Work for Hire Contract

Agreement is made between the hirer listed on Invoice ("Client") and beatingheart studios limited ("Contractor"). Client and Contractor agree to be bound by the following provisions of this Contract and accompanying Invoice as the Work for Hire Contract ("Contract"). 

1.     Services

Contractor shall provide to Client the services, work and equipment at the time as set forth in this Contract (“Work”). Client shall provide Contractor the facilities and other matters as set forth in Contract.

2.     Payment

In consideration of the Work provided by Contractor, Client shall pay Contractor the amount(s) stated, and at the time set forth, in this Contract or the associated Invoice. Any services, work or equipment provided by Contractor other than those described, and at the time stated, to this Contract shall be payable upon another invoice issued to Client by Contractor.

If VAT or other taxes are payable in connection with the Work or equipment purchases, Client shall pay such VAT or similar taxes or pay Contractor an additional amount such that Contractor will receive the same amount had no such VAT or other taxes been payable.  

3.     Ownership and Copyright

Ownership of any equipment or materials provided by Contractor to Client under this Contract shall belong to Contractor until the total amount set forth in this Contract has paid. 

All intellectual property rights of the services provided by Contractor under this Contract shall belong to Contractor.

Client waives any right it may have over such intellectual property rights provided by Contractor under this Contract.   

4.     Confidentiality

Contractor and Client shall keep confidential the terms of this Contract and the information each party acquires from the other pursuant to this Contract or during the provision of the Work.  

5.     Termination

Client may terminate this Contract prior to the provision of the Work by Contractor; provided, that if such termination occurs not less than 48 hours before the day for the Work as stated in this Contract, otherwise the total amount as stated in this Contract, is payable by Client.   

In times of or 24 hours prior to an expected Typhoon Warning Signal No. 8 or above or Black Rainstorm Warning is in force, either party may terminate this Contract prior to the provision of the Work by Contractor. 

If Work by the Contractor has commenced prior to the show, either equipment in transit or onsite then the full amount will be payable.

In the event of termination of this Contract, Client agrees that Contractor shall be entitled to retain advance payment(s) as compensation. 

6.     Liability

Client acknowledges that Contractor is providing the Work at a fee and there are unforeseeability and unpredictability involved in the services to be provided by Contractor and the facilities/venue to be provided by Client. Client shall not hold Contractor liable, and shall waive any claim against Contractor, for losses or damage (including consequential losses and loss of profit) in connection with the Work to be provided by Contractor, or third party, under this Contract. 

Where third parties are engaged by Contractor, Client also agrees to be bound by conditions of any such contract the Contractor may be required to enter into in connection with the Work to be provided by Contractor under this Contract. 

Client is required to take up liability insurance in connection with the Work if any claim is made against Contractor by patrons or employees of Client, Client shall indemnify Contractor for any loss incurred by Contractor in defending such claim and in compensating such patron or employee.  

Client shall be liable for any loss or damage to equipment used in connection with the Work to be provided by Contractor under this Contract.  

Client is responsible for obtaining all and any necessary licenses and certificates that may be deemed required by Contractor.

7.     Jurisdiction 

This Contract is governed and construed in accordance with the laws of Hong Kong.  

8.      Weather and Force Majeure

In times of a Tropical Cyclone Warning Signal (“Typhoon Warning Signal”) or a Rainstorm Warning is in force, Contractor shall have sole discretion to vary the Work that the Contractor will undertake.  

Neither Party shall be in breach of its obligations under this Contract (other than payment obligations) or incur any liability to the other Party for any losses or damages of any nature whatsoever incurred or suffered by that other (otherwise than under any express indemnity in this Agreement) if and to the extent that it is prevented from carrying out those obligations by, or such losses or damages are caused by, a Force Majeure Event or Tropical Cyclone Warning Signal, or Rainstorm Warning.