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resolution.council.017-22
RESOLUTION #017 (Series of 2022) A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF ASPEN, COLORADO, APPROVING A CONTRACT BETWEEN THE CITY OF ASPEN AND CHIMICHANGA PRODUCTIONS, INC. F/S/O JIM GAFFIGAN, AUTHORIZING THE CITY MANAGER TO EXECUTE SAID CONTRACT ON BEHALF OF THE CITY OF ASPEN, COLORADO. WHEREAS, there has been submitted to the City Council a contract between the City of Aspen and Chimichanga Productions, Inc. F/S/O Jim Gaffigan, a true and accurate copy of which is attached hereto as Exhibit "A"; NOW, THEREFORE, BE IT RESOLVED BY THE CITY COUNCIL OF THE CITY OF ASPEN, COLORADO, That the City Council of the City of Aspen hereby approves that Contract for $66,850 between the City of Aspen and Chimichanga Productions, Inc. F/S/O Jim Gaffigan, a copy of which is attached hereto and incorporated herein, and does hereby authorize the City Manager to execute said agreement on behalf of the City of Aspen. INTRODUCED, READ AND ADOPTED by the City Council of the City of Aspen on the 811 day of February 2022. Torre, Mayor I, Nicole Henning, duly appointed and acting City Clerk do certify that the foregoing is a true and accurate copy of that resolution adopted by the City Council of the City of Aspen, Colorado, at a meeting held,j"L=,2 (�'tk/2022. Nicole Henning, City Clerk DocuSign Envelope ID:85E2D391-89A643BF-A518-2C527BE9F39B EXHIBIT A P "G q �, , 60, & VA Q ► CITY OFASPEN CITY OF ASPEN LEGAL RIDER- PERFORMANCE CONTRACT ADDENDUM Chimichanga Productions, Inc f/s/o Jim Gaffigan—February 19,2022 The City of Aspen Legal Rider("the Rider") is attached to and made part of the Performance Contract("the Contract") between Chimichanga Productions, Inc f/s/o Jim Gaffigan (the ARTIST), and the City of Aspen ("the CITY") on behalf of the Wheeler Opera House. The City has engaged the ARTIST to perform at the Wheeler Opera House ("the Facility"), located in the City of Aspen subject to the terms and conditions set forth herein. The terms and conditions in the Contract shall be interpreted as consistent with the terms and conditions in this Rider whenever possible. The Performer and the City hereby agree to the following additional terms and conditions: 1. Local Rules and Compliance. The ARTIST, including the ARTIST's employees and contractors working for the ARTIST shall comply with all local rules and regulations governing the Facility, including all rules, laws, ordinances, regulations, and orders of governmental authorities and ARTIST further agrees to modify its Performance to comply with local laws and safety regulations upon notification of violation. No part of the performance may consist of acts in violation of any local laws,codes,statutes, ordinances,rules,or any other requirements including building and fire regulations. If ARTIST violates this section, the CITY may immediately cancel the performance, and ARTIST will be considered to have breached this Contract. 2. Smoking. Smoking is not permitted in the Facility, and only allowed in designated areas immediately outside of the Facility. 3. Drug Free Policy. The City of Aspen and the Wheeler Opera House have a strict drug-free policy which prohibits the use of marijuana and other drugs on City property. Any person, including independent contractors, performers, managers, agents,technicians, staff, and entourage members using marijuana or other illegal substances at the Facility, on City property,or in DocuSign Envelope ID:85E2D391-89A6-43BF-A518-2C527BE9F39B public may be removed from or denied entrance to the Facility and subject to criminal penalties. 4. Plastic Free Venue. The Facility strives to be a plastic free venue, and does not provide disposable water bottles but will provide reusable water bottles and filtered water back-and onstage. 5. Fire Regulations. All electrical equipment, props, and other property brought into the Facility by ARTIST to be used in conjunction with the ARTIST's performance shall comply with and conform to all the rules and regulations of the City and the Facility, including all City Ordinances, statutes and laws of the State of Colorado, and the rules and regulations issued by any governmental entity with jurisdiction over the Facility. 6. Independent Contractor. ARTISTS are independent contractors and shall not be considered an employee of the City for purposes of any federal or state laws. The City is not obligated to secure and shall not provide any employment benefits of any kind or type to or for the ARTIST, including but not limited to worker's compensation, disability insurance, errors and omissions insurance, vacation or sick leave, retirement contributions, or other benefits. ARTIST shall be responsible for any state or federal tax withholdings on moneys earned pursuant to this Contract. 