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Payments
$438,915.63 Due
Event Managers
 * JG
   Jessica Grimaldo
 * BC
   Bryce Clarke
 * SJ
   Sharley Jackson



SEO#: 21695633

  

SPECIAL EVENT ORDER

Event:  Ross FLM 2024 Afterparty Date:  Wednesday, April 24, 2024Account:  Ross
Dress for LessTime:  5:00 PM - 10:00 PMContact:  Desiree ZeeLocation:  All Space
- Main Club, Balcony, Heart of Omnia & Terrace Phone:  415-269-8665Event Type: 
Reception Email: Minimum Guarantee of Guests: 2300 Address:  5130 Hacienda Dr
Dublin, CA 94568F&B Minimum:Event Service Manager: Bryce Clarke and Sharley
JacksonGroup Load In/Setup: 4:00 PM On-Site Contact: Susan BelskyGroup Load
Out/Exit: 10:00 PM 
Sales Manager: Jessica Grimaldo On-Site Contact Phone: 347-875-0491

--------------------------------------------------------------------------------

Qty Price Discount Discount Price Total Reception Stations
(500) VIP Heart 5:00PM-6:00PM


500 TRAY-PASSED HORS D’OEUVRES - 00:00PM - 00:00PM
All pricing is based on a Per Guest, Per Hour Price and must be ordered for the
entire group.

5 Selections - $35.00++ per guest, per hour


$35.00 10% $31.50 $15,750.00 GA Reception Menu
(2300) Guest Main, Balcony, Terrace 6:30PM-8:00PM
2300 (6) SALAD STATION - Select Two $15.00 10% $13.50 $31,050.00 2300 (6) SLIDER
STATION - Select Three
served with fries
$30.00 10% $27.00 $62,100.00 Prime Beef Slider, Cheddar
house sauce, crunchy pickle, Hawaiian roll
K.F.C.
Korean fried chicken, pickled slaw, sriracha aioli, Hawaiian roll

Falafel Slider - VEGAN
cucumber, roma tomato, sweet pepper hummus, poppy seed roll
2300 (6) MAC & CHEESE STATION - Select Two $20.00 10% $18.00 $41,400.00 Creamy
Four Cheese Braised Beef Short Rib and Pepper Jack 2300 (6) HAKKASAN SIGNATURE
STATION $35.00 10% $31.50 $72,450.00 RICE OR NOODLE - Select One Hong Kong Fried
Rice

pork, asparagus, egg, yellow chive -NO SHRIMP
ENTRÉE - Select Two General Tsao Chicken
crispy chicken, chili, sesame
Eggplant, Crispy Tofu, Stir Fry - NO MUSHROOM 1500 (5) GOURMET POPCORN STATION -
(750) 6:00PM-7:00PM & (750) 9:00PM - 10:00PM
Place near door
kettle, caramel, regular
$8.00 10% $7.20 $10,800.00 DESSERTS
All pricing is based on a Per Guest, Per Hour Price and must be ordered for the
entire group.

1500 (5) CLASSIC STATION - Select 5 - 8:00PM - 9:30PM $15.00 10% $13.50
$20,250.00

 
 

  

PRICING

Qty Price Total TECHNICAL FEES MAIN ROOM 1 Omnia Event Audio Technician - Main
Room (Up to 4 Hour Event Time)
$600.00 $600.00 1 Omnia Event Video Technician - Main Room (Up to 4 Hour Event
Time) $600.00 $600.00 1 Omnia Event Lighting Technician - Main Room (Up to 4
Hour Event Time) $600.00 $600.00 TECHNICAL FEES HEART 1 Omnia Event Audio
Technician - Heart (Up to 4 Hour Event Time) $600.00 $600.00 1 Omnia Event
Lighting Technician - Heart (Up to 4 Hour Event Time) $600.00 $600.00 1 Omnia
Event Video Technician - Heart (Up to 4 Hour Event Time) $600.00 $600.00
TECHNICAL FEES TERRACE 1 Omnia Event Audio Technician - Terrace (Up to 4 Hour
Event Time) $600.00 $600.00 1 Omnia Event Lighting Technician - Terrace (Up to 4
Hour Event Time) $600.00 $600.00 MUSIC
2 Omnia House DJ (Up to 4 Hour Event Time) $900.00 $1,800.00 Other Fees May Be
Associated With live Bands Depending On Technical & Hospitality Riders
LABOR/STAFFING 10 Restroom Attendant Service Charge w/ No Tip Jars and No
Toiletry/Amenities
Based on a 3 Hour Event, Each Additional Hour at $50.00 per attendant $150.00
$1,500.00 OTHER
1 Venue Set Up Fee $3,000.00 $3,000.00 1 ALS Unit (2 Technicians + 1 Ambulance
required for 1,500 people or more), 4 Hour Event $800.00 $800.00 OPTIONAL FEES -
can be added on at a later date 1 Early Load In/Set Up (If Required by Client)
1PM Start Time
Event Security, House & Door (4 required), minimum 4 hour call @$ per hour/per
officer $960.00 $960.00 DIGITAL BRANDING OPPORTUNITIES - can be added on at a
later date 1 Omnia Main Entrance Facade LED - Displayed During Event Hours
$5,000.00 $5,000.00 1 VIP Entry Hallway LED Screens, consisting of 19 x 32" LCD
& 12 x 46" LCD $1,500.00 $1,500.00 SPECIAL EFFECTS - can be added on at a later
date  1 SFX - Chandelier Show $6,000.00 $6,000.00

