Loading...
HomeMy WebLinkAbout327007 07/03/18 CITY OF CARMEL, INDIANA VENDOR: 371270 g } ONE CIVIC SQUARE ARTISTS DEVELOPMENT COMPANY CHECK AMOUNT: $*****3,350.00* 9M(TON a`: CARMEL, INDIANA 46032 324 W. AN : 327007 CARMEL INI 46032ET CHECK ER CHECK DATE: 07/03/18 DEPARTMENT ACCOUNT PO NUMBER INVOICE NUMBER AMOUNT DESCRIPTION 1203 4359003 101251 201808J 600.00 BOOKING ENTERTAINMENT 1203 4359003 101251 201808-L 2,750.00 BOOKING ENTERTAINMENT VOUCHER NO. WARRANT.NO. Prescribed by state Board of Accounts City Form No.201 (Rev.1995) Vendor# 371270 ALLOWED 20 ACCOUNTS PAYABLE VOUCHER ARTISTS DEVELOPMENT COMPANY IN SUM OF$ CITY OF CARMEL 324 W. MAIN STREET An invoice or bill to be properly itemized must show:kind of service,where performed,dates service rendered,by whom,rates per day,number of hours,rate per hour,number of units,price per unit,etc. CARMEL, IN 46032 Payee ON ACCOUNT OF APPROPRIATION FOR Purchase Order# Community Relations Terms Date Due PO# ACCT# DATE INVOICE# DESCRIPTION DEPT# INVOICE# Fund# AMOUNT Board Members DEPT# FUND# (or note attached invoice(s)or bill(s)) AMOUNT 101251 201808-L 43-590.03 $390" 1 hereby certify that the attached invoice(s),or 201808-L $2 569-68 1203 101 �p�-15D 1203 101 �o�� "� 101251 201808-J 43-590.03 $600.00 bill(s)is(are)true and correct and that the 7/1/18 201808-J $600.00 1203 101 materials or services itemized thereon for 1203 1 101 which charge is made were ordered and received except Thursday,June 21,2018 - � 'y Heck, Nancy Director �\ I hereby certify that the attached invoice(s),or bill(s),is(are)true and correct and I have audited same in accordance with IC 5-11-10-1.6 20 Cost distribution ledger classification if claim paid motor vehicle highway fund. Clerk-Treasurer 7/3/2018 From: Sharon Kibbe To: Christine Pauley - for the claim for Artists Development Company Kibbe, Sharon From: Arnold, Kayla Sent: Tuesday,July 03, 2018 9:24 AM To: Kibbe, Sharon Cc: Heck, Nancy S Subject: ADC Amended Invoice/Contract Attachments: TOYFACTORY07072018.pdf,ADC Invoice Toy Factory July 7.pdf Sharon— I talked with ADC yesterday/last night and we have had to make a performer change for Late Night on Main for this- Saturday,.July 7th:Carl Storie will not be able to perform due to an illness that has escalated over the last several weeks. We have confirmed Toy Factory. I've attached a revised contract and a revised invoice.for you.The'amount is the same ($2750).The check will still be made out to ADC but I wanted to have.the proper paperwork on file. Thank you! Kayla Arnold Community Relations Specialist City of Carmel . Community Relations&Economic Development karnold@carmel.in.sov C:317.515.8154 0:317.571.2787 1 INVOICE Invoice ID: 201808-L Issue Date: July 2, 2018 Artists Development Company Due Date:-August 2, 2018 324 W.Main St,Carmel,IN 46032 3131 Subject: Entertainment Bookings for July 3evelop info@artistdevelopmentcompany.com For: The-City of Carmel ITEM. DESCRIPTION Date NAME AMOUNT TYPE Service Contracted Saturday, Toy Factory $2,750 Entertainment- July 7 Late Night on Main 2018 TOTAL DUE $2,750 1 artist development company PERFORMANCE AGREEMENT. This Performance Agreement(the"Agreement"), which shall be effective as of the date it is last signed by a-party hereto (the "Effective Date"), is now entered into by and between Artist Development Corporation ("ADC"), and To, Facto, , an individual or entity authorized to do business in the State of Indiana. 1. Performance. The Performer shallprovidethe.following live entertainment: ro. F.aC$o at Late Ni ht on Main tree the"Performance")on Jul 7 20�(the"Performance Date"), from _45 P.M to 1:_45 P. , at arrnel Arts& n esi Jstri , Carmel, Indiana (the "Venue"), The Performer.shall provide all`e ui ment necessary-or desirable for the Performance, except'that ADC shall provide: tags lighting&PA eguioment by Event Light&Sound Comraanv 2. Payment.ADC shall pay to the Performer the sum of,2 750..0: (the "Payment") upon payment to ADC by the City of Carmel, Indiana ("City of Carmel"), typically within forty-five (45) days of the Performance Date, which payment shall constitute all monies due and owing to the Performer from ADC for or related to the Performance. 