This agreement for the provision of filming services, the Agreement is made as of the Agreement Date set forth below by and between Ewok Studios Los Angles United States, a filming Studio in the United States about to film the latest movie of ‘Space Invaders’ in Abu Dhabi and Jaba Events, a UAE company that organizes production of films.
This service contract has been agreed upon by; Ewok Studios Los Angles United States (Owner ‘s Name & Address) _______________________________ (Legal Property Description) Start date – Complete Date __________ Contracting By_________________________________ (Service Provider/Company Phone Number) on this _________ day of _______ (month and year) With proper documents________________________(Permit Requirements).
In consideration of the service to be rendered, the sums to be paid, and each covenant and condition contained herein, the parties hereto agree as follows:
OPERATIVE PROVISIONS
Services
The Ewok Studios USA wishes to be provided with the Services defined below by the Event Planner; Jaba events, and the Event Planner agrees to provide the Services to the Client on the terms and conditions of this Agreement.
The Jaba Services shall provide the following services, provide an air-conditioned tent to be used by Ewok production crew, provide all the filming equipments necessary, and provide the main cast of actors for the movie.
Term
Commencement Date; June 14, 2014
Termination Date; June 28, 2014
The terms of this agreement shall become effective on June 14, 2014, and shall continue to be in force and effect for a period of two weeks, unless it is sooner terminated in accordance with the terms of the agreement. If the Client terminates this agreement for any reason more than 10 days before the scheduled event, the Client will forfeit the deposit paid to the Event Planner and the Client shall reimburse the Event Planner for all outstanding out-of-pocket expenses.
If the Client terminates this agreement for any reason within 10 days of the scheduled event, the full fee is payable to the Event Planner and the Client shall reimburse the Event Planner for all outstanding out-of-pocket expenses.
Fees
As consideration for the provision of the Services by the Event Planner, the fees for the provision of the services are AED 1million.
Warranty
The Event Planner represents and warrants that it will perform the Services with reasonable skill and care.
Limitation of Liability
Subject to the Client’s obligation to pay the Fees to the Event Planner, either party’s liability arising directly out of its obligations under this Agreement and every applicable part of it shall be limited in aggregate to the Fees.
Confidentiality
Parties will disclose any information of the other, which comes into its possession under or in relation to this Agreement and which is of a confidential nature.
Miscellaneous
This Agreement constitutes the entire understanding between the Parties relating to the event and supersedes all prior representations, negotiations, or understandings with respect to the event.
Parties shall be liable for failure to perform any obligation under this Agreement if the failure is caused by any circumstances beyond its reasonable control, including but not limited to acts of god, war, or industrial dispute. The laws of the jurisdiction in which the Client is located shall govern this Agreement.
Agreed by the Parties hereto:
Signed by [Ewok Studio]
Singed by [Event Planner: Jaba Events]
The Key elements in the Contract
According to MacLaren (2004), to form a legally binding contract, six basic elements of contract formation must be satisfied. The parties to the contract must have capacity to contract; both parties must state the mutual assent to be bound to the contract terms; both parties must give consideration; the contract must have a lawful purpose; the terms of the contract must be reasonably certain and clear; and the contract must be in a form permitted by law.
Offer: A contract is formed by acceptance of an offer, which is the proposal by another party to enter into a contract. The offer can be oral or written. From the contract, Jaba events accepted the request to provide the necessary requirements, that is, an air conditioned tent, crew, and filming equipments.
Acceptance: the acceptance of the offer made by one party by the other party is what creates the contract. The acceptance as a rule cannot be withdrawn, nor can it vary the terms of the offer, alter it, or modify it. The two companies in the contracts sign the contract Ewok in Los Angles and fax it to Jaba Events in Abu Dhabi who also sign in acceptance to the contract.
Consideration: this may be money or any other right, interest, or benefit; thus, it is a necessary element of a contract. Consideration has to be expressed by both parties to the contract. From the contract, Ewok has consideration of paying AED 1milllion for services from Jaba Events.
Capacity of parties to contract: the general assumption by law is all people have the capacity to contract. Thus, parties trying to avoid a contract must plead their lack of capacities to contract against the parties. From the Contract, both parties sign the contract, showing they have capacities to meet their ends of the deal.
Intent of parties to contract: This basic requirement to the formation of any contract, be it oral or written, that there has to be a mutual assert on the proposed terms and other essential elements. From the contracts between the studio and the event organizer, they agreed that Jaba events would provide the necessary requirements needed for the casting of the movie in Abu Dhabi.
Objective of the contract: a contract cannot be enforceable if its objective is considered to be illegal or against public policy. Ewok Studios signed the contract in agreement with the legal laws of Abu Dhabi making sure everything is legal.
What would make the contract defective?
A formal agreement between two parties may be rendered defective for a number of reasons, which include; include failure by one or both parties to disclose a material fact: a mistake, misrepresentation, or fraud; undue influence or duress, one party’s legal incapacity to enter a contract, one or more terms that are unconscionable, or a breach of contract. One party can legally reject a voided contract, as it would be said to have a defect (Perillo, 2000).
Changes in the fact pattern in the scenario making the contract defective
“The company will provide a tent for the production crew, filming equipments, and a cast of actors for the movie that will include erotic scenes for a sum of AED 1million.” The changes in the contract fail to offer full disclose, the scenario does not define the kind of tent to be offered by the event organizer or the kind of tent required at the amount of compensation being offered.
Secondly, the contract does not specify the kind of actors the company requires to ensure their recruitment and costs is met. Finally, the contract does not meet the legal standard of the UAE as much as it meets the American legal standards. Acting of erotic scenes in Abu Dhabi may be deemed as indecent exposure, thus, the actors will not meet that part of the contract. Therefore, should the two parties sign the contract; it can be declared defective and be leading to its cancelation.
Part 3
Both sides Augments
According to Jaba Events, they offered services that met the amount offered by Ewok Studios, thus, for better services Ewok studio would have to compensate Jaba Events AED 200,000. On the other hand, according to the contract signed Ewok studios paid for the services they agreed on, the event organizer did not reveal any hidden costs and thus they do not deserve to incur extra cost to have the services they signed for in the contract for AED 1million.
Remedy
Both parties need to live to what they signed for in the contract since the contract disclosed what it needed provided. The event planner did not reveal any hidden cost in acquiring the highly qualified actors, thus, it should not impose any cost on to the studio, in addition, the crew should be given air conditioned tents to ensure their comfort and high productive to beat time deadlines, this will help avoid extra costs.
The studio could as well decide to share the extra cost with the Event Planner, since he had failed to disclose this hidden costs that are affecting the quality of the film being produced.
References
MacLaren, J., Sakellariou, R., Krishnakumar, K. T., Garibaldi, J., & Ouelhadj, D. (2004, June). Towards service level agreement based scheduling on the grid. In Workshop on Planning and Scheduling for Web and Grid Services (pp. 3-7).
Perillo, J. M. (2000). Origins of the Objective Theory of Contract Formation and Interpretation, The. Fordham L. Rev., 69, 427.