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CM-2022-224 - 9/23/2022 PENDING SIGNATURE FROM OTHER PARTY City of Round Rock October 20, 2022 Page 1 of 7 Printed: September 14, 2022 Sales Manager: Kelli Riccio Kalahari Resorts&Conventions 3001 Kalahari Drive, Round Rock,TX 78665 Phone(512) 501-3493 • www.kalahariresorts.com EVENT CONTRACT_ ---- DESCRIPTION OF GROUP AND EVENT The following represents an agreement between KR Acquisitions LLC, dba Kalahari Resorts & Conventions, hereinafter referred to as "Hotel" and City of Round Rock hereinafter referred to as "Client" and outlines specific conditions and services to be provided. ORGANIZATION: City of Round Rock CONTACT: Name: Monique Adams Street Address: 221 East Main Street City, State: Round Rock, TX 78664 Phone Number: (512) 218-3234 E-mail madams@roundrocktexas.gov NAME OF EVENT: Round Rock City Appreciation Dinner OFFICIAL PROGRAM DATES: October 20, 2022 CONCESSIONS: The Kalahari Resort&Conventions is pleased to include the following: Complimentary WiFi in guest rooms and convention center • Complimentary Self Parking Complimentary Coffee, Hot tea, Iced water, and Iced tea Waived meeting space rental • Complimentary room sheers, room LED uplights, and African venter pieces 10% discount on the most current Catering menu excluding alcohol, labor fees, and service fee 20% off AV needs except labor and service fee • Complimentary Podium (1) and stage Kalahari Resorts&Conventions CLIENT INITIALS 3001 Kalahari Drive, Round Rock,TX 78665 Phone(512) 501-3493 •wmvkalahariresorts.corn WELCOME TO 4; '` ,. City of Round Rock October 20, 2022 Page 2 of 7 FUNCTION INFORMATION AGENDA/EVENT AGENDA Based on the requirements outlined by Client, the Hotel has reserved the function space set forth on the below Function Information Agenda/Event Agenda. Banquet and Meeting Room assignments are based on the anticipated number of guests. The Hotel reserves the right to re-assign alternate meeting space equivalent to originally contracted event space and/or proportionate to your guarantee. All food, beverage, event space and Audio Visual rental is subject to a taxable service charge (currently 25%) and applicable sales tax (currently 8.25%). All other charges (excluding function space)are subject to applicable sales tax. Ali prices quoted are subject to change and will be guaranteed with your Conference Service Manager 60 days prior to your function. This is a tentative timeline and can be sub ect to chance Date Time Event Class Event Space AGR Rental Thu, 10/20/22 9:00 AM-6:30 PM Setup Kalahari FGHI 220 Waived Thu, 10/20/22 6:30 PM-7:15 PM Dinner Kalahari FGHI 220 Waived Thu, 10/20/22 7:15 PM-9:00 PM Ceremony Kalahari FGHI 220 Waived FOOD AND BEVERAGE MINIMUM Client agrees that it will provide, and Hotel is relying upon no less than a food and beverage minimum expenditure $10,000.00 associated with the event excluding service charge and sales tax. Client and Hotel agree that if Client fails to purchase this minimum, Client will pay Hotel the difference. These liquidated damages are not a penalty and will be determined by calculating the difference between the actual food and beverage purchased and the minimum as defined above. These damages will be charged in the form of additional meeting room rental. OUTSIDE FOOD AND BEVERAGE POLICY No outside food or beverage is permitted in resort function rooms, common areas or other public areas. Unused food and beverage cannot be removed from the area where it is served. LIQUOR LICENSE Client understands that Hotel's liquor license requires that beverages only be dispensed by Hotel employees or bartenders. Alcoholic beverage service may be denied to those guests who appear to be intoxicated or are under age. DAMAGES Client shall be responsible to maintain and keep the facility in good order and repair. Any damages to the facility including but not limited to the carpet, floors, walls, doors, guest rooms, Convention Center and all other parts of the hotel caused by Client or its officers, directors, agents, employees, subcontractors, licensees, or invitees shall be paid for by Client at the actual or estimated cost of repair, normal wear and tear excepted. INSURANCE The Hotel and the Client shall obtain and maintain and provide evidence of insurance upon request in amounts sufficient to provide coverage for any liabilities, which may reasonably arise out of or result from the respective obligations pursuant to this contract. TAX-EXEMPT STATUS Currently Client IS listed as a tax-exempt group. Tax-exempt status must be arranged in advance by mailing or faxing a copy of the group's tax-exempt certificate. Without a valid Texas tax-exempt certificate on file, Client will be charged all state, county and local sales and hotel taxes. Kalahari Resorts&Conventions CLIENT INITIALS 3001 Kalahari Drive, Round Rock,TX 78665 Phone(512)501-3493 •www.kalahariresorts.com KALA " ' A-c WELCOME TO 11, U . City of Round Rock October 20, 2022 Page 3 of 7 MASTER ACCOUNT METHOD OF PAYMENT The payment of anticipated charges on Master Account is due no less than 3 business days prior to arrival. Hotel must be notified in writing at least 3 days prior to arrival of all authorized signatories. The following method of payment will be used as payment method for Master Account charges: PRE-PAY Check—Must be received no later than 14 days prior to arrival. PRE-PAY Credit Card — Hotel will contact Client for the card