Beverage Service Agreement

							                          SMG FOOD AND BEVERAGE LLC
                      NON PROFIT/SERVICE GROUP AGREEMENT


This agreement dated ______________, 2001 is entered into by SMG FOOD AND BEVERAGE
LLC Food and Beverage and
The following:
(Name of Group): _______________________________________________
(Street Address): _______________________________________________
(City, State, Zip Code):_________________________________________

(Charitable Group IRS ID Number): _______________________________
       ***(Note: Contract is not valid without this information)***.

Group contact name /phone #: _________________________________
Group contact name /phone #: _________________________________
Group contact name /phone #: _________________________________
Group contact name /phone #: _________________________________

Terms of "Non Profit/Service Group" Agreement:

SMG FOOD AND BEVERAGE LLC has food and beverage rights at the
______________________________
located at xxxxxxxxxxxxxxxxxxxxxxxxx and desires to use local, non profit, service groups to
staff its concession areas. SMG FOOD AND BEVERAGE LLC’s goal is to staff these points of
sales with an adequate number of properly trained people while also involving as many
community organizations as possible.

1.     For payment as described in the Terms of this Agreement, the above named "Service
       Group" and all of its members will fully comply with all of the conditions outlined below.
        Failure to comply with these terms will result in penalty assessments against
       commissions due, suspension and/or termination of this agreement.

2.     Each concession stand operated by the group will be operated solely by properly trained
       members of the group. Group must supply specified number of responsible and
       productive members for the duration of all events specified.

3.     It is mandatory that all group members attend training sessions as established by SMG
       FOOD AND BEVERAGE LLC location management. Group leaders are responsible for
       both learning all required policies and procedures and also for communicating and
       enforcing the same with the members of their group.




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4.    Group must supply Non Profit State Tax Identification number. This contract is not valid
      without this information. If the number changes for any reason, it is the group's
      responsibility to keep SMG FOOD AND BEVERAGE LLC informed. Non
      Profit/Service Group Tax ID Number): ________________________.

5.    SMG FOOD AND BEVERAGE LLC will determine the adequate staff size both
      collectively and for each individual stand assigned to the group at all events. The group
      will supply a minimum number of ______ members for each scheduled event unless
      specified otherwise.

6.    In order to comply with Child Labor laws, it is imperative that all group members be over
      the age of sixteen (16). Under no circumstances will an individual under sixteen (16)
      years old be permitted to work in any capacity hereunder. Failure to strictly comply with
      this policy will result in revocation of the group’s rights hereunder and/or
      suspension/termination of services at future events.

7.    All group members handling alcoholic beverages must be a minimum of twenty-one (21)
      years of age and have participated in SMG FOOD AND BEVERAGE LLC’s Alcohol
      Awareness Training Program. Failure to strictly comply with this policy will result in
      revocation of the group's rights to serve alcoholic beverages.

8.    If the group fails to show up for any scheduled event the unpaid commissions, if any,
      owed to the group from prior events will be reduced to _____% of the group's net sales at
       such previous events.

9.    If the group fails to provide the specified number of properly trained and motivated group
      members-in the required age groups, the unpaid commissions, if any, owed to the group
      from prior events will be reduced to _____% of the group's net sales at such previous
      events.

10.   SMG FOOD AND BEVERAGE LLC reserves the right, at its sole discretion, to adjust
      commission payments due to the group to cover any incremental costs or lost revenues
      that it incurs as a result of the group's nonperformance.

11.    The group is an independent contractor. Neither the group nor its individual members
      are considered SMG FOOD AND BEVERAGE LLC employees.




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12.   The group will indemnify and hold harmless SMG FOOD AND BEVERAGE LLC and
      its owners, officers, employees, and agents from any and all liabilities (i.e. bodily injury),
      damages (i.e. property), expenses (including reasonable attorney fees, court costs, and
      other costs) or actions of any kind or nature, arising, growing out of, or otherwise
      connected with the any activity under this Agreement, including, without limitation,
      violation of paragraphs 6 and 7.