PRICING: $300,000.00+++ Minimum Revenue Guarantee. Based on a minimum guarantee
of 2300. Additional guests will be charged $120.00 plus 8.375% Nevada sales tax
and 24%  Administrative Fee. Pricing subject to change based on menu selections.

Total Audio/Visual $12,500.00 Labor & Staffing $6,260.00 DJ / Bands $1,800.00
Audio Visual Tech Fees $4,800.00 Food & Beverage $519,300.00 Administrative Fee
24.0% $124,632.00 Subtotal $669,292.00 Nevada State Sales Tax 8.375% $53,929.31
Grand Total $723,221.31 Deposit (Credit Card 2188 Visa)
Paid 2/23/2024
-$284,305.68
Estimated Amount Due $438,915.63 Total Price Per Person $225.78 F&B Minimum
$300,000.00 Total
-$300,000.00 Met
$0.00

 
 

 

SPECIAL EVENT CONTRACT

Event:  Ross FLM 2024 Afterparty Date:  Wednesday, April 24, 2024Account:  Ross
Dress for LessTime:  5:00 PM - 10:00 PMContact:  Desiree ZeeLocation:  All Space
- Main Club, Balcony, Heart of Omnia & Terrace Phone:  415-269-8665Event Type: 
Reception Email: Minimum Guarantee of Guests: 2300 Address:  5130 Hacienda Dr
Dublin, CA 94568F&B Minimum:Event Service Manager: Bryce Clarke and Sharley
JacksonGroup Load In/Setup: 4:00 PM On-Site Contact: Susan BelskyGroup Load
Out/Exit: 10:00 PM 
Sales Manager: Jessica Grimaldo On-Site Contact Phone: 347-875-0491

Dear Desiree,

     We are pleased to provide you with this confirmation of arrangements for
your event to be held exclusively in the All Space - Main Club, Balcony, Heart
of Omnia & Terrace (the "Venue") at Omnia NightclubLas Vegas on April 24, 2024,
starting at 5:00 PMand concluding at 10:00 PM.


     We have agreed on a minimum guaranteed revenue of $300,000.00, plus
$24,460.00 in additional charges, 8.375% Nevada sales tax and 24% Administrative
Fee for up to 2300 guests. You will be charged $120.00 plus 8.375% Nevada sales
tax and 24% Administrative Fee for each person over the 2300 person guest count.
Please note that your vendors, staff, band members, etc. that are present at the
event will be counted against your 2300 person guest count. In no event will you
be charged for less than 2300 guests, even though a lesser number may
attend.Ross Dress for Less shall, at least 10 business days prior to the event
date, notify Omnia Nightclub Management of any increase in the minimum
guaranteed guest count set forth in this agreement. If such increase occurs, it
is agreed that the changed number of guests will become the new guarantee and
that Ross Dress for Less shall be liable for at least this minimum, but will be
charged for the total number of guests in attendance should this number exceed
the minimum. If Ross Dress for Less exceeds the final guarantee by more than 20%
without advance notice, Omnia Nightclub Management reserves the right to stop
admitting guests into the event and is not responsible for any shortages in
food, beverage or service staff. Please note that events are reserved in
definite locations within the venue which are limited in capacity, and therefore
all increases in guest counts are based on availability and can only be accepted
with consent of Omnia Nightclub Management.



