These Terms of Service form a binding agreement between you and Bad Hats Theatre. They explain what you may expect from our workroom and what we expect from you when you visit our website, submit an enquiry, or engage us to plan and deliver a production. Please read them carefully before using the website or commissioning any work.
By accessing this website, sending an enquiry to Bad Hats Theatre, or engaging our services, you agree to be bound by these Terms of Service. If you do not agree with any part of these terms, please do not use the website and do not commission work from the workroom.
These terms apply in addition to any written production agreement, proposal or statement of work that you and Bad Hats Theatre sign. If a signed production agreement conflicts with these terms, the signed agreement prevails for that engagement. Otherwise, these terms govern the relationship between you and our workroom.
In these terms, Bad Hats Theatre, we, us and our refer to Bad Hats Theatre, with its workroom at 317-1030 King St W, Toronto - M6K 0B4, Canada (CA). Client, you and your refer to the person or organisation using the website or engaging our services. Services means the production planning, staging, design, fabrication, ticketing and logistics work described on this website. Deliverables means the documents, plans, drawings, cue sheets, fabricated items and reports that we produce for a client.
Engagement means a specific piece of work agreed between the client and the workroom, whether confirmed by email, by signature or by a proposal that the client accepts in writing.
Bad Hats Theatre provides production systems and stage design services. These include season production planning, corporate showcase staging, lighting and sound plot design, set and prop fabrication, ticketing and front-of-house systems, and touring and venue logistics.
The exact scope of any engagement is set out in a proposal or statement of work. Unless a proposal states otherwise, our services cover the planning, design and fabrication work described in that document and do not include venue rental, performer fees, music licensing, insurance or other costs that belong to the client or the venue.
We may use subcontractors, crew and specialist makers to deliver an engagement. When we do, we remain responsible for the quality of the work and for coordinating the people involved.
Our website and services are intended for organisations and adults who plan and produce live events. By engaging us, you confirm that you are at least the age of majority in your jurisdiction and that you have the authority to bind the organisation you represent.
If you contact us on behalf of a company, venue or production, you confirm that you are authorised to share the information you provide and to make decisions about the engagement. If your authority changes, please tell us promptly so that we can update our records.
An enquiry sent through our website, by email or by telephone does not create a contract. We respond to enquiries as quickly as we can, normally within one business day, and we may ask for additional detail before preparing a proposal.
Proposals are valid for the period stated in the document, or for thirty days if no period is stated. A proposal becomes binding only when the client accepts it in writing and, where a deposit is required, pays that deposit. We reserve the right to decline an enquiry or to withdraw a proposal before acceptance.
A booking is confirmed when the client accepts our proposal in writing and the required deposit reaches us. At that point we reserve the workroom time, crew and materials needed for the engagement.
Once a booking is confirmed, the schedule and the resources committed to it may not be changed without agreement. We will issue a written confirmation that names the services, the dates and the key contacts for the engagement.
If the client requires a formal purchase order or a countersigned contract, the booking is confirmed once that document is received and any deposit is paid.
Fees for an engagement are set out in the proposal or statement of work. Unless stated otherwise, fees are quoted in Canadian dollars and exclude applicable taxes, which are added where required by law.
If a client disputes an invoice, the client should raise the issue promptly and in writing so that we can resolve it without delaying the production.
A successful production depends on both parties. The client agrees to provide accurate information, timely decisions and reasonable access to venues and people needed for the work.
If the client delays a decision or withholds access, we may need to adjust the schedule, and any resulting cost is the client responsibility.
Production schedules are built around venue availability, crew availability and fabrication time. We plan with honest buffers, but live events are subject to change. When a change is requested, we will assess the impact on cost, materials and other bookings and confirm the revised plan in writing.
Minor adjustments within the agreed scope are handled as part of the engagement. Changes that add services, extend dates or require new fabrication are treated as additional work and quoted separately.
We ask clients to raise schedule concerns as early as possible, because the workroom can absorb an early change more easily than a late one.
A client may cancel or postpone an engagement by written notice. The consequences depend on how close the notice is to the scheduled work and on the costs the workroom has already committed.
If Bad Hats Theatre must cancel an engagement for reasons within our control, we will refund any amount paid for work not performed and will help the client find an alternative where we can.
Unless a proposal states otherwise, the documents, drawings, plots and designs we produce remain the intellectual property of Bad Hats Theatre, and the client receives the right to use them for the production for which they were prepared.
The client owns the material it provides to us and grants us the right to use that material for the purpose of the engagement. If we wish to use a design for a portfolio or a case study, we will ask for permission first.
Fabricated items, such as sets and props, belong to the client once the engagement is paid in full, subject to any third party rights in the underlying designs.
We deliver the agreed documents, plans, drawings, cue sheets, fabricated items and reports as described in the proposal. At the end of an engagement we provide a handover that explains how to run the production, including front-of-house routines and any maintenance notes.