13.   It is the group's responsibility to ensure that each group member who will work under this
      agreement signs a waiver before beginning work outlined above, releasing SMG FOOD
      AND BEVERAGE LLC and affiliates of such responsibilities. It is the specific
      responsibility of each group to ensure that no member works in its area who has not
      signed this waiver.

14.   The Group is responsible for its own insurance requirements in all areas. Any and all
      insurance coverage and payroll costs and related benefits for group members are the sole
      responsibility of the group.

15.   The group will abide by all rules, regulations, policies and procedures of SMG FOOD
      AND BEVERAGE LLC and facility. (Exhibit ____) The group shall comply with all
      applicable local, state and federal rules, regulations, ordinances, laws, etc., at all times
      while on the premises including the parking lot areas.

16.   If permits are required for either food handling or for the service of alcoholic beverages,
      then all group members must comply at the group's expense.

17.   All group members must behave in a professional manner at all times while on the
      premises. No alcoholic beverages, drugs, obscene or vulgar language or disruptive
      behavior will be permitted anywhere on the premises including the parking lot.

18.   SMG FOOD AND BEVERAGE LLC reserves the right to ban any group or group
      member from the facility at its sole discretion.

19.   Group members are required to report to their assigned work area a minimum of __3__
      hours prior to the start of the event unless otherwise authorized by SMG FOOD AND
      BEVERAGE LLC management.

20.   Access to premises is permitted only by group members specifically working in the
      group's assigned locations. The facility views unauthorized free admission for ticketed
      events as "theft of services".




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21.   Group leaders and other key group members will be required to report __4__ hours prior
      to the start of the event in order to verify inventory, organize product, set up equipment,
      begin production, review and adjust member staffing levels, review event information
      with SMG FOOD AND BEVERAGE LLC management and whatever else may be
      required. Group report times are at the discretion of SMG FOOD AND BEVERAGE
      LLC management.

22.   Designated location, required staffing, and report time for each group will be specified by
      SMG FOOD AND BEVERAGE LLC on the "Service Group Schedule".

23.   Group's assigned location(s) must be fully prepared for the event and open for business
      fifteen (15) minutes prior to the opening of the facility to the public unless otherwise
         specified.

24.   The group will keep each assigned location open and fully staffed until the very end of
      the event unless otherwise directed by SMG FOOD AND BEVERAGE LLC
      management.

25.   All group members must comply with uniform standard as specified by SMG FOOD
      AND BEVERAGE LLC. This will include a shirt and/or apron. Only approved
      pins/buttons can be attached. No stretch or stirrup pants may be worn. Dark black
      sensible, non-slip shoes must be worn. No open toe shoes, high heels or sandals.
      Excessive jewelry or makeup is not allowed. Hair restraints are required. Hair must be
      pulled back and tied. The uniform appearance of group members is important and must
      comply with SMG FOOD AND BEVERAGE LLC standards.

26.   All food handlers must wear latex gloves for sanitation purposes. No tobacco smoking or
      chewing, gum chewing, or eating in service areas by group members is allowed.

27.   Group must keep area in 15 foot radius of its assigned location clean at all times during
      the event. The near constant cleaning of the condiment table is particularly important. All
      boxes will be broken down and trash will be removed to the designated location.

28.   SMG FOOD AND BEVERAGE LLC will allow each service group to have one sign or
      banner in its work area, subject to the approval of SMG FOOD AND BEVERAGE LLC
      management. No paper or hand written signs are permitted.

29.   SMG FOOD AND BEVERAGE LLC will supply all product, equipment and other
      supplies as required. Group is specifically forbidden from bringing any product,
      equipment or supplies either onto or off the premises.




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30.   Group must take particular care not to damage or abuse the equipment, facility or space
      provided in any way. If group is uncertain how to properly operate any piece of
      equipment they must ask SMG FOOD AND BEVERAGE LLC management for
      instruction prior to operating that piece of equipment.