The sale or resale of access to the Event is strictly prohibited without Venue’s
express written approval.



PAYMENTS:

DEPOSITDUE DATEAMOUNTInitial Deposit12/22/2023$284,305.68Estimated Final Payment
(minus the Initial Deposit) 3/22/2024$272,097.00

All deposits are non-refundable.

CANCELLATION POLICY: 


Ross Dress for Less understands that, but for its agreement to pay, Omnia
Nightclub would not have entered into this Agreement. In the event that Ross
Dress for Less cancels the Event for any reason, other than a Force Majeure
event, Ross Dress for Lessshall pay the amount set forth in the table below
based on the date of cancellation.

Within 30 days prior to the Event100% of the Non-refundable deposit plus the
entire remaining balance of the unpaid Contracted TotalOutside of 30 days prior
to the Event50% of the Contracted Total



Ross Dress for Less must provide written notice of its election to cancel this
Agreement. In the event that Ross Dress for Less fails to hold the Event, but
does not provide written notice of cancellation, for the purposes of this
section, such a failure shall be deemed a cancellation of the Event within 30
days prior to the Event.

Due to the high demand, your contract and all accompanying paperwork must be
completed and returned with your initial deposit no later than 12/22/2023. If
your initial deposit, completed contract and all accompanying paperwork are not
received by the required due date, Omnia Nightclub has the right in its sole and
absolute discretion to terminate this contract and to release the space and use
the space for any other purpose it deems fit. If Omnia Nightclub elects to
release the space, it will provide you with written notice of its intent and you
agree that Omnia Nightclub decision shall be final and binding on both parties
and you agree that you shall have no recourse as a result of Omnia Nightclub
exercise of this discretion. By signing below, you accept the following terms
and conditions, which may only be modified by a signed written addendum to this
contract.

Company checks, bank certified checks and wire transfers will be accepted for
the deposits. All company checks must be made payable to Touch, LLC. Payments
from a foreign financial institution must be made by wire transfer. Omnia
Nightclub recommends using an overnight delivery service when mailing payments
as Omnia Nightclub will not be responsible for late or lost checks. Omnia
Nightclub can only accept checks one month prior to your event date. Any
deposits, added food and beverage selections, additional guests, overtime, and
any other incidental charges that are past due or chosen one month prior to your
event date must be paid with a credit card on file or wire transfer. If payment
isn't secured prior to one month before the event date, the only acceptable form
of payment is a wire transfer.

Guest Entry/Security Protocol - In accordance with Nevada State Law, all guests
attending any event serving alcoholic beverages must be at least 21 years of
age. Each guest must present a valid photo I.D. issued by the state or
government to enter the event. It is Ross Dress for Less responsibility to
communicate to their guests that an I.D. is required to attend their event.
International guests must present a valid passport for identification. Following
industry standards, in addition to an I.D. check all guests are subject to a
security check upon entry to the event. All guests will be asked to empty their
pockets for a quick safety scan as well as a bag/purse check. Our primary goal
is to make this process as quick and smooth as possible while maintaining the
highest standard of safety and security for our guests and employees. Please
note luggage and/or backpacks of any kind are not permitted in the venue.


Option to Extend - If there are no events scheduled after the end time of 10:00
PM, Ross Dress for Less may select to extend their event end time of 10:00 PM
for $75,000.00 plus 8.375% Nevada Sales Tax and 24% Administrative Fee for each
½ hour, or portion thereof past the contracted end time. Extension option must
be decided and confirmed with an authorized Omnia Nightclub manager no later
than ½ hour before the event end time. Omnia Nightclub requires a credit card on
file for all additional charges incurred on the evening of your event. All
extensions are based on the manager's discretion and may not be available
without reasonable notice. Extension pricing is based on a bar only price; if
Ross Dress for Less requires extension of food AND beverage, a new extension
price will need to be determined and a new contract will need to be issued. If
your guest count increases from 2300 guests, the extension price is subject to
change.

VIP Tables/Seating - Ross Dress for Less acknowledges that at the conclusion of
the contracted times of the Event if on a regularly scheduled or programmed
special event club night, all tables/seating within the Event space shall be
relinquished by its attending guests. If you have any individual(s) that may be
interested in reserving a VIP Table with bottle service and/or minimum beverage
table guarantees for its own personal use at the conclusion of your Event,
please inquire with your Event Operations Manager directly. Bottle service
pricing and/or minimum beverage table guarantees are subject to change without
notice.

