Performance Intent Document

PERFORMANCE INTENT DOCUMENT

This Performance Intent Document ("Document") is made between Client Name: and Performer Name: effective as of Effective Date: .

RECITALS

WHEREAS, Client operates or promotes an event and desires to engage Performer to provide live performance services at the Event described below;

WHEREAS, Performer represents that Performer has the skill, experience and resources necessary to perform the services described in this Document and is willing to provide such services on the terms set forth herein;

WHEREAS, the parties intend by this Document to set forth their mutual intent regarding the scope, compensation and other material terms governing the proposed performance and to memorialize certain commitments while they finalize a full performance agreement.

EVENT DETAILS

Proposed Performance Date: — Scheduled Start Time: — Estimated Duration: .

SCOPE OF WORK

The parties intend that Performer will provide the following services at the Event. The description below sets the anticipated scope of services; final technical and logistical requirements will be set forth in a definitive performance agreement or rider.

PAYMENT TERMS

Client shall pay Performer the total fee described below in exchange for the performance services. The parties acknowledge that amounts set forth are intended as good-faith estimates and are binding to the extent specified in any subsequent definitive agreement.

Late payments shall bear interest at the rate of on the outstanding balance, calculated monthly until paid in full. Client shall also be responsible for reasonable collection costs and legal fees incurred by Performer in enforcing payment obligations.

Accepted Payment Methods: Check Wire Transfer Credit Card

TERM AND TERMINATION

This Document becomes effective on the Effective Date set forth above and shall continue until completion of the services described herein or until terminated as provided below.

Either party may terminate this Document for material breach by the other party if the breaching party fails to cure such breach within days after written notice. Either party may also terminate by mutual written agreement. Termination shall not relieve Client of the obligation to pay amounts earned by Performer up to the effective date of termination.

Force majeure events including but not limited to acts of God, governmental restriction, pandemics, or other events beyond a party's reasonable control shall suspend the parties' obligations for the duration of such event, and the parties shall negotiate in good faith to reschedule the performance. If a rescheduled date cannot be agreed within thirty (30) days following cessation of the force majeure event, either party may terminate without further liability except for amounts accrued prior to the event.

CONFIDENTIALITY

Each party acknowledges that during the course of negotiation and performance it may receive Confidential Information of the other party. "Confidential Information" means non-public business, financial, technical, or other information identified as confidential at disclosure or that reasonably should be understood to be confidential. Each party agrees to use Confidential Information solely for the purposes of performing obligations under this Document and to protect such information with at least the same degree of care it uses to protect its own confidential information, but in no event less than reasonable care.

Confidentiality obligations shall survive termination of this Document for a period of three (3) years, except for trade secrets which shall remain protected for as long as they qualify as trade secrets under applicable law. The obligations shall not apply to information that is or becomes publicly known through no fault of the receiving party, is lawfully received from a third party without restriction, or is independently developed without use of Confidential Information.

GOVERNING LAW; DISPUTE RESOLUTION

This Document shall be governed by and construed in accordance with the laws of the State of without regard to conflict of law principles. Any dispute arising out of or relating to this Document shall be resolved first through good faith negotiations between senior representatives of the parties. If such negotiations fail, the parties consent to binding arbitration before a single arbitrator in the jurisdiction of the governing law state, and the arbitrator shall have the authority to award costs and reasonable attorneys' fees to the prevailing party.

ENTIRE AGREEMENT AND AMENDMENT

This Document constitutes the entire expression of the parties' current intent with respect to the subject matter hereof and supersedes all prior oral or written statements concerning the proposed performance. This Document is intended to reflect a binding intent on material terms, but the parties acknowledge that a definitive performance contract and rider may be negotiated and executed. Any amendment or modification to this Document must be in writing and signed by both parties to be effective.

MISCELLANEOUS

Neither party may assign its rights or delegate its obligations under this Document without the prior written consent of the other party, except that Performer may assign payments due to a collection agent. The invalidity of any provision of this Document shall not affect the remaining provisions, which shall remain in full force and effect.

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