiliated groups, organizations, clubs or committees at Generic Gathering Place is permitted to the extent that such does not interfere with catered functions.
 
 
 

9. BOOKS AND RECORDS.
 

The books and records of Caterer relating to catering at Generic Gathering Place shall, upon reasonable notice and at reasonable times, be subject to inspection by Generic Gathering Place, or its designees.
 
 
 

10. IN DEMNIFICATION.
 

Caterer shall be responsible for and does hereby relieve, release and indemnify Generic Gathering Place for all costs, damages, liabilities and expenses (including attorney fees) by reason of any injury or damage to any person or property upon the Premises occupied and used by Caterer where such injury or damage was caused by or as a result of the acts or failure to act of Caterer, its servants, agents, workers or employees, including but not limi ted to any liability arising out of the service of alcoholic beverages. Caterer shall have one of its management or supervisory personnel present at all events it caters at Generic Gathering Place to properly supervise its servants, agents, workmen and employees. Generic Gathering Place shall not be liable or responsible to Caterer or to anyone else by reason of theft, disappearance or damage sustained by Caterer or others in connection with the use or storage of items at Generic Gathering Place.

11. INSURANCE.
 

Caterer, at its expense, shall maintain during the term of this Agreement or any renewal or extension thereof, Workmen's Compensation Insurance, Public Liability Insurance and Product Liability Insurance including coverage against food contamination, the limits and amount of which have been accepted and approved by Generic Gathering Place, to cover property damage or personal injuries. These insurance policies shall name Caterer and Ge neric Gathering Place as the insureds thereunder (but shall provide coverage to Generic Gathering Place notwithstanding any defense of insurer against Caterer), and and shall provide Generic Gathering Place with thirty (30) days prior written notice of non-renewal, cancellation or termination. Caterer shall submit copies of policies of insurance to Generic Gathering Place contemporaneously with the execution of this Agreement and upon the anniversary date thereof for each year thereafter. Public liabili ty and product liability coverage insurance shall be maintained in an amount not less than One Million Dollars ($1,000,000.00) per occurrence and if Caterer offers parking service, auto public liability and property damage coverage of not less than $100,00/$200,000/$20,000.
 
 
 

12. LICENSES.
 

Caterer shall, at its expense, obtain all necessary licenses required in connection with the performance of th is Agreement, comply with all state statutes and local ordinances in connection with the preparation, storage and service of food and alcoholic beverages, and hold Generic Gathering Place harmless for any violation thereof.
 
 
 

13. MASHGEACH.
 

Unless Generic Gathering Place provides its own Mashgeach, Caterer agrees to provide a Mashgeach that will accompany the Caterer to Generic Gathering Place. Th e Mashgeach must be approved in advance by the Rabbi of Generic Gathering Place. The Mashgeach is to supervise the delivery, preparation, custom, ritual and serving of all food on the Premises. If Generic Gathering Place does not provide a Mashgeach, it may elect to supply a kitchen supervisor. Caterer shall reimburse to Generic Gathering Place its actual cost for the Mashgeach or kitchen supervisor at the time it pays the amount required by Paragraph 2(a) above.
 
 
 

14. INDEPENDENT CONTRACTOR.
 

Caterer is not the agent of Generic Gathering Place, and shall not at any time, incur any obligations, liabilities or debts for or on behalf of Generic Gathering Place. Caterer is an independent contractor. Caterer's employees are not employees of Generic Gathering Place, and Caterer shall make all withholdings and pay all employment related taxes for its employees. Caterer's contract with its custome r shall state that Caterer is an independent contractor, and not an agent of Generic Gathering Place. No partnership is intended to be entered into by this Agreement.
 
 
 

15. RESERVATIONS.
 

All reservations and booking for the use of Generic Gathering Place facilities shall be made in writing through the Synagogue Administrator of Generic Gathering Place. Generic Gathering Place reserves the right t o charge fees for the use of its facilities, including but not limited to the sanctuary, auditoriums and social halls, and for the services of its Rabbis and other personnel. Caterer shall have no interest whatsoever in such fees and decisions relating to such fees.
 
 
 

16. ALCOHOLIC BEVERAGES.
 

In the event Caterer provides its patrons and their guests with alcoholic beverages, Caterer shall comply with all state and local laws. Caterer shall not serve any alcoholic beverages to any minor or person under the influence of alcohol.
 
 
 

17. ASSIGNMENT.
 

This Agreement is not assignable under by the Caterer without the prior written approval of Generic Gathering Place. Should Caterer assign, sell or transfer the present ownership or change the management of the corporation, Generic Gathering Plac e, at its sole discretion, may terminate this Agreement on thirty days written notice to Caterer.
 