Capacity Limitations - The current recommended capacity of the Venue is
2,800 patrons, inclusive of vendors and venue employees. 

Entertainment - Omnia Nightclub shall be the sole provider of all necessary
audio & visual equipment and staging support to all live performances (per
artists technical rider, if applicable) at additional costs. Backline can be
provided by performers or by Omnia Nightclub if required at additional costs. In
its sole discretion, Omnia Nightclub reserves all rights to control sound levels
within the Omnia Nightclub for all live performances and/or recorded track
performances as set forth by OSHA.

Audio Visual - Omnia Nightclub shall be the sole provider of all audio & visual
equipment, labor and power at the Event. No special effects equipment (e.g. fog
system, pyrotechnics etc.) shall be brought to or used at the venue without the
approval of the Clark County Fire Department and the prior written consent of
Omnia Nightclub in its sole discretion.

Forfeit of Cash Payment Discount: All Prices indicated reflect a 3% Cash Payment
Discount (Check or Wire Transfer). For Non-Cash Payments, 3% will be applied to
the Food and Beverage on the Final Event Check.

Terrace Events: Events on the Terrace: In case of inclement weather, Omnia
Nightclub cannot guarantee back up space. No refunds will apply.

TAO GROUP HOSPITALITY EVENT TERMS AND CONDITIONS:


