This Venue Responsibility, Assumption of Risk & Indemnification Agreement (“Agreement”) is entered into by and between The Little Makerspace, LLC (“The Little Makerspace,” “TLM,” “we,” “us,” or “our”) and the undersigned venue, organization, school, business, facility, or other entity (“Venue”), through its authorized representative (“Venue Representative”), in connection with the provision of maker programs, classes, workshops, parties, events, or other activities provided or facilitated by TLM (collectively, the “Program”).

​

1. PURPOSE OF THIS AGREEMENT

The Little Makerspace provides hands-on creative and maker experiences for children, families, schools, organizations, workplaces, and other groups. TLM's role in connection with the Program is to provide and/or facilitate the agreed-upon creative activity, which may include providing materials, supplies, instruction, demonstrations, activity guidance, setup, and cleanup, as specifically described in the applicable service agreement, proposal, invoice, or other written agreement between TLM and Venue (the “Service Agreement”).

Unless expressly stated otherwise in the Service Agreement, TLM is not providing childcare, babysitting, daycare, custodial care, or general supervision of participating children.

The Venue remains responsible for the care, supervision, and safety of all children and other participants while they are at the Venue or participating in the Program, except to the extent that the Service Agreement expressly provides otherwise.

​

2. VENUE'S RESPONSIBILITY FOR CHILD SUPERVISION AND CARE

Unless otherwise expressly agreed to in writing by TLM, the Venue is solely responsible for providing an adequate number of responsible adults, teachers, staff members, caregivers, chaperones, or other authorized personnel to supervise all children and participants during the Program.

Venue acknowledges and agrees that:

• TLM's facilitators are present to facilitate the maker activity, not to provide general childcare or custodial supervision;

• Venue personnel remain responsible for monitoring participating children throughout the Program;

• Venue personnel are responsible for assisting children with personal, behavioral, emotional, physical, medical, toileting, mobility, communication, or other needs that fall outside the ordinary facilitation of the maker activity;

• Venue personnel are responsible for maintaining appropriate adult-to-child supervision ratios and complying with any applicable laws, regulations, licensing requirements, school policies, or organizational requirements concerning supervision of children;

• Venue personnel must remain present and reasonably available throughout the Program;

• Venue personnel are responsible for intervening when a child engages in unsafe behavior or behavior that could reasonably result in injury to themselves, another person, TLM personnel, or property;

• Venue personnel are responsible for communicating to TLM, before the Program when reasonably possible, any known accommodations, behavioral considerations, allergies, medical conditions, mobility needs, or other participant needs that may reasonably affect safe participation; and

• Venue personnel remain responsible for participants before, during, and after the Program, including during arrival, departure, transitions, breaks, restroom use, and other periods when participants are not actively engaged in the maker activity.

TLM may pause, modify, or discontinue an activity if TLM reasonably determines that conditions are unsafe or that adequate supervision is not being provided. Such action does not transfer responsibility for childcare or supervision to TLM.

​

3. NO TRANSFER OF CHILDCARE RESPONSIBILITY TO TLM

Venue acknowledges that TLM's provision of instruction, demonstrations, activity guidance, or assistance during a Program does not constitute acceptance of responsibility for the general care or supervision of participating children.

TLM facilitators may assist participants with the proper use of activity materials and may provide reasonable guidance relating to the maker activity. Such assistance shall not be interpreted as an assumption of responsibility for the participant's overall safety, welfare, supervision, or care.

Unless specifically stated in the Service Agreement, Venue shall not represent to parents, guardians, participants, or other third parties that TLM is providing childcare or general supervision.

​

4. VENUE RESPONSIBILITY FOR PREMISES AND PROPERTY

Venue represents and warrants that the premises where the Program will occur are suitable for the Program and reasonably safe for the intended use.