3. Non-Performance. If the Performance is cancelled by ADC at least thirty(30)days prior to the Performance Date,ADC owes no amount to Performer. If the Performance is cancelled less than thirty(30)days before the Performance Date, then ADC shall pay-to the Performer the full amount of the Payment sum as specified in Paragraph 2 hereinabove. If.the Performance is not.provided,by the Performer as specified in Paragraph 1 hereinabove, the Performer shall pay to ADC one-half of the Payment sum as specified in Paragraph 2 hereinabove. 4. Sales. Neither ADC nor the Performer shall sell tickets or charge admission to the Performance. On the Performance Date, the Performer may, in conformance with the laws, rules, and regulations of the Venue, sell the Performer's merchandise at the Performance location, and the Performer shall retain all. proceeds therefrom without contribution to ADC. 5. Relationship.-The Performer is not, and shall not be considered for any purpose to be, the employee of ADC or the City of Carmel. The Performer hereby agrees to indemnify and hold harmless ADC and the City of Carmel, and ADC and the City.of Carmel's officers, officials, employees, agents, and attorneys, from and against all claims, suits, judgments, liabilities, losses, costs, and expenses (including, without limitation, reasonable attorneys' fees and court costs)that result from any claim for wages, benefits, or otherwise by any agent, employee, or contractor of the Performer or from any actions of the Performer and/or the Performer's agents, employees, or contractors at or regarding the Performance. 6. License. The Performer herebygrants to ADC and the City of Carmel a license (the "License") to photograph, video record, or otherwise depict, in, on, or through any medium(whether print, digital, or other media format), the Performer and the Performance, for use by ADC.and the City of Carmel in advertising or marketing ADC, the Venue,-the City of Carmel, the Carmef.Arts: and Design.District, and/or ADC-sponsored or ADC-related events. The License shall survive the termination of this Agreement. 7. Indemnity. The Performer hereby agrees to indemnify and hold harmless ADC and ADC's officers, officials, employees,.agents,'and attorneys from and against all claims, suits, judgments, liabilities, losses, costs, and expenses (including, without limitation,reasonable.attorneys' fees and court costs)that result from the Performance or-the breach of this Agreement by Performer. 8. Assignment.The.Performer,shall not assign this Agreement or any of itsobligations hereunder. 9. Copyright Permission. The Performer hereby agrees to obtain all necessary per from BMI, ASCAP, SESAC, or directly from the copyright holders)of all songs or.other works that is not in the public domain and that will be part of the Performance, and hereby agrees to indemnify.and hold harmless ADC, and ADC's officers, officials,.employees, agents, and attorneys, from and against all claims,.suits; judgments, liabilities,' losses, costs; and expenses.(including, without limitation, reasonable attorneys'_fees and court costs)that result from the Performer's failure to obtain such permissions. 10. Compliance with Law; Lawful Orders. The Performer agrees to comply with all federal,_state. and local laws, executive orders, .rules, regulations and codes.applicable to the Performer's performance of its obligations under this- Agreement, and all-relevant provisions thereof are incorporated herein by this .reference. The Performer agrees to indemnify and_hold harmless ADC from any loss, damage and/or liability resulting from any such violation of such laws, orders, rules, regulations and codes. The Performer further agrees to comply with all lawful orders of ADC with regards to. or related to the Performance. 