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ORIGINAL ~g This Amendment No. 2 is entered into and effective as of the Xi day of , 2009, extending and amending the agreement dated September 15, 008 (the "Agreement") by and between the City of Redwood City Redevelopment Agency, ("Agency"), and ZOPPE, an Italian Family Circus, ("Performers") (collectively, the "Parties"). AMENDMENT NO.2 TO EXTEND AND AMEND AGREEMENT FOR LIVE PERFORMANCE AGREEMENT (Zoppe Italian Family Circus) RECITALS A. On September 15, 2008, the Parties executed Amendment No. 1 to the Agreement to incorporate the Agency's standard insurance requirements; and B. The Parties desire to alter the Agreement's performance schedule to increase the number of live performances, the time for performance, and the compensation for said performances. This amendment also alters the following key provisions: technical requirements, force majeure, renewal, merchandise, hospitality, indemnification and insurance provisions. C. The Parties have negotiated and agreed to a supplemental schedule of performances, which is attached to and incorporated in by this reference as Exhibit "A," Schedule of Performance. NOW, THEREFORE, in consideration of these recitals and the mutual covenants contained herein, the Parties agree as follows: 1. In addition to those services contained in the Agreement, as may have been amended from time to time, Performers will provide those services described in Exhibit "A" Schedule of Performance. With this Amendment, the aggregate Agreement amount shall not exceed One Hundred Twenty Five Thousand dollars ($125,000.00). 2. Agency will pay Performers a total sum of Seventy Five Thousand dollars ($75,000) for all Performances described in Exhibit "A" Schedule of Performance. The Performance Fee shall be payable as follows: (a) Upon execution of this Agreement and completing Section 18.3 Insurance, the Agency shall pay the Agent, a deposit in an amount equal to Twenty Five Thousand Dollars ($25,000.00), which is approximately thirty-three percent (330/0) of the total Performance Fee (the "First Deposit"). Payment of the First Deposit shall be by check of the Agency made payable to New World Classics. Performers represent and warrant that Performers and Agent have previously agreed that Agent shall accept payment of the First Deposit from the Agency as set forth in this paragraph. (b) Two (2) days prior to the first day of performance as set forth in the Schedule of Performance and completing Section 18.3 Insurance, the Agency shall pay the Performers an additional deposit in an amount equal to Twenty Five Thousand Dollars ($25,000.00), which is approximately thirty-three percent (330.10) of the total Performance Fee (the "Second Deposit"). Payment of the Second Deposit shall be by check of the Agency made payable to Giovanni Zoppe. ATTY/AGR/2008/AMEND/No. 2 Zoppe 7/28/09