Venue remains responsible for:

• the condition and safety of the premises;

• floors, walls, ceilings, doors, windows, stairs, railings, furniture, fixtures, electrical systems, plumbing, lighting, and other facility components;

• venue-owned equipment and property;

• identifying and communicating known hazards or restrictions affecting the Program;

• providing a safe and appropriate area in which the Program may be conducted;

• securing or removing property that Venue does not want exposed to ordinary activity-related use; and

• maintaining any security, access control, emergency procedures, fire safety procedures, or other facility requirements applicable to the premises.

Venue understands that maker activities may involve materials such as paint, clay, adhesives, craft materials, water, powders, tools, or other supplies. TLM will take reasonable precautions appropriate to the activity; however, Venue is responsible for determining whether the designated space is appropriate for the Program and for protecting property that it does not want exposed to ordinary risks associated with the activity.

Unless otherwise agreed in writing, Venue is responsible for any damage to its premises, furnishings, fixtures, equipment, or other property caused by participants, Venue personnel, guests, or other persons under Venue's supervision or control.

​

5. ASSUMPTION OF RISK

Venue acknowledges that participation in hands-on maker activities may involve inherent and reasonably foreseeable risks, including, without limitation, minor cuts, scrapes, burns, allergic or other reactions to materials, slips or falls, accidental contact with materials or equipment, staining or damage to clothing or personal property, and other injuries or property damage.

Venue agrees that it will communicate relevant risks and safety requirements to its staff, caregivers, chaperones, parents, guardians, and/or participants as appropriate and will take reasonable steps to ensure that participants are appropriately supervised.

​

6. RELEASE OF THE LITTLE MAKERSPACE

To the fullest extent permitted by applicable law, Venue, on behalf of itself and its successors, assigns, officers, directors, employees, agents, representatives, and authorized personnel, releases and forever discharges The Little Makerspace, LLC and its members, managers, employees, contractors, facilitators, agents, representatives, and affiliates (collectively, the “TLM Releasees”) from claims, demands, damages, liabilities, losses, costs, and expenses arising out of or relating to:

• the condition, maintenance, use, or safety of the Venue's premises;

• the actions or omissions of Venue, its employees, agents, contractors, volunteers, caregivers, teachers, staff, chaperones, or representatives;

• the supervision, care, custody, or control of participating children or other participants by Venue;

• the failure of Venue to provide appropriate supervision or care;

• the failure of Venue personnel to respond appropriately to a participant's physical, behavioral, medical, emotional, or other needs;

• property damage occurring at or in connection with the Venue, except to the extent caused by the gross negligence or willful misconduct of a TLM Releasee; and

• any other matter for which Venue is responsible under this Agreement or the Service Agreement.

Nothing in this Agreement is intended to release, waive, or limit any liability that cannot legally be waived or released under applicable law.

​

7. INDEMNIFICATION

To the fullest extent permitted by applicable law, Venue agrees to indemnify, defend, and hold harmless TLM and the TLM Releasees from and against any and all claims, demands, actions, causes of action, damages, judgments, liabilities, losses, costs, and expenses, including reasonable attorneys' fees and legal expenses, arising out of or relating to:

1. Venue's breach of this Agreement or the Service Agreement;

2. the condition or alleged unsafe condition of the Venue's premises;

3. the acts or omissions of Venue or its employees, agents, contractors, volunteers, caregivers, teachers, staff, chaperones, or representatives;

4. Venue's failure to provide adequate supervision, care, custody, or control of participating children or other participants;

5. injury to or death of a participant, guest, Venue personnel, or other person arising from matters for which Venue is responsible;

6. damage to or loss of Venue property or other property arising from matters for which Venue is responsible; or

7. any claim by a parent, guardian, participant, employee, or other third party arising from Venue's responsibilities under this Agreement.

This indemnification obligation shall not apply to the extent that a claim is finally determined by a court of competent jurisdiction to have resulted solely from the gross negligence or willful misconduct of a TLM Releasee.

​

8. PARTICIPANT AND PARENT/GUARDIAN WAIVERS

Venue acknowledges that TLM may require individual participant and/or parent/guardian waivers for certain Programs.

Venue agrees to cooperate with TLM in obtaining any required participant or parent/guardian acknowledgments before participation.

