Mushin Membership Agreement

This Membership Agreement, hereinafter referred to as "Agreement," is entered into and made effective as of July 16th, 2021 by and between the following parties:

Mushin Bar LLC. ("Organization"), a limited liability company, organized under the laws of the state of California, having its principal place of business at the following address:

1814 Franklin St. Suite 5G
Website Address: www.mushinsportslounge.com
Email: members@mushinsportslounge.com
and
All current and future members of the Organization, specifically here the following member:

Name: (" Name of Member"), the current individual agreeing to the terms of this Agreement, having a residential address and phone number at the following:
Address:
Email:
Organization and Member may be referred to individually as "Party" and collectively as the "Parties."

RECITALS:
WHEREAS, Organization is designed for the following purpose, elaborated on more fully below:

Mushin Sports Lounge Membership
WHEREAS, Member would like to join Organization and acknowledges and agrees to be bound by the terms and conditions listed herein;
NOW, therefore, in consideration of the promises and covenants contained herein, as well as other good and valuable consideration (the receipt and sufficiency of which is hereby acknowledged), the Parties do agree as follows:

Article 1 - MEMBERSHIP:
This Agreement forms a legally binding agreement between Member and Organization and governs the Member's access and use of the Organization's website and any services thereon (collectively the "Membership Services"). Hereinafter "you" or any third-party pronouns will refer to Member.
BY ACCESSING OR USING ANY OF THE MEMBERSHIP SERVICES AND BY SIGNING THIS AGREEMENT THROUGH PAPER OR ELECTRONIC MEANS, YOU AGREE TO BE BOUND AND ABIDE BY THIS AGREEMENT AND ANY AMENDMENTS THERETO. READ THIS AGREEMENT CAREFULLY BEFORE USING ANY OF THE MEMBERSHIP SERVICES, ESPECIALLY SINCE THIS AGREEMENT MAY AFFECT YOUR LEGAL RIGHTS, SUCH AS REQUIRING BINDING INDIVIDUAL ARBITRATION, AND LIMITING YOUR RIGHT TO BRING A LAWSUIT OR CLASS ACTION. IF YOU DO NOT AGREE TO THESE TERMS, PLEASE IMMEDIATELY CEASE USE OF ANY OF THE MEMBERSHIP SERVICES.

Article 2 - MEMBERSHIP SERVICES:
The Membership Services specifically provided by Organization are as follows:
1-   One complimentary Owners Box rental per year
Reservation of the box is first come first served basis and must be reserved 90 days In advance. Members are allowed to cancel or change their reservations 30 days prior to the event date. Any cancellations within 30 days of the event date may not be rescheduled before serving a 90 day event scheduling penalty. Members may be accommodated if there is availability when booking the Owners Box within the 90 day advance reservation period.  All free rentals must happen within the calendar year of membership. There is no carryover of unused Owners Box rentals or any other reservations of any type. All event types will require Mushin Bar, LLC approval. Ideal events are:  birthdays, anniversaries, company events, book releases, meetings, and presentations.

2- Two (2) complimentary table reservations per year
Table reservations are on a  first come first served basis. Members can book a table as long as there is availability. All free table reservations must happen within the calendar year of membership. Every table reservation comes with a complimentary $175 spending voucher. No carryover of unused table voucher reservations or any other reservations. Tables can only be reserved for a maximum of six people. Ideal events are:  NBA playoffs, World Cup games, Olympic games, Super Bowl, World Series, Champions League Finals and Social hangouts.

3- Twelve (12) complimentary drink vouchers per year
The complimentary drinks are cocktails, champagne, wine, beer, water and fountain drinks. The vouchers cannot be used for spirit bottles or any premium bottled alcohols.

 
4- 20% Discount Owners Box rental
The Owners Box rental fees are $250 per hour with 3 hours minimum required when booked by the public. Members can book the Owners Box after using up their initial free rental. Booking a rental is subject to availability.

5- 20% off table reservations
A table reservation is $175 per table. Members can reserve a table after using up their initial free table reservations. Members have to spend a minimum of $175 per reservation. A 20% discount will be given towards the $175 minimum spend once reached. Reserving a table is subject to availability.

6- 20% off special event tickets
In addition to members-only events, which will be free to all members and their guests, special events like celebrity host viewing parties, talks, conferences etc. will be subject to ticket purchases by all attendees.

7- 20% discount on drink transactions over $75
Upon spending $75+ per visit, members could ask for their 20% discount. Ifthe discount wasn’t applied during your visit we can credit your account after the visit.

8- Access to Owners Box when not booked
The Owners Box is open to members during business hours. The section will be closed to the general public during regular business hours. When a member comes into Mushin, they can enjoy the Owners Box with up to 3 friends if capacity permits. Members are required to be respectful to other members in the Owners Box. Loud noise or belligerent behavior will not be allowed. Members are responsible for the party they let in the Owners Box and will be held responsible for any unruly actions committed by the member’s guests or friends.