EXHIBIT A

1. Event Terms
a) General Terms:
(i) This Agreement shall commence on the Effective Date and shall expire upon
completion of the Event (inclusive of any removal requirement by Client), unless
earlier terminated hereunder.
(ii) Payments by Client are not transferable and are non-refundable unless
otherwise set forth in the facing pages to the Agreement. Failure to submit
payments for the Event by the required due dates under the Agreement may result
in a cancelled Event.
(iii) Access to Venue earlier than the start time of Event is subject to
availability and approval by Venue and may involve additional charges.
(iv) No outside food or beverage may be brought into Venue without prior written
approval from the Venue. Venue will use high-end acrylic barware for the Event.
Candles or any other open flames may not be brought into Venue for the Event,
without prior approval of the Venue. Venue has the authority to stop any
entertainment if Venue rules and requests are not strictly adhered to,
including, but not limited to, the decibel level of DJs, bands or other
entertainers.
(v) Venue will not accept any deliveries without prior notification from Client
and approval from Venue. Venue will not be liable for damage or theft of items
shipped to Venue’s address. Venue is not responsible for storing or shipping any
items belonging to Client.
(vi) Venue electrician or A/V technician may be requested or required and will
be billed at an additional cost at set hourly rate. These charges will be
automatically applied to the payment source on file for the Event. In the event
that the Client, either itself or via its contracted vendor, requests to utilize
any of the Venue’s A/V system or install/connect any visual, sound, or
electronic equipment to Venue systems, the Venue may require that the Client
incurs the cost of the Venue electrician or A/V technician to supervise such
activity for the duration of the Event.
(vii) Venue will provide reasonable and adequate notice to Client of any
construction or remodeling to be performed in the facility which will materially
interfere with the Event or the housing of persons attending the Event. In such
an instance, Venue will provide equal alternative space that is reasonably
satisfactory to Client.
(viii) Venue represents and warrants that it has all applicable certifications,
licenses, authorizations and permissions necessary to perform its obligations
for the Event.
b) Vendors/Contractors: Any work or services to be provided by any vendor or
contractor in the Venue on behalf of Client for the Event must be approved in
advance by the Venue. All such vendors or contractors must have all applicable
licenses and permits to provide any services in the Venue and must abide by all
applicable statutes, regulations and codes. Client is responsible for any breach
of this paragraph by any vendor or contractor providing work or services on its
behalf for the Event. For the avoidance of doubt, Client shall be liable for any
and all Claims (as defined below) arising from any vendor or contractor
providing work or services on its behalf for the Event.
c) Client Obligations:
(i) Client is solely responsible for the guest list for the Event and
communicating to guests that an ID is required for admittance. If the Event
includes alcohol service, each guest must present a valid photo ID showing proof
of age of 21 years or older issued by the state or government, and international
guests must present a valid passport. Prior to such an Event, Client is
responsible for informing the Venue if any guests in attendance will be under
the age of 21 so that Venue may take necessary security precautions. Failure to
inform the Venue of such underage guests may result in those guests being denied
entry into the Event. Venue will not be liable for checking any guests into the
Event unless it is to check photo ID to ensure such guest is of the legal age
limit. Client is solely responsible for providing any credentials, wrist bands
or other identifying item that Client is requiring their guests to have for
entry to the Event. Venue reserves the right to refuse entry to any guest who
cannot furnish valid photo identification as proof of age upon request or who is
visibly intoxicated. No exception will be made under any circumstances.
(ii) Any and all third party entertainment services must be approved in advance
by Omnia Nightclub, in its sole discretion. Client acknowledges and agrees that
Omnia Nightclub and its affiliated companies have pre-existing contractual
obligations that limit the type(s) of third party entertainment services that
can be permitted in venues. Client shall provide Venue with an itemized list of
all Client and/or Client vendor’s materials to be brought into Venue for the
Event, and such list must be approved by Venue ten (10) days prior to the Event.
Omnia Nightclub has the right to approve or deny the use of all third party
services or outside contractors if appropriate insurance, according to Omnia
Nightclub’s specifications cannot be provided. If written approval is not
received in advance of the Event, Omnia Nightclub reserves the right to refuse
access to the Venue to any non-approved contractor or vendor hired by Client.
Client must provide all other special requests fifteen (15) business days prior
to the Event (or as reasonably practical given the circumstances and execution
date of the Agreement) in order to ensure availability.
All electrical and sound requirements by Client must also be cleared in advance
with the Omnia Nightclub. Omnia Nightclub shall be the sole provider of all
necessary audio, lighting & staging support to all live performances [per
artists technical rider] at additional costs. Backline can be provided by
performers or by Omnia Nightclub if required at additional costs. In its sole
discretion, Omnia Nightclub reserves all rights to control sound levels within
the Venue for all live performances and/or recorded track performances as set
forth by OSHA. Client shall remove all materials, equipment and personal
belongings from Venue immediately following the Event. Any items left behind by
Client will be discarded by Venue at Client’s sole cost and expense, unless
prior written arrangements are made with Venue.
(iii) Client warrants and represents that the Event shall not disparage or
portray Venue in a negative light. Client shall not engage in any illegal
activity at the Event and shall use best efforts to ensure that no guests of
Client engage in any illegal activity at the Event. If Client or guests of
Client are found to be engaged in illegal activity at the Event, all those in
violation will be escorted off of the premises immediately, or as circumstances
warrant, may be detained until law enforcement officers can respond.
d) Press and Publication:
(i) Venue must be notified at least five (5) business days prior to the Event,
and Venue must provide its prior written authorization with respect to, any
outside press or publicity associated with the Event. Venue may withhold such
authorization in its sole discretion.
(ii) Camera/film crews will not be given access to Venue without prior written
approval from Venue management. If approval is granted, Venue reserves the right
at any time during the Event to stop any photographers and camera/film crews
from taking images that the Venue deems is intrusive to Venue’s ambiance and
patrons.
(iii) Venue’s public relations firm will be permitted to photograph the Event
unless otherwise notified in writing ten (10) days prior to the Event date.
(iv) Neither party's logo shall be used without prior written permission from
the other party in each instance.


2. Indemnification. Each Party agrees (the “Indemnifying Party”) to indemnify,
defend and hold harmless the other Party and their respective officers,
directors, shareholders, agents, employees (collectively “Indemnified Parties”)
from and against all third-party claims, liabilities, actions, losses or damages
(including but not limited to reasonable outside attorneys’ fees) (hereinafter
“Claims”) arising out of or relating to: (i) any breach of these terms and
conditions, (ii) property damage or personal injury, including death, caused by
the negligence or willful act or omissions of the Indemnifying Party, or its
officers, directors, employees, agents or guests, or (iii) unauthorized or
illegal acts or omissions by Indemnifying Party, or its officers, directors,
employees, agents, or guests; provided, however, that the Indemnifying Party
shall not be obligated to defend or indemnify the Indemnified Parties for any
Claims that arise out of the sole negligence or willful misconduct of one or
more of the Indemnified Parties. Client also understands and agrees it is solely
responsible, and will indemnify Venue for any and all property damage of the
Venue (reasonable wear and tear excepted) caused by Client or its officers,
directors, employees, agents or guests. Neither Party’s indemnifications
obligations hereunder shall be limited to insurance coverages obtained by such
Party. The provisions of this Section 2 shall survive the termination of this
Agreement.