11.Insurance. The Performer shall provide ADC, not later than ten (10)days prior to the Performance,written evidence of Performer's coverage by insurance of the typesand in the minimum amounts specified below: a. Commercial General Liability: (Minimum Limits) 1. General Aggregate(BI, PD) $2,000;000 2. Products, Completed Operations Aggregate $1,000,000 3. Personal and Advertising Injury $1,000,000 4. Each Occurrence $1,000,000 , However,.if such'insurance is written on a claims-made form following :termination of this agreement, coverage shall survive for a_period no less than five years. Coverage shall also provide.for a retroactive date of placement coinciding with the effective date of this agreement. b. Business Auto Liability for Owned, Scheduled,Non-Owned, or Hired Automobiles: combined single limit of no less than$1,000,000 per occurrence. c. Workers'Compensation: as required under Indiana State Law. d. Such other insurance in such amounts as from time to time may reasonably be required by:the mutual consent of ADC and Performer against such other insurable hazards relating to the Performance. All certificates shall specify that the.coverage will not be.canceled or reduced without thirty (30) days' advance written notice to ADC. Premiums on all insurance policies shall be paid directly by Performer. 12. Nondiscrimination. The Performer represents and warrants that it and all of its officers, employees, agents and contractors shall comply with all laws of the United States, the State of Indiana and Carmel, Indiana prohibiting discrimination against any employee, applicant for employment, or other person in the performance of the Performer's obligations under this Agreement with respectto their hire, tenure, terms, conditions and privileges of employment and any other matter related to their employment or subcontracting, because of race, religion, color, sex, handicap, national origin, ancestry, age,.disabled:veteran.status and/or Vietnam era veteran status.. 13. Governing.Law; Lawsuits. This Agreement is to be construed in accordance with and governed by the laws of the 2 State-of lndiaha;:except for its.conflict of laws,provisions.The parties agree that, in the.event a lawsuit is-filed hereunder; they waive their right to a jury trial;agree.to file any such lawsuit in-an appropriate court in Hamilton County', Indiana only, and agree that such court is the appropriate venue for and has jurisdiction over the same. . 14. Iran Certification. Pursuant to I.C. § 5-22-16.5, the Performer hereby.certifies that it does not engage in investment activities within.the Country of Iran. 15.'E-Verify. Pursuant to-l'.C. §22-5-1.7, et seq., as the same maybe amended from time to time,.and as is incorporated herein by this refsrence;.the Performer hereby certifies that, to the extent the Performer has any.employees, the Performer has enrolled and:is participating in:the E-verify program and does notknowinglyemploy any unauthorized aliens. Should the Peiformer.violate Indiana's E-Verify law,'the City may terminate this Agreement in accordance with therewith. 16. Force_ Majeure. If performance of this Agreement or any obligation.under this.Agreement is-prevented, restricted, or interfered with.by causes beyond either party's reasonable control ("Force Majeure"),and if the party unable to carry out its obligations gives the.other party prompt written notice of such event, then the obligations of the party invoking this provision shall be, suspended tothe extent necessary by such event. The term-Force Majeure shall include, without limitation, acts of God, fire, explosion; vandalism, storm or other similar occurrences, orders or acts of military or civil authority, or by national emergencies, insurrections, riots, or.wars. The excused party;shall use reasonable efforts.under the circumstances to avoid or remove.such causes.of non-performance_and. shall proceed to perform with .reasonable dispatch whenever such causes are.removed or-ceased. An act or omission shall be deemed within the reasonable control of a party if committed, omitted, or caused by.such party, or its employees,officers,agents, or affiliates. 