number. ADVANCEPAYMENT An advance payment of$1,000.00 will be required in order to hold arrangements on a definite basis. This advance payment is due on Friday, September 30, 2022 and will be credited toward the Master Account. This advance Payment will be made with: Check Credit Card —Hotel will contact client for the credit card number. CANCELLATION Client acknowledges that if it cancels or otherwise essentially abandons its planned use of the Event Agenda (a"Cancellation', this action would constitute a breach of Client's obligation to Hotel and Hotel would be harmed. Because Hotel's harm (and Client obligation to compensate Hotel for that harm) is likely to increase if there is a delay in notifying Hotel of any Cancellation, Client agrees to pay 8,000.00 Provided that Client timely notifies Hotel of the Cancellation and timely pays the above liquidated damages, Hotel agrees not to seek additional damages from Client relating to the Cancellation. Hotel reserves the right to cancel this event and any future events of Client at this and any other Kalahari Resorts & Conventions location if Client has an unpaid balance due from any past event at this Kalahari Resorts &Conventions location or any other Kalahari Resorts&Conventions affiliated location. If there is an unpaid balance due from any past event, Hotel may cancel at any time up to and including the first day of the Official Program Dates. Client hereby waives any claim for damages of any kind if Hotel exercises its right to cancel hereunder. CHANGES, ADDITIONS, STIPULATIONS, OR LINING OUT Any changes, additions, stipulations or deletions including corrective lining out by either Hotel or Client will not be considered agreed to or binding on the other unless such modifications have been initialed or otherwise approved in writing by the other. COMPLIANCE WITH LAW This Agreement is subject to all applicable federal, state, and local laws, including health and safety codes, alcoholic beverage control laws, disability laws, and the like. Client and Hotel agrees to cooperate with each other to ensure compliance with such laws. POLICIES AND PROCEDURES https,//www.kalaharimeetings.com/media/4442/tx policies-and-procedures-020122. df Client is subject to the policies and procedures governing guests of the Hotel. Kalahari Resorts&Conventions __CLIENT INITIALS 3001 Kalahari Drive, Round Rock,TX 78665 Phone(512)501-3493 •www.kalahariresorts.com t, R1r WELCOME TO w ,, City of Round Rock October 20, 2022 Page 4 of 7 A Timeline Of Key Deadlines For Planning for Your Event DeadlineActivity Submit general outline of your meeting including all events, room set ups, 60 days prior to arrival Catering Manager audio visual needs and meal choices Work with Conference Catering Manager via phone or appointment to finalize 30 days prior to arrival Catering Manager details for each of your events Final Banquet Event Order(BEO)form for each event signed by client 14 days prior to arrival Catering Manager Food and Beverage guarantees due for each meal and break event 72 hours prior to arrival Catering Manager AMERICANS WITH DISABILITIES ACT(ADA) COMPLIANCE Each party agrees to use good faith efforts to ensure that it complies with its obligations under the Americans with Disabilities Act and the Act's accompanying regulations and guidelines (collectively the"ADA'). Each party further agrees to indemnify and hold the other party harmless from and against any and all claims and expenses, including attorneys' fees and litigation expenses, that may be incurred by or asserted against the other party or its officers, directors, agents, and employees on the basis of the indemnifying party's non-compliance with any of the provisions of the ADA. Client agrees to provide Hotel with reasonable advance notice about the special needs of any attendees of whom City of Round Rock is aware. FORCE MAIEURE Neither party shall be liable in damages for any default in performing hereunder if such default is caused by conditions beyond its control including, but not limited to (a)Acts of God, (b)acts of terrorism that directly prevent travel to Hotel, (c) Government restrictions that directly prevent travel to Hotel, (d)epidemic or disease rendering warnings and advisories by the World Health Organization (WHO) and the Centers for Disease Control (CDC) that directly prevent travel to Hotel and/or(e) any other cause beyond the control of the applicable party that prevents forty-five (45%) percent or more of the expected participants from traveling to the Hotel. INDEMNIFICATION Each party to this Agreement shall indemnify, defend and hold harmless the other party and its officers, directors, agents, employees and owners from and against any and all demands, claims, damages to persons or property, losses and liabilities, including reasonable attorney fees(collectively, "Claims"), to the extent arising out of or caused by the negligence or willful misconduct of any person or entity for whom the indemnifying party is legally responsible in connection with the provision of goods and services and use of Hotel as contemplated by this Agreement. This paragraph shall not waive any statutory limitations of liability available to either party, including innkeeper's limitation of liability laws, nor shall it waive any defense either party may have with respect to any Claim. MISCELLANEOUS The provisions of this Agreement are severable. If any provision is held to be invalid or unenforceable, it