Sphere Suite Terms and Conditions

By accepting these Terms and Conditions online, Client agrees that Client is making a reservation request (a “Reservation Request”) for a suite in the Sphere (a “Suite”) during the event(s) set forth in this Agreement (each, a “Suite Event”). There is no guarantee that by submitting a Reservation Request that the Suite will be licensed to Client. If and to the extent that MSG accepts the Reservation Request submitted by Client, which acceptance will be confirmed by MSG in writing (the “Reservation Acceptance”), then effective as of the Reservation Acceptance, MSG hereby grants, and Client hereby accepts, a license to use the Suite during the Suite Event. If and to the extent that MSG does not provide a Reservation Acceptance, MSG will provide written notice that the Reservation Request has not been accepted (the “Termination Notice”) and the Agreement will immediately terminate,

In consideration of the rights granted to Client hereunder, Client agrees to pay to MSG a fee in the amount of the Deposit Amount set forth in the Agreement, payable immediately upon Client’s execution of this Agreement except as otherwise expressly set forth herein. All amounts paid by Client to MSG hereunder are non-refundable, provided that the Deposit Amount shall be refunded within sixty (60) days following MSG’s delivery of the Termination Notice. For the avoidance of doubt, the Deposit Amount shall be the fee under this Agreement.

MSG may make available to Client certain hospitality services (e.g., food, beverages, etc.) relating to Client's use of a Suite during Suite Events. The availability of all such hospitality services, and the pricing for such services, shall be determined from time to time by MSG. Client agrees to pay a gratuity on all such services equal to fifteen percent (15%) of the aggregate charges. The parties acknowledge that any amount owed by Client for any such services delivered by MSG to Client (and for taxes and the gratuity thereon) shall be payable by Client at and/or in advance of applicable Suite Events, as determined by MSG.

No more than the total number of persons agreed upon in writing by the parties (i.e., a number of persons equal to the total number of suite passes provided hereunder) shall be permitted to enter a Suite during applicable Suite Events. Client will not be permitted to invite any members of the media (acting in their professional capacity) to be on-site at the Sphere, including as guests in the Suite, without MSG’s prior written approval (in its absolute discretion). In the event that the guest list for the Suite includes any members of the media (acting in their professional capacity), Client will be required to submit the full guest list in advance of the Suite Event.

Client's right of access to a Suite for applicable Suite Events shall be solely by presentation of suite passes which shall be delivered to Client prior to applicable Suite Events. Neither Client, nor Client’s agent or representative, nor any distributee of any passes issued pursuant to this Agreement shall sell or attempt to sell the passes for any Suite Event or advertise the Suite or passes, or use the Suite or such passes, for sweepstakes, contests, business promotion or any other promotional purposes whatsoever. Any such sale, attempted sale or promotional use of passes shall be deemed to be a material breach of this Agreement. Any such purported sale, assignment, transfer or other proscribed transaction shall be deemed void ab initio, and MSG shall have the right, in addition to all other remedies at law or in equity, to (a) immediately thereafter terminate all rights granted to Client hereunder, (b) disgorge any profits received from any such purported sale and (c) recover any attorneys’ fees incurred in enforcing its rights hereunder. Moreover, Client shall neither sell nor bring into the Sphere any food, liquor, beverages, utensils or cooking equipment.

MSG and its officers, agents, employees contractors and designees shall have access to each Suite during Suite Events and as they, in their sole discretion, deem necessary or advisable in order to properly perform the functions required or contemplated to be performed by MSG hereunder MSG shall also have the right, exercisable in its sole discretion, to use each Suite at all other times, including for internal purposes.

Client must, and shall cause all of Client's officers, agents, representatives, guests, employees, invitees and any others permitted to enter a Suite (collectively, "Client’s Guests”) to, observe all rules, policies and procedures adopted by MSG for the use of a Suite and admission to the Sphere, and all related services and amenities, including, without limitation, the following:

MSG subscribes to a zero-tolerance anti-harassment policy for its employees and guests. Harassment that is based on race, color, religion, gender, national origin, age, disability, sexual orientation or other bases protected by local, state and federal law is strictly prohibited. Client agrees that Client and each of Client’s Guests will adhere to the anti-harassment commitment of MSG, and any violation of the policy by Client and/or Client’s Guests may result in revocation of suite passes and termination of this Agreement.

MSG reserves the right to refuse to serve alcohol to any individual at any time for any reason, including the individual’s age, physical condition or level of inebriation, each as perceived by MSG’s staff in its sole discretion. Client will be in default of, and MSG may terminate, this Agreement for any breach of any provision of this Agreement by Client or Client’s Guests.

If MSG is prevented from performing any of its obligations hereunder, because of an Act of God, natural disaster, national emergency, war, acts of terrorism (or related security or safety concerns), strike, lockout or other labor disputes, epidemic, pandemic (including COVID-19 and resulting government limitations), quarantine, government directives or regulations, or any cause beyond the control of MSG, MSG will not be deemed in breach of this Agreement nor will MSG be otherwise liable to Client.