Once handover is complete, the client may run the production independently. We remain available for follow up questions within a reasonable period, and any further work is treated as a new engagement.
We ask clients to inspect deliverables promptly and to raise any issue within the period stated in the proposal, so that we can correct it before it affects a performance.
Some engagements involve goods, services or venues supplied by third parties. We coordinate these elements as part of our services, but we do not control the third parties and cannot guarantee their performance.
Where we supply a third party item at the client request, the third party terms may apply in addition to these terms. We will tell the client when a third party term is important, such as a venue rule that affects the set or a supplier condition that affects delivery.
The client is responsible for venue rules, licences and insurance, unless the proposal states that we will arrange them.
Safety is a shared duty in any production. We build sets, props and rigging to safe working tolerances and we follow applicable workplace safety requirements. Clients and venues must also meet their own safety and accessibility obligations.
We expect the client to provide safe working conditions for our crew, including safe access to the venue, adequate power, and a working environment free from hazards. If a site is unsafe, our crew may stop work until the hazard is resolved, and any resulting delay is treated as a client responsibility.
Any modification of our fabricated items by the client or a third party is at the client risk, and we are not responsible for the consequences of such a modification.
Each party may share confidential information with the other during an engagement. Confidential information includes unpublished production plans, pricing, business methods and any material marked as confidential.
We protect client confidential information and use it only for the engagement. The client agrees to protect our confidential information in the same way. These duties do not apply to information that is already public, that is independently developed, or that must be disclosed by law.
Confidentiality duties continue after an engagement ends, for as long as the information remains confidential.
We provide our services with the skill and care reasonably expected of a professional production workroom. We warrant that our deliverables will substantially conform to the description in the proposal.
Except as stated in these terms or in a signed agreement, our services and website are provided without additional warranties, whether express or implied, including any implied warranty of merchantability or fitness for a particular purpose. We do not warrant that the website will be uninterrupted or free from error.
Live performance carries inherent uncertainty. We plan carefully, but we cannot guarantee a particular audience response, ticket revenue or critical outcome.
To the fullest extent permitted by law, Bad Hats Theatre is not liable for indirect, incidental, special or consequential damages, including lost profits, lost revenue or lost opportunities, arising from an engagement or from the use of the website.
Our total liability for any engagement is limited to the total fees paid by the client for that engagement. This limit does not apply to a matter that cannot be limited by law, such as fraud or wilful misconduct.
Each provision of this section applies separately. If one provision is found to be unenforceable, the remaining provisions continue to apply.
The client agrees to indemnify and hold Bad Hats Theatre harmless from claims, losses and costs that arise from the client materials, the client instructions, or the client breach of these terms. This includes claims that client material infringes the rights of a third party.
Bad Hats Theatre agrees to indemnify the client from claims that our fabricated items infringe a third party right, provided the client has used the items as intended and has not modified them. The client must notify us promptly of any such claim so that we can respond.
You may use this website for lawful purposes and to learn about our services. You agree not to misuse the website, interfere with its operation, attempt to gain unauthorised access, or use automated tools to scrape content without permission.
We may suspend access to the website for anyone who breaches these rules.
We may suspend or terminate an engagement if the client breaches these terms, fails to pay an invoice, or creates an unsafe working condition. Where practical, we will give the client an opportunity to remedy the issue first.
Either party may terminate an engagement for material breach that is not remedied within a reasonable period after written notice. On termination, the client pays for work completed and for materials committed, and we deliver any finished or part finished deliverables that have been paid for.
Termination does not remove obligations that by their nature should survive, such as confidentiality, intellectual property and liability provisions.
Neither party is liable for a failure to perform caused by an event beyond its reasonable control. Such events include natural disasters, severe weather, public health emergencies, labour disputes, venue closures, transport failures and government action.
When a force majeure event occurs, the affected party will notify the other promptly and both parties will work in good faith to reschedule the affected work. If the event continues for an extended period, either party may end the engagement and settle for work completed.
These terms are governed by the laws of the Province of Ontario and the federal laws of Canada that apply there. The parties submit to the exclusive jurisdiction of the courts of Ontario for any dispute that cannot be resolved by discussion.
Before starting formal proceedings, the parties agree to attempt to resolve a dispute through good faith negotiation. If negotiation does not resolve the matter, the parties may agree to mediation before resorting to litigation.
We may update these Terms of Service from time to time. The effective date at the top of the page shows when the current version came into force. The version in force at the time you engage our services applies to that engagement.
If we make a material change, we will post the new version on this page. Continuing to use the website after an update means that you accept the revised terms.
If you have any question about these Terms of Service, please contact our workroom directly.
Bad Hats Theatre
317-1030 King St W
Toronto - M6K 0B4
Canada (CA)
Email tickets@badhatstheatre.mom
Phone +18584413685
We answer questions about these terms within one business day and will do our best to resolve any concern quickly and fairly.
Thank you for taking the time to read the Terms of Service of Bad Hats Theatre. We look forward to carrying your production through the workroom.
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