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Exhibit A
<br /> Theatre Event Terms and Conditions
<br /> 1) FOX THEATRE AGREEMENT. This Exhibit A (the "Lease") to the Fox Theatre Agreement ("Agreement") sets forth the terms and
<br /> conditions of the lease by GFV to the City of the Fox Theatre, situated at 2215 Broadway, Redwood City, CA ("Premises"), for four (4)
<br /> community events annually (each, an "Event" and collectively the "Events"). Capitalized terms not otherwise defined in this Exhibit A shall
<br /> have the meaning given to them in the Agreement. For the sake of Clarity, the terms, conditions, and definitions set forth in Exhibit B to the
<br /> Agreement shall not control the terms, conditions, or definitions set forth in this Exhibit A.
<br /> 2) GRANT OF LEASE. During each year of the Agreement's Initial Term, GFV hereby grants to City the right to use, operate and occupy
<br /> any and all facilities within the Premises for four (4) Events, subject to provisions, conditions, limitations and restrictions of this Lease, and
<br /> City shall have the right to enjoy and use the Fox Theatre in accordance with the terms of this Lease, and City shall perform its obligations
<br /> under this Lease.
<br /> 3) EVENT ORDERS. For each Event, (i) City shall mark the requested items on the Fee Schedule, attached hereto as Appendix A and
<br /> incorporated herein by reference and (ii) City shall complete the Event information form, attached hereto as Appendix B and incorporated
<br /> herein by reference. City shall return a completed Appendix A and Appendix B to GFV at the time it reserves the Fox Theatre for the Event.
<br /> 4) PAYMENT TERMS. For each Event, City shall pay GFV for all the requested items listed in Appendix A. GFV requires a 50% deposit
<br /> upon reservation of the Theatre for each Event. The balance must be paid in full by 10 days prior to the Event Date listed in Appendix B.
<br /> Additional items requested by City will be billed separately and must be paid in MI by the conclusion of the Event. All checks should be
<br /> made payable to Golden Fox Venues Inc.
<br /> 4) SETTLEMENT FOR ADDITIONAL ITEMS. With respect to each Event, settlement for Additional Items NOT requested by City in
<br /> Appendix A shall be concluded within seven (7) business days following City's receipt of final invoice from GFV or any of its vendors. In the
<br /> event City disputes any charges or fees, City agrees to submit in writing to GFV an explanation of disputed charges within thirty (30) business
<br /> days of receipt of invoice(s), otherwise City shall be responsible for all invoiced charges. In the event of a disputed invoice item, City agrees
<br /> to remit payment for all undisputed items.
<br /> 5) CANCELLATION. If City cancels an Event after reserving the Premises for such Event, City forfeits 100% of the deposit payment paid
<br /> for that Event. If GFV cancels an Event, it shall return 100% of any deposit fee paid.
<br /> 6) INSURANCE REQUIREMENTS. GFV and City each agree to secure and maintain, at their sole expense, the following insurance
<br /> coverage with an insurance company legally licensed to do business in the State of California:
<br /> Commercial general liability insurance in the amount of Two Million Dollars ($2,000,000) with minimum of One Million Dollars ($1,000,000)
<br /> per occurrence, naming GFV as additional insured. City must provide GFV with a Certificate of Insurance evidencing the above said insurance
<br /> coverage no later than two weeks prior to any Event date.
<br /> 7) INDEMNITY. City agrees to defend, indemnify and hold harmless GFV, its agents and employees from and against any and all claims,
<br /> demands, costs and expenses that GFV may sustain or incur by reason of any infringement or violation of any third-party copyright during any
<br /> Event by City, its officers, agents, or employees. City agrees to pay any and all royalties required to be paid on copyrighted material; GFV is
<br /> to be held harmless and free of all liabilities there from. Further, City agrees to indemnify and hold harmless GFV, its officers, agents, and
<br /> employees from and against any and all claims, demands, losses, liabilities, costs, or expenses of any nature (including reasonable attorney's
<br /> fees and costs) not otherwise specifically agreed to herein, directly arising or resulting from City's presentation and promotion of any live
<br /> entertainment performances at the Premises or in any manner directly arising from City's use or occupancy of the Premises, regardless of
<br /> whether arising from matters before or after any Event or on or offthe Premises unless such claims, demands, losses, costs, liability, or expenses
<br /> result from the negligence or willful misconduct of GFV, its agents, employees or independent contractors. GFV agrees to indemnify and hold
<br /> harmless the City, its officers, agents, and employees from and against any and all claims, demands, losses, liabilities, costs, or expenses of any
<br /> nature (including reasonable attorney's fees and costs) not otherwise specifically set forth above, or in any manner directly or indirectly arising
<br /> from Fox's ownership, GFV's tenancy, or GFV's operation of the Premises and regardless of whether arising from matters before or after any
<br /> Event or on or offthe Premises unless such claims, demands, losses, costs, liability, or expenses result from the negligence or willful misconduct
<br /> of City, its agents, employees or independent contractors.
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<br /> ATTY/AGR/2016.287/FOX THEATER AGREEMENT
<br /> REV: 0-29-16 JS
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