 
 

18. RULES AND REGULATIONS.
 

Caterer shall be bound by all of the Catering rules and regulations of Generic Gathering Place pertaining to the delivery, maintenance, preparation and service of food, supplies and equipment and facilities. These rules and regulations may be reasonably changed, amended or increased at the sole discretion of Generic Gathering Place and its Rabbi. Further, Caterer shall obey all laws, customs and usages of Conservative Judaism in relation to the Catering of all functions at Generic Gathering Place.
 
 
 

19. TERMINATION.
 

If Caterer shall fail to make prompt payment of the amounts required by this Agreement or if it should violate any of the terms, covenants or restricti ons contained herein, or if it is disqualified by the Board of Rabbis, Rabbinical Assembly or other such authoritative body, for any reason, Generic Gathering Place shall have the right to terminate or cancel this Agreement at any time. Notwithstanding such termination, all amounts due to Generic Gathering Place from Caterer pursuant to this Agreement shall remain due. If Generic Gathering Place shall violate any of the terms, covenants and restrictions herein, Caterer shall have the right to terminate or cancel this Agreement at any time.
 

Notwithstanding the foregoing, neither Generic Gathering Place nor Caterer shall have the right pursuant to this paragraph to terminate or cancel this Agreement unless it shall first deliver to the other written notice of its intention to so terminate at least thirty (30) days prior to the effective date of such termination, which notice shall state the reason for termination. The other party shall have fifteen (15) days after receiving this notice to cure the default; provided, however, that the Caterer shall not be entitled to such fifteen (15) day cure period in the event that reason for termination by Generic Gathering Place is the failure of Caterer to make prompt payments pursuant to the terms and conditions of this Agreement, nor shall Caterer be entitled to such notice and cure periods in the event that the reason or for termination by Generic Gathering Place is the failure of Caterer to strictly observe Kashruth.
 
 
 
 
 

20. FAILURE OF SERVICES.
 

Generic Gathering Place shall not be liable for any damage, loss, compensation or claim by reason of inconvenience to Caterer or any of its customers if the same is due to circumstances beyond the control of Generic Gathering Place, including but not limited to (a) the failure of Generic Gathering Place to supply water, gas or electricity; (b) t he breakdown in or mechanical failure of the air conditioning, or heating equipment or any kitchen equipment; (c) the necessity to repair any portion of the building; (d) the interruption in the use of the Premises; or (e) destruction of the Premises.
 
 
 
 
 

21. REMOVAL OF PROPERTY.
 

No property or equipment belonging to Generic Gathering Place may be removed from the Premises by Caterer or any of its servants, agents, workmen, or employees without first obtaining the written consent of both the Chairman of the Catering Committee and the Synagogue Administrator of Generic Gathering Place. Caterer shall reimburse Generic Gathering Place 150% of the replacement cost of removed property or equipment which is not returned within two working days after being asked to do so.
 
 
 

22. ENTIRE AGREEMENT.
 

This Agreement contains all of the covenants, understandings, agreements and stipulations between the parties, and supercedes all prior agreements or understandings, written or oral. No amendment to this Agreement shall be binding unless dated and executed by both parties.

bound hereby.
 
 
 

23. WAIVER.
 

The waiver of any breach or default of any term or condition of this Agreement shall not be deemed a waiver of any subsequent breach or default whether of like or different nature. Each party shall have the right at all times to enforce the terms and conditions of this Agreement in strict accordance with the covenants hereof notwithstanding any conduct or custom on its part in refraining from doing so at any time or times.
 
 
 

24. BINDING AGREEMENT.
 

This Agreement s hall be legally binding upon and inure to the benefit of the parties hereto, their heirs, legal representatives and/or successors; however, it shall not be assigned without the written approval and consent of the other party.
 
 
 

26. LAW AND INTERPRETATION.
 

The interpretation and construction of this Agreement shall be governed by the law of Pennsylvania, without giving effect to the principles of c onflicts of laws. Pronouns referring to any gender shall be deemed to refer to all genders, and the singular shall include the plural, and vice-versa, as the context may require. The headings of the various provisions of this Agreement are for ease of reference only, and shall be disregarded in interpreting the provisions hereof. The invalidity or unenforceability of any portion of this Agreement shall not affect the balance of the Agreement.
 
 
 
 
 

27. ARBITRATION.
 

Any dispute arising under, out of, in connection with, or in relation to this Agreement, or the making or validity thereof, or its interpretation or any breach thereof shall be determined and settled by arbitration in Philadelphia, Pennsylvania, pursuant to the rules then obtaining of the American Arbitration Association. Any award or decision rendered by the arbitrators may be entered in any court having ju risdiction thereof and shall be final and conclusive upon the parties. Disputes of a religious nature shall be settled by a Bet Din consisting of three congregational Conservative rabbis.
 
 
 

IN WITNESS WHEREOF, the parties hereto have caused this Agreement to be duly executed as of the day and year first noted above.
 

ATTEST:                Secretary	Generic Gathering Place, a Pennsylvania non-profit corporation        By:  President
Secretary	[Name of Caterer]            By:  President