IN ORDER TO ENTER THE SPHERE, ALL PATRONS (INCLUDING CLIENT AND CLIENT’S GUESTS) WILL BE REQUIRED TO COMPLY WITH ANY COVID-19 RELATED PROTOCOLS IN EFFECT AT THE SPHERE FOR THE APPLICABLE SUITE EVENT. SUCH PROTOCOLS MAY INCLUDE PROVIDING SATISFACTORY EVIDENCE OF FULL VACCINATION AGAINST COVID-19 AND/OR OF A NEGATIVE COVID-19 TEST. THE COVID-19 TESTING AND/OR VACCINE REQUIREMENTS FOR THE APPLICABLE SUITE EVENT WILL BE AS COMMUNICATED BY MSG PRIOR TO THE SUITE EVENT, INCLUDING ON THESPHEREVEGAS.COM.

Due to the uncertainty related to COVID-19, Client’s and each of Client’s Guest’s admission to the Sphere is subject to all safety and health requirements and policies put in place by, as applicable, MSG and/or the Sphere, including any requirements relating to face masks and enhanced health screenings (including the COVID-19 testing and vaccination requirements described above). Such policies and requirements as they may be updated from time to time (in the sole determination of, as applicable, MSG and/or the Sphere) and as they may be communicated to Client and/or Client’s Guests prior to or during the Suite Events (whether orally or in writing) by, for example, instruction provided by MSG and/or Sphere personnel or signage in or around the Sphere, are collectively referred to below as the “Safety Requirements”. Client acknowledges and agrees that Client must, and shall cause all of Client’s Guests to, comply with the Safety Requirements (including all requirements that must be satisfied prior to or during Suite Events), and attendance at Suite Events is conditioned on such compliance.

On behalf of Client, Client’s Guests and Client’s and/or any of Client’s Guests’ Related Persons (defined below), Client hereby releases (and covenants not to sue) each of the Released Parties (defined below) with respect to any and all claims that Client, Client’s Guests and/or any of Client’s and/or any of Client’s Guests’ Related Persons may have (or hereafter accrue) against any of the Released Parties and that relate in any way to (a) exposure to COVID-19 or a COVID-19 infection, whether such exposure or infection occurs before, during, or after any Suite Event; (b) entry into, or presence within or around, the Sphere or any Suite Event (including all risks related thereto) or compliance with any protocols or Safety Requirements applicable to any Suite Event; or (c) any interaction between Client, Clients Guests and Client’s and/or any of Client’s Guests’ Related Persons, on the one hand, and any personnel of any of the Released Parties present at any Suite Event, on the other hand, in each case whether caused by any action, inaction or negligence of any Released Party or otherwise.

As used herein: (a) “Related Persons” means Client’s and/or any of Client’s Guests’ heirs, assigns, executors, administrators, next of kin, anyone attending a Suite Event with Client and/or any of Client’s Guests (which persons Client and/or such Client’s Guest represents have authorized Client to act on their behalf for purposes of these terms), and other persons acting or purporting to act on Client’s or their behalf; and (b) “Released Parties” means MSG, Sphere Entertainment Co., Sphere Entertainment Group, LLC, MSG Sphere Studios, LLC, Venetian Casino Resort, LLC, Venetian Las Vegas Arena Landlord, LLC, their owners, partners, respective successors and assigns, all of their respective parent and affiliated entities, whether direct or indirect, and their respective officers, directors, trustees, board members, shareholders, managers, employees and agents.

Within ten (10) days after MSG's delivery of invoices to Client, Client agrees to reimburse MSG for repair of any damage to a Suite, and for any damage to or loss of any of its contents, caused by Client or any of Client's Guests.

Client shall hold the Released Parties and any other party that MSG is contractually obligated to indemnify in relation to the Sphere (the “Indemnified Parties”), harmless from and indemnify same against any and all claims, suits, causes of action, damages, losses, liabilities, costs and expenses (including, without limitation, reasonable attorneys' fees) of any kind whatsoever to the extent caused by any act or omission, neglect or wrongdoing of Client or any of Client's Guests, and Client shall, at its sole cost and expense, defend and protect MSG against any and all such claims. Client acknowledges that its obligations under this Paragraph 17 shall survive the termination of this Agreement.

MSG shall not be liable or responsible for any loss of or damage to the persons or property of Client or any of Client's Guests except as may be caused by the gross negligence or willful misconduct of MSG and its officers, agents, employees and contractors.

This Agreement shall be governed by and interpreted in accordance with the laws of the State of New York applicable to contracts made and to be wholly performed therein.

Notwithstanding anything contained herein to the contrary, if at any time, for any reason (other than destruction, damage, or repairs caused by Client or Client’s Guests), MSG cannot provide an agreed-upon Suite, then MSG shall, as determined by MSG in its reasonable business judgment and without any further liability hereunder, provide Client with tickets for seats within the Sphere, other accommodations, and/or a credit available for Client’s use toward the purchase of future hospitality at the Sphere. MSG’s determinations under this paragraph shall be conclusive.

This Agreement (a) sets forth the entire understanding of the parties relating to the subject matter hereof, (b) supersedes all prior agreements, arrangements and understandings relating to the subject matter hereof and (c) shall not be amended, nor may any of its terms be modified or waived, except by a writing executed by the party to be charged. MSG shall have no liability for, and Client shall not be entitled to, any special, incidental, consequential, punitive or similar damages with respect to this Agreement, even if MSG has been advised of the possibility of such damages. The parties acknowledge and agree that the execution of this Agreement by either party by .pdf, facsimile or electronic delivery shall be binding on such party All rights and remedies hereunder shall be cumulative so that no such right or remedy shall be in limitation or derogation of any other such right or remedy. Any consent, approval or permission required of MSG hereunder shall be given or withheld in the sole discretion of MSG.