9- Pay-Per-View event passes

10- Entrance to all watch parties
Members receive dedicated entrance on special events to gain quick access into Mushin.

11- Dedicated members-only wifi

12- Access to members-only events

13- Invite up to 3 friends*
Reservation is required in advance on special events, such as Playoff finals, World Cup events, Pay-per-view and any big sporting or social events

Article 3 - DISCLAIMERS:
Organization is in no way responsible or liable for Member's interactions with others and Member's actions and interactions are Member's sole and exclusive responsibility. Organization is also not responsible or liable for any content posted by other Members. If Member provides any content for posting to Organization, Organization shall be permitted to use such posted content for any legal purpose, as a royalty-free license, but otherwise claims no proprietary rights in Member's content.

Article 4 - REGISTRATION:
Member may be asked to register to use the Membership Services. Member will choose a unique identifier and password. Member is responsible for ensuring the continued accuracy, security, and confidentiality of this information. Member may also be asked to provide billing information, which will be subject to the same requirements of accuracy, security, and confidentiality. Providing false or inaccurate information, or using the Membership Services for fraudulant or unlawful activity is grounds for immediate termination of this Agreement.

Article 5 - USE:
Member agrees not to use the Membership Services for any unlawful purpose or any purpose prohibited under this clause. Member agrees not to undertake any action which may damage the Organization in any way.

Member further agrees not to use the Organization or Membership Services:
a) To harass, abuse, or threaten others or otherwise violate any person's legal rights;
b) To violate any intellectual property rights of the Organization or any third party;
c) To upload or otherwise disseminate any computer viruses or other software that may damage the property of another;
d) To perpetrate any fraud;
e) To engage in or create any unlawful gambling, sweepstakes, or pyramid scheme;
f) To publish or distribute any obscene or defamatory material;
g) To publish or distribute any material that incites violence, hate, or discrimination towards any group;
h) To unlawfully gather information about others.

Article 6 - FEES:
Member agrees to pay Organization membership fees ("Fees") at the execution of this Agreement and as the Organization requires thereafter. Member will be shown the specific Fees applicable to the Membership Services at the time of execution and will pay such Fees through Organization's online payment system. Fees are payable as described therein.

Article 7 - RELEASE:
Member hereby releases Organization, as well as any of Organizations affiliates, licensors, suppliers, subsidiaries, parents or other legal representatives, from any claims, demands, damages or other legal action which may arise from Member's dispute with any other Member.

Article 8 - TERMINATION:
This Membership Agreement shall continue until terminated by either Party. In order for Member to cancel, a written notice must be provided to Organization 90 days prior to termination fo the agreement.

This Agreement may also be immediately terminated in the event that there is a breach of the terms of this Agreement by either Party. This Agreement will also immediately terminate upon the death of the Member, the inability of the Member to pay the Fees required, the liquidation, dissolution or discontinuance of the Organization by the Organization in any manner, or the filing of any petition by or against the Organization under federal or state bankruptcy or insolvency laws.

Article 9 - LIMITED LICENSE:
Member acknowledges and agrees that the Organization's name, services, and any logos, designs, text, graphics, photo image, software, content, files, materials, and any other intellectual property rights contained therein, including without limitation, any copyrights, patents, trademarks, proprietary or other rights arising thereof, are owned by the Organization or its affiliates, licensors, or suppliers.

Member acknowledges and agrees that the source and object code of certain Membership Services and the format, directories, queries, algorithms, structure, and organization of the same are the intellectual property, proprietary, and confidential information of Organization and its affiliates, licensors, and suppliers.

Member expressly agrees not to do anything inconsistent with Organization's ownership of all of the intellectual property discussed herein. Member further agrees that there are no rights, title, or interest in or to any Membership Services, except as stated in this Agreement. In addition, except as expressly set forth in this Agreement, Member is not conveyed any right or license by implication, estoppel, or otherwise in or under any patent, trademark, copyright, or other proprietary rights of Organization or any third party.

For any Membership Services which enable Member to use any software, content, equipment or other physical or non physical materials owned or licensed by Organization, Organization grants Member a limited, revocable, non-exclusive, non-sublicensable, non-transferable license to access and use the specific Membership Services, and any related software, content, equipment or other materials FOR PERSONAL, NON-COMMERCIAL USE ONLY.

Article 10 - RESTRICTIONS:
Member is prohibited from selling, reselling, or making commercial use of the Membership Services, unless Member has specifically an executed agreement with Organization that expressly allows for such activity.

