Re: draft contract

[Bruce Scanlon]

sorry, I didn't attach the contract!

On Fri, Aug 30, 2013 at 1:09 PM, Bruce Scanlon <bruce....@gmail.com> wrote:

Hi Mark and Andrea, I will bring a paper copy for you but this is the first draft of a contract for us...

Cheers,

Bruce :-)

[Bruce Scanlon]

[Ashleigh Easton]

looks pretty good, have any changes been made to this version bruce?

i must be mistaken but i thought that the 'security' fee was going to be a one-off and not part of their recurring payment?

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[Bruce Scanlon]

yes you are correct that you were mistaken ;-)  It wasn't a one off fee, it was part of the continuing payment struture.  Of course that sum of money can be repackaged and reconceptualized.  There will certainly be a review of payment and things after our year there.

Andrea suggested some changes to this contract to poppy and i while we were there, which to me seemed like clarifications and did not affect the actual terms.  Andrea has had someone else look at it and won't be getting a new version back to us for a week or two, and we will want to look it over and run it by our lawyer (we hope) as well.

[Hippie Tim]

Was thinking about this last night as I was drifting off, I think it is important that  we add a clause the states that we have exclusive use of the paddocks we are being offered (there should be a map with showing boundaries and names, and then naming the paddocks in the contract) during the event time.

We'd probably have to talk to a lawyer but this would be to protect the fact that we can trespass people if they are causing issues etc.

There's a big difference between having use to something and having exclusive use, and during the event itself, and not in the pre or post necessarily, we want to have exclusive use I would think.

[Kathy Guidi]

1.  Am in agreement with Tim about putting in the word 'exclusive use' of paddocks.

2.  I think we should add another clause, per Bacon's suggestion, that the Lodge cannot be rented during the festival UNLESS it is done so by attendees of Kiwiburn   (this is of course dependent on what we decide in the other thread about lodge rental, but in any case, the first part of the sentence would be true)

3.  If we agree that the lodge can be rented during the festival, then this clause needs to be modified:

·         2-3 nights hunting lodge rental at the cost of $320 per night plus $70 per person per night for over 2 people.

to something like:

       *  2-3 nights hunting lodge rental by the Kiwiburn Excom for the annual summit expected to be held in March or April per year.  Lodge rental cost to be $320 per night plus $70 per person per night for over 2 people.    IF the lodge is rented during the festival by festival participants, then the Kiwiburn Excom has the right to forgo the rental of the lodge for it's annual summit gathering

4.  I think we should also add a clause about both parties having the right to review the remuneration part of the contract after KB 2014.  This will allow us to jiggle around the "security difference" line item.      As it stands now,  Rathmoy will get approx $11,000 from us and this will scale up as the festival numbers grow.  (for every 100 participants over 500, they get $1000).    This year we are only estimating 585 participants, but we could easily see 700 which means another $1000+ for them.

5.  Should we modify this sentence to say 2 to 3 containers since we were talking maybe about adding 2 new ones?

*     That Kiwiburn will store festival materials year round within 2 containers to be located by agreement of both parties.

Bruce, you said 5 days ago that Andrea won't be getting back to us for another week or two.   This concerns me as

a)  Ticket sales are commencing Oct 1st (13 days from now)
b)  We need to get back to SLAM asap.

SO... are we going to take a leap of faith and say this is a go?   Per Tim's comment in the SLAM thread, he didn't seem to be keen to do so until the contract is signed.

-K

[bacon]

If I'm not in on the full details of the contract please let me know and I'll zip it. It is not my intention to be a cynical shit, it's just  I can see intent in this contract that doesn't look in keeping with the wording. I have concerns about 3 clauses for compensation to Rathmoy.

1. As per the draft contract: • $10 per ticket fee for each ticketed attendee over 500. 

2. In addition Kiwiburn agrees to the following services as part of compensation for use of Rathmoy paddocks:Complete clean up of festival site after the festival.

3. In addition, Kiwiburn agrees to remunerate to Rathmoy for any ancillary costs that is deemed appropriate and which is  discussed by both parties: (ie: track remetaling/resurfacing, stock feedout, repair of damage, etc).

Putting the economist goggles on and looking at the big picture Ceteris paribus (all other things held constant) The inclusion of the $10 per ticket over 500 tickets is ridiculous when included in conjunction with the second and third clauses above.

This contract worded like this allows for Rathmoy to pocket that $10 per ticket and then ask for higher impact (road metalling, feed out, damages and others ) from more participants to be covered under ancillary cost clause. I can see the intent but without any definition linked to what that $10 covers it effectively just becomes, I hate to use this word, ....... a dividend. 

Does it bother anyone that if we look at increases in attendance we see the following rent costs:

Double the attendance estimate from 586 to 1171 our cost to rent Rathmoy (excluding all ancillary costs) becomes $17386.

Triple the attendance to 1756 our cost to rent Rathmoy (excluding all ancillary costs) becomes $23242.

This is a problem, we should be seeing greater economy of scale as on site use our participation increases.

Bacon.

[Bruce Scanlon]

speaking as our contract negotiator, i offer the following opinions:

--fundamental changes to compensation for this year, such as  ($10 per tickets above 500), are not possible.

--clarifications such as exclusive use of paddocks, when coupled with reasonable rationales (the ability to trespass people ) should be no problem

-- I think all sides are happy to review the contract after one year.

--

[Pete Wyatt]

thinking it thru I feel that land use is pretty much a linear cost, twice the people would see twice the campers using twice the area to spread their camps on, twice the vehicle traffic resulting in twice the road maintenance potential etc so I would be happy with a linear cost of $10/person after 500 as that works out to $2/night/person.

I am not a good negotiator but I am happy with what I am seeing in the contract.

Portaloos is our other linear cost, most other costs would decrease with growth as a percentage of ticket cost

[bacon]

Lumos, 

I fully support rental cost growing and fair land reinstatement fees. You are correct in saying: 

"twice the area to spread their camps on, twice the vehicle traffic resulting in twice the road maintenance potential etc so I would be happy with a linear cost of $10/person after 500 as that works out to $2/night/person. 

But you are missing my point. 

The contract does not specify that the $10 per ticket covers those expenses. The contract actually states they would receive the $10 per ticke and does not have any stipulation attached that it is for covering costs associated with higher participant numbers. It in effect is a fee for nothing because all those expenses you just mentioned are expressly provided for in the ancillary costs clause. 

I am but one voice, if nobody else has a concern then don't worry.

[Pete Wyatt]

I get your point Bacon

[Mark Stirling]

Hi Bruce - I have been in usa for a month and not looked at gmail. I have to sign this as founder/regional  when it gets finalised?

Heading to NZ tomorrow night - will miss temple for CHCH. Have a really meaningful time there.

Markx

[Bruce Scanlon]

hi mark, this is a legal agreement between business entities, so since your legal relationship with kiwiburn inc. is that of member, you don't need to sign from that stand point.

I do think a regional rep needs to be present at the event for sure, and perhaps give their blessing, perhaps in writing.  Lumos can certainly fulfill all those requirements, and Tim once he gets awarded the position.

So thank you for your concern, but I think we have this one covered :-)

So

[Mark Stirling]

Just read this message. I was just responding to the "Mark" part of Mark and Ashleigh. Thought you were referring to me. When did this event happen, or will happen?

Cheers

Mark

[Ashleigh Easton]

mark and andrea are the names of the leaseholders at the new site.