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Vendor contract outline

The clauses every vendor contract needs: scope, deposits, cancellation, force majeure, insurance, indemnity.

A caterer and a decor vendor unloading equipment together at a GTA venue service entrance, seen at a distance

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Not legal advice. Use this to check that a contract covers the basics before you send it to a lawyer or sign it.

  1. Parties and event details (date, venue, times)
  2. Scope of services, with deliverables listed
  3. Fees, HST, gratuity, payment schedule
  4. Deposit and cancellation schedule, by date
  5. Force majeure and rescheduling terms
  6. Insurance: COI required, limits, additional insured
  7. Indemnity and liability cap
  8. Technical requirements and who supplies what
  9. Photo and recording rights
  10. Substitution policy (if the performer is ill)
  11. Signatures and dates
Performer and planner shaking hands across a small table

How to use the outline

Read the outline next to each vendor contract before you sign it. Go clause by clause and tick each item only when the contract states it clearly in writing. A verbal promise or a line in an email is not the same as a contract term. If something is missing, ask the vendor to add it or to confirm it in a signed amendment. The outline is not legal advice; for large contracts, unusual terms or anything you do not understand, ask a lawyer to review the document.

The clauses that cause most disputes

Scope is the first thing to check. The contract should list exactly what is delivered: hours on site, number of staff, equipment, set-up and strike, and any travel. Vague scope is the source of most arguments on the day. Fees should be shown with HST at 13% and any gratuity or service charge stated separately, with a clear payment schedule. The deposit and cancellation schedule should give dates, not just percentages, so you know exactly what you would owe if the event moved or was cancelled at each point.

Force majeure covers events outside either party's control, and it should say what happens next: a refund, a credit or a rescheduled date. Insurance terms should require a certificate of insurance with an agreed liability limit and, where the venue requires it, name the venue or the host as additional insured. Indemnity and any liability cap decide who pays if something goes wrong.

Terms specific to entertainment and production

  • Technical requirements: power, stage size, ceiling height, sound and lighting, and who supplies each.
  • Substitution: whether a performer can send a replacement if ill, and if your approval is needed.
  • Overtime: the rate if the event runs late, and who can authorise it.
  • Photo and recording rights: if you may film or post the performance, and how.
  • Arrival and green room needs, such as a private changing space or meals.

Keeping track

Store every signed contract in one place and record key dates, such as deposit, final payment and cancellation deadlines, in your timeline. Note certificate of insurance status on the vendor contact sheet. For definitions of the terms used, see the encyclopedia entries on force majeure and indemnity, and for entertainers, read the Academy lesson on contracts, deposits and substitutions.