TSM Agency
TSM Agency · Client Agreement
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Prepared for Talkatoo

Client Agreement

Please review the agreement below and sign at the bottom. A signed copy will be emailed to you and to TSM Agency instantly.

Project summary

Company
Talkatoo
Contact
Shawn Wilkie
Total (estimated)
$357.50
Location
Anaheim Convention Center
Total days
1
# of models
1

Costs

The total cost for this project is estimated at $357.50.

Expenses

All expenses incurred at the request of the client to complete this order shall be the responsibility of the client.

Parking

The client is responsible for reimbursing all parking expenses incurred by models for all days worked.

Payment Terms

Payment for all invoices is due in full prior to the event.

Additional Costs

Any additional costs that exceed the original estimate will be provided to the client in writing for approval before being incurred.

Terms

The terms and conditions of this agreement are valid for thirty (30) days from the date issued.

Disputes

If a dispute arises between TSM Agency and the client regarding any term or condition in this agreement, the client shall be responsible for all reasonable attorney's fees incurred by TSM Agency if the dispute requires legal counsel.

Jurisdiction and Choice of Law

This Agreement, including its terms, construction, and the interpretation of the rights and duties of the parties, shall be governed exclusively by the laws of the State of Tennessee. The client consents to jurisdiction and venue in: (1) Tennessee State Court for Williamson County, or (2) the United States District Court for the Middle District of Tennessee (at TSM's sole option), as the sole forums for resolving any disputes arising under this Agreement or from the parties' relationship or the underlying events. TSM Agency shall be entitled to recover all costs and expenses, including reasonable attorney's fees and disbursements, in any legal proceedings involving the parties.

Force Majeure

TSM Agency shall not be held liable or responsible for any failure or delay in performing its obligations under this agreement due to events beyond its reasonable control, including but not limited to acts of God, natural disasters, government restrictions, pandemics, labor strikes, wars, or other unforeseen events that render performance impossible or impracticable. In such cases, TSM Agency will make reasonable efforts to notify the client promptly and discuss alternative solutions, including rescheduling or refund terms.

Breaks

For every four (4) hours worked, models will receive one paid 15-minute break. For shifts lasting six (6) or more hours, a meal break of at least 30 minutes must also be provided.

Cancellation Policy

If the client wishes to cancel this contract, the following refund terms apply:

  • Notice of cancellation 7 or more days prior to the event: a 50% refund will be issued.
  • Notice of cancellation less than 7 days before the event: no refund will be issued.
  • Sending a model home early does not reduce the contracted dollar amount.

Limitation of Liability and Indemnity

Limitation of Liability: TSM Agency's liability under this agreement is limited to the total fees paid by the client for the specific event. Under no circumstances shall TSM Agency be liable for indirect, incidental, consequential, or special damages arising from or related to this agreement, even if advised of the possibility of such damages.

Indemnity: The client agrees to indemnify, defend, and hold harmless TSM Agency, its officers, employees, and agents from any claims, damages, liabilities, or expenses (including reasonable attorney's fees) arising from or related to the client's event, including but not limited to claims involving third parties or the conduct of hired models, except where such claims are the result of TSM Agency's gross negligence or willful misconduct.

Confidentiality

Both parties agree that all proprietary or confidential information disclosed in connection with this agreement, including but not limited to pricing, model details, or event specifics, shall not be disclosed to any third party without prior written consent, except as required by law. This clause shall survive the termination of this agreement.

Miscellaneous

Entire Agreement: This agreement constitutes the entire understanding between the parties with respect to the subject matter hereof and supersedes all prior agreements, understandings, or communications, whether written or oral. Amendments: This agreement may only be amended in writing and must be signed by both parties. Severability: If any provision of this agreement is found to be invalid or unenforceable, the remaining provisions shall remain in full force and effect. Waiver: The failure of either party to enforce any provision of this agreement shall not constitute a waiver of their rights to enforce such provisions in the future.

Agreement

By signing below, I agree to the terms and conditions presented in this agreement as they apply to the project described herein.

Payment is handled separately — your TSM account executive will send a secure payment link. Please do not send card details by email or text.

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