17. Miscellaneous: The indemnities setforth in this Agreement shall survive-the.termination of this Agreement. The invalidity or unenforceability of any termor condition of this.Agreement shall not ffect the other terms and conditions;.and . this Agreement shall be construed in all respects as if such invalid or.unenforceable term or condition had not been contained herein. This Agreement.constitute_s the entire agreement between the Performer and ADC with respect to the subject matter hereof, and supersedes all prior oral.or written representations:and agreements regarding same. This Agreement may ;only be.modified by written amendment executed by.both 'parties hereto. The-parties.represent and Warrant that they.are-authorized to enter into this Agreement.and that the persons executing this Agreement have the authority to bind the party which they represent. The parties warrant that they have read this Agreement-and.understand it, have had the opportunity to obtain legal advice and the assistance of counsel throughout the negotiation of this Agreement, and enter into the same.freely, voluntarily, and without any.duress, undue influence or"coercion. IN WITNESS WHEREOF, the'parties hereto have made.and executed this Agreement as follows: ARTIST DEVELOPMENT CORPORATION tT. EgEtor,v.CMS Ente,ttainm nnt_Candi McKinnw-Shrev ("ADC") ("Performer") By: . - By; r� Blair-Clark, President uthod d S' nature Date: _ July 2,2018 CANDI L. MCKINNIES'SHREVE Printed Name OWNER/BAND MANAGER Title FID/TIN:47-5580994 3 Last Four of SSN if Sole Proprietor: Date: 02 JULY 2018 . If Minor: I represent,- as parent or guardian-of the Performer,.we shall both be bound by the terms of this Performance Agreement. Signature of Parent of Guardian Printed Name Date: 4 Form W=9 Request.for Taxpayer Git►e Form to the (Rev.November 2017) Identification Number and Certification requester:Do not oepartrnemoftheTreasury. send to the IRS. Internal Revenue Service ►Go to www.1 gov/FormW9 for instructions and the latest information. 1 Name(as shown on your income tax return):Name is required on this line;do not leave this line blank.' CMS ENTERTAINMENT INC. 2 Business name/disregarded entity name,If differentfrom above r 3 Check appropriate box for federal tax classification-of the person whose name is entered on line 1:Check only one of the. 4 Exemptions(codes apply only to following seven boxescertain entities,not individuals;see CL instructions on page 3): p ❑"IndividueVsole proprietor or .El'C Corporation ❑S Corporation El Partnership ❑Trustiestate single-member LLC Exempt payee code Of any) u ❑ Limited liability company.Enter the tax ciassification.(C=C corporation,S=S corporation,P=Partnershlp)Do- p303 Note:Check the appropriate box in the line above for the tax classification of the single-member owner..Do not check Exemption from FATCA reporting - - .. H LLC If the LLC is classified as a single-member LLC that is disregarded from the owner unless the owner of the LLC is Y) z= another LLC that is not disregarded from the owner for U.S.federal tax purposes.Otherwise,a singWmember LLC that code Of an a is disregarded from the owner should check the appropriate box for the tax classification of its owner. ❑ Other(seeinstructions)10- -Address Address(number,street,and apt.or suite no.)See instructions. Requester's name and address(optionq -15609 LIN ROAD 6 City,state.and ZIP code FORTVILLE IN 46040 7 List account numbers)here(optional). Taxpayer Identification Number(TIN) Enter your-TIN in the appropriate box.The TIN provided must match the name given on line 1 to avoid. Social security number backup withholding,For individuals;this is generallyyour social security number.(SSM.However,-for a _ resident alien,sole proprietor,or disregarded entity,'see the instructions for Part I,later.For other - entities,it is your employer identification number(EIN).If you do not have a number,see How to get a TIN,later. or. Note:If the account is in more than one name,seethe instructions for line 1.Also see What Name and F-mpioyer identification number . Number To Give the Requester for guidelines on whose number to enter. M4� 5 -5 8 0 9 % 4 • certification Under penalties of perjury,I certify that: 1.The number shown on this form is my correct taxpayer Identification number(or I am waiting for a:number to be issued to me);and 2.1 am not subject,to backup withholding because:(a)I am exempt from backup withholding,or(b)I have not-been notified by the Intemal Revenue: Service