31.   Costs to repair/ replace damage beyond normal wear and tear directly attributable to the
      group may be charged to that group.

32.   It is agreed and understood that neither SMG FOOD AND BEVERAGE LLC nor the
      facility is responsible for anything lost, stolen, or damaged by the group or its members
      while inside the facility or on the premises which includes the parking lot.

33.   SMG FOOD AND BEVERAGE LLC management must verify all opening inventory,
      deliveries during event, and closing inventory with the designated group leader for each
      individual sales outlet. All chargeable inventories must be properly recorded on the stand
      inventory report -- with absolutely no exceptions permitted. SMG FOOD AND
      BEVERAGE LLC manager and the group leader must both sign stand inventory report
      signifying both verification and accuracy of all items counted.

34.   No product may be added to or removed from any location without being recorded on the
      respective stand inventory report. SMG FOOD AND BEVERAGE LLC manager and the
      group leader must both sign all product transfers signifying both verification and
      accuracy of all items counted.

35.   Unauthorized product will be cause for termination of this agreement. No packages, large
      bags, boxes, backpacks, etc. may be either brought into or removed from the facility.
      SMG FOOD AND BEVERAGE LLC reserves the right to inspect all such packages.

36.   All discarded product (i.e., dropped on floor, crushed, burnt, cooked surplus at end of
      event, etc.) must be saved during the event. Waste should be kept to an absolute
      minimum. At the conclusion of the event, SMG FOOD AND BEVERAGE LLC
      management representative will verify all such waste and record it on the Product Waste/
      Spoilage Report. Inventory credit will not be allowed unless physically checked by SMG
      FOOD AND BEVERAGE LLC management and group leader. SMG FOOD AND
      BEVERAGE LLC manager and the group leader must both sign all Spoilage Reports
      signifying both verification and accuracy of all items counted.

37.   SMG FOOD AND BEVERAGE LLC reserves the right to conduct random "spot audits"
      of group's inventory, cash receipts, and cash register readings at any time.

38.   Under no conditions is cooked perishable product to be reused from one event to the next.
       If any product is questionable in any way the group should not be served unless checked
      by SMG FOOD AND BEVERAGE LLC management.




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39.   No product is to be given away for any reason. Correct prices must be charged for all
      items. All items will be sold in the specified controllable container. The specified
      chargeable inventory control item must accompany each item sold. Once a chargeable
      item is sold it cannot be refilled. Sold, used items or previously credited items may not
      be included in inventory for any reason.

40.   Any product eaten in the concession stands by group members or anyone else will result
      in an inventory shortage that will be charged against/deducted from the group's
      commission. At SMG FOOD AND BEVERAGE LLC location manager's discretion,
      non-logo, courtesy cups may be supplied for complimentary beverages for working group
      members only.

41.   Only SMG FOOD AND BEVERAGE LLC management has the authority to change any
      items, portions, control technique or prices charged for any item. Nothing in this
      Agreement confers any exclusive rights to the group for either product(s) or location(s).

42.   Group's designee must sign out all cash banks from the SMG FOOD AND BEVERAGE
      LLC office on the Bank Sign Out/In Sheet. Group designee must verify change bank
      prior to leaving safe area. No adjustments will be allowed once cash bank has left the
      SMG FOOD AND BEVERAGE LLC office.

43.   Designated SMG Food and Beverage LLC representative(s) will make cash pick up(s)
      during the event to minimize money out in the facility at any one time during the event.
      Group leader will have the pickup properly organized. Both SMG FOOD AND
      BEVERAGE LLC representative and group leader will verify and sign for amount of any
      pickup(s) on the Cash Pickup Receipt.

44.   At the end of the event all money must be organized, consolidated and returned to SMG
      FOOD AND BEVERAGE LLC office. The Cash Slip for each location must be signed
      by the group leader and SMG FOOD AND BEVERAGE LLC representative.

45.   In all cases for both chargeable inventory and cash receipts both SMG FOOD AND
      BEVERAGE LLC and group representative must verify and sign for accuracy of all
      counts. In the event of any          discrepancy, however, all SMG FOOD AND
      BEVERAGE LLC counts are final and binding for the purposes of this agreement.