shall not affect the validity or enforceability of any other provision. This contract shall be governed by and construed, interpreted and enforced in accordance with the laws of the State of Wisconsin and Wisconsin Courts. Hotel and Client have agreed to and have executed this agreement by their authorized representatives as of the dates indicated below. This Agreement (including any attachments) constitutes the entire agreement between Hotel and Client. All prior verbal or written communications between Hotel and Client shall be of no effect or evidentiary value. This Agreement may be altered or modified only in writing signed by the parties hereto. Kalahari Resorts&Conventions CLIENT INITIALS 3001 Kalahari Drive, Round Rock,TX 78665 Phone(512) 501-3443 +www.kalahariresods.com -1 WELCOME TO lW k City of Round Rock October 20, 2022 Page 5 of 7 ACCEPTANCE This document is a contingent offer of a contract. It is contingent on the Hotel space and services described herein being open and available on the date Hotel receives the executed contract from Client. Client shall have the first option to contract the space and services until Friday, September 30, 2022 unless notified otherwise by Hotel. After Friday, September 30, 2022 this contingent contract will become a second option with the space and services herein being made available to other clients on a first come-first served basis. This document becomes a binding contract between Hotel and Client when the Client returns a properly executed copy to Hotel and Hotel executes the contract as well. A fully executed contract will be sent to Client to confirm the contract is in place. SIGNATURES Approved and authorized by City of Round Rock. Name: PVVI Print v ! ' Signaturerint Date: __ �G�� -Y-2r Approved and authorized by KR Acquisitions LLC: Name: (Print) Title: (Print) Signature: Date: Please sign this agreement and return it to the address below by Friday, September 30, 2022. A countersigned copy will be returned to you upon receipt. BILLING CONTACT If the final bill for this event should be sent to a person other than the signatory listed above, please provide contact information for that billing contact below:Mon Name: (Print) oW i�W4'.1gy Title: (Print) 1� Billing Address: Z � Billing City, State, Zip: Phone number: Email Address: mS G b Kalahari Resorts&Conventions _CLIENT INITIALS 3001 Kalahari Drive, Round Rock,TX 78665 Phone(512)501-3493 •www:k�l,�harire$ort5.com t+, WELCOME TOF' City of Round Rock f October 20, 2022 Pag6,�bf 7 PERSONAL GUARANTY } FOR GOOD CONSIDERATION, and as an inducement for Kalahari Resorts &Conventions (Creditor), to extend credit to City of Round Rock(Client), and enter into the above contract, it is hereby agreed that the undersigned does hereby guaranty to Creditor the prompt, punctual and full payment of all monies now or hereinafter due Creditor from Client. This guaranty is unlimited as to amount or duration and shall remain in full force and effect notwithstanding any extension, compromise, adjustment, forbearance, waiver, release or discharge of any party obligor or guarantor, or release in whole or in part of any security granted for said indebtedness or compromise or adjustment thereto, and the undersigned waives all notices thereto. The obligations of the undersigned, at the election of Creditor, shall be primary and not necessarily secondary, and Creditor shall not be required to exhaust its remedies as against Customer prior to enforcing its rights under this guaranty against the undersigned. The guaranty hereunder shall be unconditional and absolute and the undersigned waive all rights of subrogation and set- off until all sums under this guaranty are fully paid.The undersigned further waives all suretyship defenses or defenses in the nature thereof, generally. In the event payments due under this guaranty are not punctually paid upon demand, then the undersigned shall pay all reasonable costs and attorney's fees necessary for collection, and enforcement of this guaranty. If there are two or more guarantors to this guaranty, the obligations shall be joint and several and binding upon and inure to the benefit of the parties, their successors, assigns and personal representatives. Each of the undersigned warrants and represents it has full authority to enter into this guaranty. This guaranty shall be binding upon and inure to the benefit of the parties, their successors, assigns and personal representatives. This guaranty shall be construed and enforced under the laws of the State of Texas. Signed this day of 20 - Guarantor Name: Address: Contact info: Accepted by KR Acquisitions LLC: By: -- Kalahari Resorts&Conventions _CLIENT INITIALS 3001 Kalahari Drive, Round Rock,TX 78665 Phone(512) 501-3493 •www.kalar-ariresorts.coni i' V WELCOME TOrr City of Round Rock October 20, 2022 Page 7 of 7 Kalahari. RESORTS & CONVENTIONS CREDIT CARD AURTHORIZATION FORM To The Kalahari Resorts&Conventions: if Dhr (Name on Credit Card) Authorize the Kalahari Resorts&Cp enti to charge to my credit card for the full amount of all charges incurred for the function to be held on U . (F nctio Date) Group/Organization Name; CA/Credit Card Billing Zip Code Credit Card Type: Credit Card last 4 digits: "1��/ Expiration Date: Iola Cardholder's Signatur Kalahari Resorts&Conventions CLIENT INITIALS 3001 Kalahari Drive, Round Rock,TX 78665 Phone(512)501-3493 • .wtivtw.ka aharirCsortS,CDm t+ y WELCOME TO KALAINoo (,11