ORS)that I am subject to backup withholding as a result of a failure to report all interest or dividends,or(c)the IRS has notified_me that I am no longer subject to backup withholding;and 3.1 am a U.S.citizen'or other U.S.person(defined-below);and 4.The FATCA codes)entered on this for (if any)indicating that I am exempt from_FATCA reporting is correct. Certification instructions.You must cross out item 2 above if you have been notified by the IRS that you are currently subject to backup withholding because you have failed to report all interest and dividends on your tax return.For real estate transactions;item 2 does not apply. for mortgage interest paid,. acquisition or abandonment of secured property,cancellation of debt,contributions'tondividual retirement arrangement(IRi),and generally;payments other than interest and dividends,you ar t requi to sign_ certification,but yo t provide your correct TIN.See the instructions for PartII,later. Sign Signature of Here U.S.person Date► !. d " General Instructions Form 1099-DIV(dividends,inclu g those from stoc or mutual funds) Section references are to the Internal Revenue Code unless otherwise .Forth 1099=MISC(various types of income;prizes,awards,or gross noted. proceeds) Future developments:For the latest Information about developments .Form 1099-B(stock or mutual fund sales and certain other related to Form W-9.and its instructions,such as legislation enacted transactions by brokers)" after they were published,go to wwwdrs.govfFormW9. •Form 1099-S(proceeds from real estate transactions) Purpose of Form Form 10997K(merchant card and third party network transactions). An individual or entity.(Form W-9.requester)who is required to file an •Form 1098(home mortgage Interest),1098-E(student loan interest), Information return with the IRS must obtain your correct taxpayer 1098-T{tuition) identification number(TIN)which may be your social security number •Form 1099-C(canceled debt) (SSN);individual taxpayer identification number(ITIM,adoption •Form 1099-A(acquisition or abandonment of secured property)" taxpayer identification number(ATIN),or employer identification number (EIN),to report on an information return the.amount paid to you,or other Use Form W-9 only If you are a U.S.person(including a resident amount reportable on an information return.Examples of information alien),to provide your correct TIN. returns include,but are not limited to,the following. ff you do not retum Form W 9 to the requester with a 71N,you might . . •Form 1099-INT(interest earned or paid) be subject to backup withholding.See What is backup withholding, later. CaL No.10231X Forth UN-9(Rev.11-2017) INVOICE Invoice.I D:201.8.08-J Issue.Date: July 1,.201.8 . Artists Development Company Due Date: August 1; 2018 324.W Main St,.Carmel,IN 4'6032. t1evSub'ect: Entertainment Bookin S for July istdVeIomencom pany.comnfo@art .. . For:.The-Cit y-of Carmel. ITEM DESCRIPTION Date NAME.. AMOUNT..: TYPE Service Contracted Saturday, Tad Robinson :_ $600 Entertainment= July.28: J azz on;the.Mono n . . TOTAL DUE. 600.00. CI��kS an now d i - fis-f':d ' ' oilmen company PERFORMANCE AGREEMENT i This Performance Agreement(the:"Agreement"),.wh'ich shalt be effective as of the date it last signed b a art :he (the "Effective Date"), is now entered into by:and between Artist-Development.Corporation("ADC"),-:arid rad Robinson, an individual. or tit authorized, to do business in -the -State-of Indiana and with offices:Located- QO Hi hfatl Awe ree eastle IN 4.6~135 headdress of the"P,erformer"). 1: Performance:The:Performer shall provide the,following live entertainment::�MSO :the"Performance")on Jul(the "Performance Date"), from COQ P" to9•.0, atarrneDistric, Carmel; Indiana,(the- Venue") The.Performer shall,provide all.equipment necessary or desirable for the:Performance, :except that ADC shall provide: Non . .2.: : .Payment.:ADC-shall'payto the Performer the.sum:of 6D.O.O.a,(the"Payment").upon paymentto ADC by the:City of Carmel, Indiana ("City ofCarmel"),.typically within forty-five (45) days of the Performance Date.which_payment shall constitute�all monies,due:and owing to the Performer from ADC for.or related to the-Performance. 