3. Limitation on Liability. Except as otherwise set forth in the indemnification
provisions above, in no event shall either Venue or Client be liable for any
indirect, consequential, exemplary, incidental, special or punitive damages,
including also lost profits, lost savings, lost opportunity costs or any similar
economic loss, of any type or nature, even if such Party has been advised of the
possibility of such damages. The provisions of this Section 3 shall survive the
termination of this Agreement.


4. Insurance.
a. Client Requirements: Client shall provide proof of insurance to Venue as
specified below. Client coverage shall be in place at all times during the
Event, and shall have the following minimum terms:
i. General Liability coverage with limits of $1,000,000 per occurrence,
$2,000,000 general aggregate. Such coverage shall not contain an exclusion for
products liability or completed operations exclusion or “Injury to Subcontractor
Employee” (or its equivalent). General Liability coverage must be provided on
the latest version of ISO form CG 00 01 or its equivalent. 
ii. Umbrella Liability or Excess Liability with limits of $2,000,000 per
occurrence. 
iii. Property Insurance shall be maintained by Client for its property for full
Replacement Cost. Property Insurance shall be written using Causes of Loss -
Special Form or similar type policy. 
iv. Automobile Liability, covering any liabilities of Client and Venue with
respect to the ownership, maintenance, or use of any auto used in connection
with the Event, with a limit of $1,000,000 Combined Single Limit.
v. Workers’ Compensation and Employers’ Liability insurance as required by law.
vi. All other insurance required by law or that Venue may reasonably request.
vii. All coverages described in this Section 4(a) shall include a waiver of
subrogation in favor of Venue and its officers, managers, members and employees.

viii. Client shall name Touch, LLC, TAO Group Operating LLC, TAO Group
Sub-Holdings, LLC, TGH Employees, LLC, Desert Palace LLC dba Caesars Palace and
each of their respective successors and assigns, parents, subsidiaries and other
affiliates, and their respective officers, directors, officials, managers,
employees and agents as Additional Insured on Client’s General Liability and
Umbrella/Excess Liability policies. This insurance provided by the Client is
primary and non-contributory. Client shall provide proof of coverages by way of
a current and acceptable Certificate of Insurance. All policies shall be written
with insurance companies authorized to do business by the State of Nevada and
rated by A.M. Best Company at least A minus (policy holders rating) and VII
(financial rating). All policies shall be endorsed to require at least thirty
(30) days advance notice to Venue, of cancellation, non- renewal, or reduction
in coverage.
b. Client Contractor/Vendor Requirements - Any and all contractors or vendors
used by Client (each a “Vendor”) must also provide proof of insurance to Venue
as specified below. Vendor coverage shall be in place at all times during the
Event, and shall have the following minimum terms:
i. General Liability coverage with limits of $1,000,000 per occurrence,
$2,000,000 general aggregate. Such coverage shall not contain an exclusion for
products liability or completed operations exclusion or “Injury to Subcontractor
Employee” (or its equivalent). General Liability coverage must be provided on
the latest version of ISO form CG 00 01 or its equivalent.
ii. Umbrella Liability or Excess Liability with limits of $2,000,000 per
occurrence. 
iii. Property Insurance shall be maintained by Client for its property for full
Replacement Cost. Property Insurance shall be written using Causes of Loss -
Special Form or similar type policy. 
iv. Automobile Liability, covering any liabilities of Client and Venue with
respect to the ownership, maintenance, or use of any auto used in connection
with the Event, with a limit of $1,000,000 Combined Single Limit.
v. Workers’ Compensation and Employers’ Liability insurance as required by law.
vi. All other insurance required by law or that Venue may reasonably request.
vii. All coverages described in this Section 4(b) shall include a waiver of
subrogation in favor of Venue and its officers, managers, members and employees.

viii. Client shall cause each Vendor to name Client, Touch, LLC, TAO Group
Operating LLC, TAO Group Sub-Holdings, LLC, TGH Employees, LLC, Desert Palace
LLC dba Caesars Palace and each of their respective successors and assigns,
parents, subsidiaries and other affiliates, and their respective officers,
directors, officials, managers, employees and agents as Additional Insured on
Vendor’s General Liability and Umbrella/Excess Liability policies. Client shall
cause each Vendor to provide proof of coverages by way of a current and
acceptable Certificate of Insurance. All Vendor policies shall be written with
insurance companies authorized to do business by the State of Nevada and rated
by A.M. Best Company at least A minus (policy holders rating) and VII (financial
rating). All Vendor policies shall be endorsed to require at least thirty (30)
days advance notice to Venue, of cancellation, non- renewal, or reduction in
coverage.
ix. Client acknowledges and agrees that any Vendor without a certificate of
insurance that meets the requirements in this Agreement will not be allowed into
the Venue.