Article 11 - THIRD-PARTY SERVICES:
Certain Memberships Services may integrate, be integrated into, or be provided in connection with third-party websites, services, content, and/or materials ("Third-Party Services"). Organization does not control any Third-Party Services. The organization makes no claim or representation regarding the third-party services and accepts no responsibility for the quality, content, nature, or reliability of Third-Party Services. There is no implied affiliation, endorsement, or adoption by the Organization of these Third-Party Services and Organization shall not be responsible for any content provided on or through these Third-Party Services.

Article 12 - MEMBER CONSENTS:
Member agrees and verifies that all of the information they have given the Organization and its representatives is accurate, up to date, and without the omission of any requested information. Member agrees and verifies that even if they have omitted any necessary personal information, whether knowingly or unknowingly, they will hold the Organization harmless against all liability for any damages that may occur to Member or others because of Member's actions or inactions. Member agrees to notify the Organization Membership Group of any changes or upcoming changes concerning their personal information.

Article 13 - ASSUMPTION OF RISK:
Member agrees and understands that their participation in the Membership Services may involve risks. These risks may lead to tangible or intangible harm, and Member agrees that these risks may result not only from their own actions but also from the actions of others. With the knowledge and understanding of these risks, Member chooses, of their own will and volition, to continue participating in the Membership Services.

Article 14 - INDEMNIFICATION:
Member agrees to defend and indemnify Organization and any of its affiliates (if applicable) and hold them harmless against any and all legal claims and demands, including reasonable attorney's fees, which may arise from or relate to Member's use or misuse of the activities, Member's breach of this Agreement, or Member's conduct or actions. Member agrees that Organization shall be able to select its own legal counsel and may participate in its own defense, if so desired.

Article 15 - REPRESENTATION:
Member agrees that they are over 21 (Twenty-One) years of age and legally consent to and enter into this Agreement.

Article 16 - ENTIRE AGREEMENT:
This Agreement constitutes the entire understanding between the Member and the Organization with respect to any and all use of the Membership Services. This Agreement supersedes and replaces all prior or contemporaneous agreements or understandings, written or oral, regarding the Parties' relationship.

Article 17 - COUNTERPARTS:
This Agreement may be executed in counterparts, all of which shall constitute a single agreement. The Agreement shall be effective as of the date set forth above.

Article 18 - SURVIVAL:
Any provision of this Agreement which by its terms imposes continuing obligations on either of the parties shall survive termination of this Agreement.

Article 19 - SEVERABILITY:
If any part or subpart of this Agreement is held invalid or unenforceable by a court of law or competent arbitrator, the remaining parts and subparts will be enforced to the maximum extent possible. In such condition, the remainder of this Agreement shall continue in full force.

Article 20 - DISPUTE RESOLUTION:
In case of a dispute between the Parties relating to or arising out of this Agreement, the Parties shall first attempt to resolve the dispute personally and in good faith. If these personal resolution attempts fail, the Parties shall then submit the dispute to binding arbitration. The arbitration shall be conducted in the county and state noted in the GOVERNING LAW provision of this Agreement. The arbitration shall be conducted by a single arbitrator, and such arbitrator shall have no authority to add Parties, vary the provisions of this Agreement, award punitive damages, or certify a class. The arbitrator shall be bound by applicable and governing federal law as well as the law of California. Each Party shall pay their own costs and fees. Claims necessitating arbitration under this section include, but are not limited to: contract claims, tort claims, claims based on federal and state law, and claims based on local laws, ordinances, statutes or regulations. Intellectual property claims by the Organization will not be subject to arbitration and may, as an exception to this subpart, be litigated. The Parties, in agreement with this subpart of this Agreement, waive any rights they may have to a jury trial in regard to arbitral claims.

Article 21 - GOVERNING LAW:
This Agreement shall be governed by and construed in accordance with the internal laws of California without giving effect to any choice or conflict of law provision or rule. Each party irrevocably submits to the exclusive jurisdiction and venue of the federal and state courts located in the following county: Alameda.

Article 22 - NOTICES:
All notices, requests, consents, claims, demands, waivers and other communications hereunder (each, a "Notice") shall be in writing and addressed to the parties at the addresses set forth on the first page of this Agreement. All notices shall be delivered by email or at the address which the parties may designate to each other, personal delivery, nationally recognized overnight courier (with all fees pre-paid), or certified or registered mail (in each case, return receipt requested, postage pre-paid). Except as otherwise provided in this Agreement, a Notice is effective only if (a) the receiving party has received the Notice and (b) the party giving the Notice has complied with the requirements of this section.

Article 23 - HEADINGS:
Headings to this Agreement are for convenience only. Headings shall in no way affect the provisions themselves and shall not be construed in any way that would limit or otherwise affect the terms of this Agreement.