46.   The group is responsible at all times for all inventory and cash assigned to it including all
      shortages. All inventory and cash shortages will be deducted dollar for dollar from the
      group's potential commissions.

47.   SMG FOOD AND BEVERAGE LLC may, at its sole discretion, cancel this Agreement if
      and when shortages of $50.00 or more occur for three (3) individual events. SMG FOOD
      AND BEVERAGE LLC will maintain records of all shortages.


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48.   The group is required to completely clean the work area including all equipment both
      during and at the conclusion of each event. SMG FOOD AND BEVERAGE LLC
      management must inspect the group's work area at the end of each event to ensure proper
      product storage, cleanliness, and sanitation. If any SMG Food and Beverage LLC labor is
      required to complete the cleaning or organization of the inventory, this cost will be
      deducted from the group's commissions.

49.   SMG FOOD AND BEVERAGE LLC agrees to pay the group __10___% commission
      (after all applicable taxes have been deducted) for all food and non-alcoholic beverage
      and __7___% commission (after taxes) for all alcoholic beverages. All inventory and
      cash shortages along with penalty assessments will be deducted from the group's potential
      commissions. No commission will be paid on any cash overages. The commission
      group's commission calculations will be shown on the Service Group Commission
      Worksheet, which must be signed by both a representative of the group and SMG FOOD
      AND BEVERAGE LLC.

50.   SMG FOOD AND BEVERAGE LLC is responsible for paying all applicable sales taxes.

51.   SMG FOOD AND BEVERAGE LLC, at its sole discretion, will pay eligible groups
      performance bonuses based on the following: Attendance/staffing/punctuality,
      Inventory/Cash Accuracy, Sales Improvement/Suggestive selling, Stand Appearance,
      Cleanliness, Customer Relations and other criteria. Specific criteria and bonus amount is
      at the discretion of SMG FOOD AND BEVERAGE LLC management. Bonuses will be
      deferred upon default for each period accumulated and may resume only when required
      qualifications have been met.

52.   SMG FOOD AND BEVERAGE LLC will pay all groups by check on a monthly basis
      either signed for by designated group member or mailed to specified address. All checks
      will be made payable to group name not to an individual.

53.   The group agrees not to disclose any information not known to the public regarding SMG
      FOOD AND BEVERAGE LLC, and any other confidential information it receives during
      the term of this Agreement.

54.   It is the group's responsibility to keep its members informed with regards to the specific
      terms and conditions of this agreement.

55.   Service group is expressly forbidden from negotiating any "side deals" with SMG FOOD
      AND BEVERAGE LLC on-site management staff, facility management, facility clients,
      event managers and participants.




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56.   Group shall have no authority to bind SMG FOOD AND BEVERAGE LLC to any
      contract, agreement or obligation, and shall take no action which may lead any person or
      entity to believe that group has the authority, apparent or otherwise, to bind SMG FOOD
      AND BEVERAGE LLC to any agreement or obligation. Parties to this agreement are not
      and shall not be considered partners, joint ventures or agents of each other and none of
      them have the power to bind or obligate each other than as specifically set forth herein.

57.   This Agreement cannot be assigned by either party.

58.   Failure to adhere to any of these guidelines without SMG FOOD AND BEVERAGE LLC
      management approval may result in penalty fees assessed, reduced commission payments,
      temporary suspension or termination of this Agreement at SMG FOOD AND
      BEVERAGE LLC’s discretion.

59.   This Agreement shall be governed by the laws of the State of Pennsylvania and represents
      the entire agreement between SMG FOOD AND BEVERAGE LLC and the group and
      supersedes all other prior negotiations, representations or agreements, either written or
      oral. Business conditions may occasionally dictate modifications to the specific terms of
      this agreement; however, no changes can be made without specific written approval of
      SMG FOOD AND BEVERAGE LLC.