5. Force Majeure. Neither Party shall be liable for any failure to perform its
obligations pursuant to this Agreement if such failure is caused by events
beyond the control of the parties, including, but not limited to, material labor
disputes affecting Client or Venue (including a strike or lockout) other than
labor disputes of Venue staff; a credible threat of violence, credible security
or safety concerns; severe natural disaster; weather events where a state of
emergency is declared; war; acts or threats of terrorism; cyberterrorism; civil
disorder or threat of civil unrest; government travel advisories; epidemics and
pandemics, including quarantine or other restrictions in response to COVID-19;
compliance with any law or governmental order, rule, regulation or direction; or
act of God, fire, explosion, damage or destruction to the Venue, or any other
causes beyond the reasonable control of the parties (a “Force Majeure Event”).
If a Force Majeure Event (i) results in the inability to hold the Event on the
original contracted date, or (ii) causes either Party to reasonably determine
that to hold the Event would pose a legitimate threat to the safety of Event
patrons, employees, agents and/or contractors, then the parties will cooperate
in good faith to re-schedule the original contracted date to a mutually
agreeable date within 365 days of the original contracted date of the Event. All
deposits shall be applied towards the re-scheduled Event date; no cash refunds
will apply. To the extent the Venue and Client cooperate in good faith and are
unable to re-schedule the original contracted date within 365 days, Venue shall
refund all deposits and payments made by Client less any documented out of
pocket expenses incurred by Venue in anticipation of the Event. In addition,
with respect to any services to be furnished by Venue to Client (whether with or
without charge), Venue shall in no event be liable for a failure to provide such
services, or for the acts or omissions of any person or entity with respect to
such services, resulting from a Force Majeure Event.


6. Miscellaneous
a This Agreement shall be governed by and construed in accordance with the laws
of the State of Nevada and each of Client and Venue agree to the exclusive
jurisdiction of the State or Federal courts sitting in Las Vegas, Nevada over
any suit, action or proceeding arising out of or relating to this Agreement.
Each Party hereby irrevocably and unconditionally waives any objection to the
laying of venue of any such action, suit or proceeding in the courts of the
State or Federal courts sitting in Las Vegas, Nevada, and hereby further
irrevocably and unconditionally waives and agrees not to plead or claim in any
such court that any such action, suit or proceeding brought in any such court
has been brought in an inconvenient forum. Each Party hereby irrevocably waives
any and all right to trial by jury in any suit, action or proceeding arising out
of or relating to this Agreement or the transactions contemplated hereby.
b. Marijuana or cannabis infused products and/or live displays are not permitted
during your event. Client must receive written approval from Venue with respect
to all signage, invitations, marketing, advertising or the promotional
materials/content for your event. Ingesting, Smoking and/or vaping marijuana or
cannabis products is strictly prohibited. Venue has a zero tolerance policy.
Venue reserves the right, in its sole discretion, to terminate your event
immediately and no refunds will be issued if ingestion of marijuana or cannabis
infused products, smoking or vaping occurs during the event.  In addition, Venue
reserves the right, in its sole discretion to terminate your event immediately
and no refunds will be issued if the event includes live displays of marijuana
or cannabis infused products or unauthorized signage, invitations, marketing,
advertising or promotional materials/content related to marijuana or cannabis
infused products.

c.If Client is only granting entry to the Event to holders of a specific
non-fungible token (“NFT”), Client represents and warrants that Client will
comply with applicable law, including, without limitation, U.S. export control
and sanctions laws and regulations, including, without limitation, the Export
Administration Regulations and the regulations, rules, and executive orders
administered by the Office of Foreign Assets Control of the U.S. Department of
the Treasury (“OFAC”) (collectively, the “Export Controls and Sanctions Laws”). 
Client represents and warrants that it will perform any necessary identity
verification and related know-your-customer checks and that no person or entity
to which Client grants access hereunder is a Sanctioned Person and Client agrees
not to take any action that will cause anyone, including, without limitation,
Venue, TAO Group Hospitality and its subsidiaries, affiliates and parents, to be
in violation of any Export Controls and Sanctions Laws. For purposes of this
Agreement, “Sanctioned Person” means any government, country, corporation, or
other entity, group, or individual with whom or which Export Controls and
Sanctions Laws prohibit or restrict a U.S. person from engaging in transactions,
and includes, without limitation, any individual, corporation, or other entity
that appears on OFAC’s Specially Designated Nationals and Blocked Persons List
or other lists maintained by OFAC or the U.S. Department of Commerce, as each
such list may be amended from time to time