Nothing in this Agreement replaces or eliminates any participant or parent/guardian waiver that TLM separately requires.

Venue acknowledges that obtaining a participant waiver does not transfer Venue's responsibility for childcare, supervision, premises safety, or other responsibilities expressly assigned to Venue under this Agreement.

​

9. MEDICAL AND EMERGENCY RESPONSIBILITIES

Venue is responsible for maintaining and following its own applicable emergency, medical, first-aid, and child-safety procedures.

Venue represents that it has obtained any parent/guardian permissions and emergency contact information required for participating minors and will ensure that appropriately authorized Venue personnel are available to respond to participant needs and emergencies.

TLM facilitators may contact emergency medical services when they reasonably believe emergency assistance is necessary; however, such action does not constitute an assumption of general medical, childcare, or custodial responsibility by TLM.

Venue remains responsible for communicating relevant participant medical information to its own personnel and for implementing its applicable emergency procedures.

​

10. MATERIALS, EQUIPMENT, AND ACTIVITY MODIFICATION

TLM will use reasonable care in selecting and providing materials and in facilitating the Program.

TLM reserves the right to modify, restrict, pause, or discontinue any activity when reasonably necessary because of safety concerns, environmental conditions, participant behavior, inadequate supervision, venue conditions, or other circumstances that could reasonably create an unsafe situation.

TLM's decision to modify or discontinue an activity shall not constitute a breach of this Agreement when made in good faith for safety reasons.

​

11. INSURANCE

Venue represents that it maintains any general liability, property, workers' compensation, childcare, school, organizational, or other insurance coverage required by law, by its governing organization, or that is reasonably appropriate for its operations and responsibilities under this Agreement.

Upon reasonable request, Venue agrees to provide TLM with evidence of applicable insurance coverage and/or additional-insured documentation if required by the Service Agreement.

​

12. COMPLIANCE WITH APPLICABLE REQUIREMENTS

Venue is responsible for ensuring that its participation in the Program complies with all applicable laws, regulations, licensing requirements, school or organizational policies, occupancy requirements, child-safety requirements, supervision requirements, and other rules applicable to Venue and its operations.

​

13. VENUE REPRESENTATION AND AUTHORITY

The individual signing this Agreement represents and warrants that they are authorized to act on behalf of the Venue and have authority to bind the Venue to the terms of this Agreement.

Venue acknowledges that it has had the opportunity to review this Agreement and obtain independent legal advice before signing.

​

14. GOVERNING LAW

This Agreement shall be governed by and construed in accordance with the laws of the State of New Jersey, without regard to its conflict-of-law principles.

​

15. SEVERABILITY

If any provision of this Agreement is determined to be invalid, unlawful, or unenforceable, that provision shall be enforced to the fullest extent permitted by law, and the remaining provisions shall remain in full force and effect.

​

16. ENTIRE AGREEMENT

This Agreement, together with the applicable Service Agreement and any other written documents expressly incorporated into the Service Agreement, constitutes the agreement between TLM and Venue concerning the responsibilities addressed herein and supersedes any prior oral or written representations concerning those responsibilities.

In the event of a conflict between this Agreement and the Service Agreement, the specific written terms of the Service Agreement shall control with respect to the specific Program or services identified therein.

​

17. DURATION

This Agreement shall apply to the Program identified below and, unless otherwise specified in writing, to subsequent Programs conducted by TLM for the same Venue during the term of the parties' ongoing relationship.

​

​

By signing below, I certify that I am authorized to sign on behalf of the Venue.

I acknowledge that I have read and understand this Agreement and agree that, unless specifically stated otherwise in the applicable Service Agreement, the Venue—not The Little Makerspace, LLC—is responsible for the care, custody, supervision, and safety of participating children and for the condition and safety of the Venue's premises and property.

​

I further acknowledge that The Little Makerspace is providing and/or facilitating the maker activity and that its facilitators are not providing general childcare or custodial supervision unless expressly agreed to in writing.

I agree to the release, indemnification, and other terms contained in this Agreement.

​