3: Non-Performance: :If the.Performance,is_cancelled: by.ADC.at least thirty'(30).days prior.to the Performance Date, ADC.owes no amount, to. Performer: If :the.1 erformance is cancelled :less thah thirty: .(30) days.* before. I he Performance. Date,then ADC shall:pay to the Performer the.full amount of the:Pay.tent s.um as specified in Paragraph 2 hereinabove.: If the Performance is not provided by:the_Performer as specified in-Paragraph 1:hereinabove,the Performer shall pay to ADC one-half'of the Payment.sum as specifed in. Paragrap h:2 hereinabove. 4. Sales: Neither.ADC nor-the Performer shall sell tickets or.charge admission to thea Performance: On.the Performance Date, ,the. Performer may, in conformance with the laws,: rules, and. regulations of the;Venue, sell:the Performer's merchandise. at the Performance location, and the Performer: shall retain all:proceeds therefrom without- -contribution to-ADC. 5: Relationship. The Performer is not, and:shall not be considered_for any purpose to be,the employee of ADC'& -the City of Carmel: The Performer hereby agrees A. indemnify and hold harmless ADC and the City of:Carmel, and ADC and, the: City'.of Carmel's .officers, officials, employees; agents, and attorneys; from and against all claims, suits, judgments,-liabilities, losses, costs, and expenses (including, without limitation, :reasonable attorneys' fees and court: costs) that result from any claim for wages, benefits, or otherwise by any agent, employee, or.contractor.of the Performer or.,from any actions of the'Performer and/or the Performer's agents, employees, or contractors -at or regarding the. Performance. 6., License:The Performer hereby grants to ADC and-the City of Carmel a.license.(the "Liicense')to photograph, video record, or otherwise depict, in,:on, 'or through any medium (Whether print; digital,-or other.media-.format), the Performer.-and"the-Performance, for use by ADC and the City of Carmel in advertising-or marketing ADC,the Venue,.the " City of Carrriel,.the Carmel Arts.and Design:District, andlor ADC-sponsored o.r ADC-related events..The.License shall survive the termination of this Agreement: 7.. Indemnity;The.Performer.hereby agrees.to indemnify and.hold harmless ADC_and ADC's officers, officials-, employees, agents, and"attorneys from-and.against.all claims,.suits, judgments;"liabilities, losses; costs; and expenses- . .(including, without limitation;reasonable attorneys'fees and court costs),that resulffrom the Performance or the.breach of this Agreement.by Performer. .8: Assignment.The Performer shall not assign this Agreement or any of its obligations hereunder: -9. Copyright Permission..The Performer hereby agrees to obtain.all necessarypermissions.from BMI, ASCAR SBSAC; or directly from the"copyright holder(s).of all.songs or.other works.that is not iri the public domain and that will be part of the:Performance, and .hereby agrees ;to indemnify and hold harmless ADC; and ADC's" officers, officials, employees,-agents, and attorneys,:from and, against all claims, suits,-judgments; liabilities,-losses, costs; and expenses" (including, without limitation, reasonable attorneys'=fees and court costs) that result from the Performer's failure to obtain such permissions. - "10: Compliance,With: .Law; Lawful Orders.;The-Performer-agrees to .comply with.:all.federal," state- and.local laws; executive orders;.'rules, :regulations. and. codes applicable to"the.Perforrrier's .performance-of.its.obligations under.fhis Agreement; and all relevant -provisions .thereof are -incorporated-herein"by this: reference. The. Performer agrees to " iridemnify grid hold harmless ADC from any:loss, damage and/o.r liability.resulting fromany such Violation of.such Taws, . orders;:rules, regulations and-codes. The Performerfurther agrees to comply with:all lawful orders:of ADG with regards.to- or related to the Performance. . 