60.   All aspects of this agreement must be put in writing at all times. Any SMG Food and
      Beverage LLC contractual commitment must be reviewed by and signed by an officer of
      the company.




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By countersigning in the space provided below for that purpose both parties hereby agree to the
terms contained herein.


_________________________                   SMG FOOD AND BEVERAGE LLC
[Service Group Legal Name]


By:___________________________              By:_____________________

Title:                                      Title:

Date:                                       Date:

Tax #:________________________




Attachments:
-Non Profit/Service Group Tax Number
-Service Group Event, Staffing, Report Time Schedule
-SMG FOOD AND BEVERAGE LLC/Facility Work Rules
-Stand Inventory Report
-Product Transfer /Requisition Slip
-Product Waste/Spoilage Report
-Cash Slip
-Cash Pickup Slip
-Service Group checklist
-Member Waiver signature sheet
-Service Group Commission Worksheet
-Summary of Relevant Child Labor Laws




Exhibit ___ SMG FOOD AND BEVERAGE LLC Non Profit/Service Group Agreement


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As listed in the Service Group Agreement:

A.     The group is an independent contractor. Neither the group nor its individual members are
       considered SMG FOOD AND BEVERAGE LLC employees.

B.     The group will indemnify and hold harmless SMG FOOD AND BEVERAGE LLC and
       its owners, officers, employees, and agents from bodily injury or property damage claims
       as a result of performing any activity under this agreement. It is the group's responsibility
       to ensure that each group member who will work at the agreed upon service area will sign
       a waiver before beginning work, releasing the above persons or entities of these
       responsibilities. It is the specific responsibility of each group to ensure that no member
       works in its area who has not signed this waiver.

C.     The Group is responsible for its own insurance requirements in all areas.

In signing below the members of __________________________(Group)
affirm that they have read, understand, and accept the terms of the above provisions of the
Agreement:

Print Name:             Signature:                    Date:
______________________________________________________________________________
______________________________________________________________________________
______________________________________________________________________________
______________________________________________________________________________
______________________________________________________________________________
______________________________________________________________________________
______________________________________________________________________________
______________________________________________________________________________
______________________________________________________________________________
______________________________________________________________________________
______________________________________________________________________________
______________________________________________________________________________
______________________________________________________________________________
______________________________________________________________________________
______________________________________________________________________________
______________________________________________________________________________


* Attach additional sheet(s) if necessary. Must list all names. Update as new members are used.
   Both Group and SMG FOOD AND BEVERAGE LLC to maintain copies.
SMG FOOD AND BEVERAGE LLC                                                   Exhibit ____
SMG FOOD AND BEVERAGE LLC Non Profit/Service Group Agreement

Service Group-Commission Worksheet:


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Group Name:______________________________________________                   Date:_______________

Location(s):____________________________________________________________________

                                                      Notes/ Comments:
Cash Receipts:         $________________              __________________________
Inventory:             $________________              __________________________
Over (Short):          $________________              __________________________

           ***********************************************
Gross Sales:         $________________       __________________________
Less Tax:            $________________       __________________________
Net Sales:           $________________       __________________________

Commissions:
 @ _10__% =            $________________              __________________________
 @ __5__% =            $________________              __________________________
Less SMG Labor         $________________              __________________________
Less Shortages         $________________              __________________________
Less Penalties         $________________              __________________________
Plus Bonuses           $________________              __________________________

= Payment to Group: $________________                 __________________________

   In reviewing the above calculations, in signing below I affirm that this represents the proper
payment to our service group as outlined in the terms of our Agreement.

For the Group:________________________________ Date:____________

For SMG FOOD AND BEVERAGE LLC:________________________________
Date:____________

***No cash disbursements will be made. A check will be issued by SMG FOOD AND
   BEVERAGE LLC office on a monthly basis.

-Attach Cash Sheet with signed Cash Pickup Slips
-Attach verified and signed Stand Inventory Reports
-Attach signed Product Transfer/Requisition slips.
-Attach Product Waste/Spoilage Report.




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