d. In the event either Party incurs legal fees or other costs to enforce any of
the terms of this Agreement to resolve any dispute with respect to its
provisions, or to obtain damages for breach thereof, whether by prosecution or
defense, each Party to such action shall pay its own expenses, including,
without limitation, attorneys’ fees and costs, incurred in such action.
e. By entering into this Agreement, Client acknowledges that the Venue is
located within a hotel/casino property (the “Property”), which is the holder of
privileged gaming licenses, and therefore is subject to numerous rules and
regulations governing its operation. Client further acknowledges that Venue and
its affiliates are, or may be, subject to or exist because of privileged
licenses issued by governmental authorities. If requested by Venue, Client shall
obtain any license, qualification, clearance or the like which shall be required
or requested by any gaming authority or any regulatory authority having
jurisdiction over the Property, Venue or its affiliates. Client agrees that
Client will not take any actions that could jeopardize the Property’s or Venue’s
business, reputation or licenses and will immediately, upon Venue’s demand,
sever any relationship or cease any conduct during the event that threatens the
Property’s or Venue’s business, reputation or licenses. Client acknowledges that
Venue may terminate this Agreement immediately for cause upon the request of the
Property, or the request of any gaming agency or any regulatory authority having
jurisdiction over the Property, Venue or its affiliates. Client further
acknowledges that Venue may immediately terminate this Agreement for cause if it
has reasonable grounds to believe that this Agreement in any way jeopardizes its
relationship with the Property, any gaming agency, or any regulatory authority
having jurisdiction over the Property, Venue, or its affiliates.
f. This Agreement constitutes the entire Agreement between the parties hereto
pertaining to the subject matter hereof and supersedes all prior agreements,
understandings, negotiations, and discussions, whether oral or written. If any
part of this Agreement is determined to be void, invalid, or unenforceable, such
void, invalid or unenforceable portion shall be deemed to be separate and
severable from the other portions of this Agreement, and the other portions
shall be given full force and effect, as though the void, invalid or
unenforceable portions or provisions were never a part of this Agreement. No
supplement, modification, waiver or termination of this Agreement shall be
binding unless executed in writing by the Party to be bound. For the convenience
of the parties hereto, any number of counterparts of this Agreement may be
executed by the parties hereto, each of which will be an original instrument and
all of which taken together will constitute one and the same Agreement. Delivery
of a signed counterpart of this Agreement by e-mail or facsimile transmission
will constitute valid and sufficient delivery thereof. The provisions of this
Section 6 shall survive the termination of this Agreement.



In accordance with Nevada State Law, all guests attending any event serving
alcoholic beverages must be at least 21 years of age. Each guest must present a
valid photo I.D. issued by the state or government to enter the event. It is
Ross Dress for Less's responsibility to communicate to their guests that an I.D.
is required to attend their event. International guests must present a valid
passport for identification.

Dress Code: Omnia Nightclub dress code is strictly enforced. Upscale dress
required. Gentlemen must wear a collared, button-up shirt and dress shoes. No
t-shirts, tanks, flip flops, shorts, or sneakers are allowed during special
events or Nightclub operations.

By submitting my card for payment via Tripleseat with payments processed by
Stripe, I authorize Venue to charge all additional expenses incurred on
Wednesday, April 24, 2024 to the credit card on file without the cardholder
being present. These charges may include, but are not limited to, additional
guest fees, overtime fees, added food and beverage selections, DJ and Venue
technicians and A/V services.



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CLIENT SIGNATURE

Printed Name: Erin hale
Signed: 2/21/2024 at 6:20 pm
Erin hale

By digitally signing, you comply with all terms and conditions of this
agreement.

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VENUE MANAGER SIGNATURE

Printed Name: Jessica Grimaldo
Signed: 2/21/2024 at 6:21 pm
Jessica Grimaldo

4aeca7138ea4f8ce685a0d537203c54a