11. Nondiscrimination. The Performer represents and warrants that..it and all i of its.officers;,employees, agents.and contractors. shall'.comply;with all laws' of the .United "States; .the Staite.:of Indiana. and Carmel; fndiana"prohibiting' discrimination against."any .employee,""applicant for eriiployment;.or other person in the performance,of thePerformers obligations under this.Agr. me.. with respect.to their hire, tenure, terms,-conditions.and.privileges of employment and any .other matter"related to their employment or'subcontracting, because of race,:religion, color,. "sex,:handicap; nafionaf origin,:ancest' ge;.disabled veteran.status."and/orVietnam'.era:veteran status. 12. GoVerhing Law;:Lawsuits.-This:Agreement is to.be construed-inaccordance with and governed" by the-laws of the State of Indiana;_except for its conflict:6f laws provisions. The parties agree fhat,".in the event a lawsuit,is filed hereunder, they waive their right to a jury"trial, agree to file any such lawsuit.inan-appropriate court.inHamilton County; Indiana only-, and agree that such court is the appropriate.Venue.for and.has jurisdic tion over thesanie. 13. Iran "Certification: Pursuant to I.C..§ 5-22-1.6.5, the Performer her' by-certifies that.it does not engage in investment- activities within the Country.-of Iran: --14. ENe.rify. Pursuanf to L:C:§.22-5=1":7; et s a;as the same may be amended-from time to time;and as is.incorporated herein by-this reference; the Performer _hereby certifies. that,:to the extent the-Performer has any employees; the'. . Performer has enrolled and: is :participating in the E-verify. program--and does riot knowingly employ any .unauthorized aliens: Should.the Performer violate Indiana's E=Verify law, the City.may:terminate this Agreement in.accordance with therewith: S. Force Majeure. If'perforrriance of this Agreement or any obligation.under this Agreement is.prevented;.restricted,.or interfered with by causes beyond:either"party's reasonable.control ("Force Majeure'),.and if the party:unable to carry out its"obligations gives"the other party prompt:written notice of such event; then the obligations of-the-party invoking this provision shall be suspended to the extent necessary by such event. The term Force Majeure shall include, without limitation, acts of God; fire," explosion,vandalism; storm or other. similar occurrences,-orders or acts of .military or civil" authority, or:by.national emergencies, insurrections, riots, or.wars. The excused. party shall-Use.reasonable.efforts under . 2 erform with reaSO"a-ble. or ceased. An act or omission shall be deemed within t; ,., c.:mst_Inocs io avoid or r0move such causes of non-performance and shall proceed m p L�jS(`.3iC11 t01 ICM:)r SU011 C�IUSeS are remove(] agents, - 4 c,r I party if committed, omitted, or caused by such party,or its employees officers,a9 Agreement. The . Agreement shall not affect the other terms and condtion ditin t been Nii>-cefianeous. The indemnities set forth in this Agreement shall survive the termination of this Ag i vaii,;it)- or unenforceat�ility of any term or condition of this Agree t'.iJ' -lg:e2mznt shall be construed in all respects rafefasgeementch libetween thenfod or unenPerforrmer and ADCceable term or rwth respectto the ontainad herein. This Agreement constitutes the e 9 agreements regarding su,,1 ect matter hereof, and supersedes all prior oral or written representations and he resent and 1�raament may only be modified by written amendment executed by both parties hereto. The parties ime that the are authorized to enter into this Agreement and that the persons executing this Agreement have the ck'arrant t ) Agreement and understand authority to bind the party which they represent. The parties warrant that they have read this ou otiation of this I it, have had the opportunity to obtain legal advice and the assistance of counsel throughout the nen undue influence or coercion. Agreement; and enter into the same freely, voluntarily, and without any duress, jIN WITNESS WHEREOF, the parties hereto have made and executed this Agreement as follows: ARTIST DEVELOPMENT CORPORATION Tad Robinson ("Performer') a ('`ADC") By: By: i_j Blair Clark, President Authorize ignatu e Date: 2-9-18 Printed Name '_ 1 4,;'6 CAI-- Title FID/TIN: Last Four of SSN if Sole Proprietor-, .010 Date: If Minor: 1 reprt�,flr�t as Shall beth t,t, f<<;ind I�� t!l: + Ag N, x f