7. Indemnification. a. General Indemnification. ARTIST agrees to indemnify and hold harmless the CITY,its officers,employees, insurers,and self-insurance pool,from and against all liability,claims,and demands,on account of injury, loss,or damage, including without limitation claims arising from bodily injury, personal injury, sickness, disease,death, property loss or damage,or any other loss of any kind whatsoever, which arise out of or are in any manner connected with this Contract and caused by Artist negligence or willful misconduct,to the extent and for an amount represented by the degree or percentage such injury, loss,or damage is caused in whole or in part by,or is claimed to be caused in whole or in part by,the wrongful act, omission,error, professional error, mistake, negligence,or other fault of the ARTIST,any subcontractor of the ARTIST,or any officer, employee, representative, or agent of the Professional or of any subcontractor of the ARTIST, or which arises out of any workmen's compensation claim of any employee of the ARTIST or of any employee of any subcontractor of the ARTIST.The ARTIST agrees to investigate, handle, respond to,and to provide defense for and defend against,any such liability,claims or demands at the sole expense of the ARTIST,or at the option of the CITY,agrees to pay the CITY or reimburse the CITY for the defense costs incurred by the CITY in connection with,any such liability, claims,or demands. If it is determined by the final judgment of a court of competent jurisdiction that such injury, loss,or damage was caused in whole or in part by the act, omission,or other fault of the CITY, its officers,or its employees,the CITY shall reimburse the DocuSign Envelope ID:85E2D391-89A6-43BF-A518-2C527BE9F39B ARTIST for the portion of the judgment attributable to such act,omission,or other fault of the CITY, its officers, or employees. b. Intellectual Property. CITY holds BMI,ASCAP, and SESAC live performance licenses. ARTIST shall indemnify and hold harmless CITY against all claims for loss, injury or damage to any person arising out of any failure of ARTIST to comply with any contract, copyright or other law, including a covenant to pay all attorney fees and costs in indemnification arising from the unauthorized use or allegation of unauthorized use of any intellectual property. Upon request by the CITY,ARTIST shall provide Proof of Royalty Payment,where applicable, 30 days prior to EVENT. The provision of this section shall survive termination. 8. COVID-19 Precautions and Procedures. ARTIST agrees that ARTIST AND other ARTIST personnel shall comply with CITY-mandated precautions and procedures related to preventing the transmission of COVID-19. The CITY has the following requirements for all artists, patrons, volunteers and staff at the Wheeler Opera House: masks are required at all times except when performing onstage;proof of full COVID vaccination OR negative COVID PCR or antigen test administered by a third party on the same day of the performance must be provided; a minimum of twelve (12)feet will be maintained between unmasked performers and the audience. Additionally, no visitors are allowed backstage: only Wheeler and tour personnel who have been cleared to be in the building are allowed. 9. Default and Cancellation. a. Cancellation or Breach by Artist In the event of a breach by the ARTIST of the terms or conditions of this Contract and any attached Exhibits or Addendums, CITY shall have, in addition to any other legal recourse,the right to terminate ARTIST's rights under this Contract forthwith and to remove and exclude any and all property of ARTIST from the Facility, all subject to notice, and to enforce all provisions of this Contract against ARTIST. b. In the event ARTIST cancels this Contract, ARTIST shall return any deposit received by ARTIST in conjunction with the performance to the CITY within twenty-one(21) business days of the cancellation. 10. Force Maieure and Government-declared States of Emergency. a. If a parties' performance of any obligation under this Contract (other than the payment of money) is prevented or interfered with by any cause beyond the reasonable control of such party, such as unavoidable and unforeseeable equipment failures, vendor delays, or acts of God, this shall be deemed a Force Majeure Event ("Event"), and such affected party shall be excused from performing such obligation DocuSign Envelope ID:85E2D391-89A6-43BF-A518-2C527BE9F39B to the extent and for the duration of such prevention or interference, provided such party uses all reasonable efforts to remove or overcome such prevention or interference as quickly as possible. CITY and ARTIST shall make best efforts to reschedule the EVENT to a future mutually agreeable date under the same terms and conditions of this Contract. In the case of inclement weather, should the ARTIST be present, ready and willing to perform at the Wheeler Opera House, ARTIST shall be entitled to the full fee agreed to in this contract even if the performance is cancelled. b. A Government-declared State of Emergency will be deemed a Force Majeure event. CITY may in its sole discretion cancel any performance which may expose any member of the company or any portion of the audience to the danger of death, disease or injury, or an outbreak of violence or civil strife. Upon such cancellation, neither party shall be liable for any loss, damage,or expense claimed to have been suffered by said cancellation. CITY and ARTIST shall make best efforts to reschedule the EVENT to a future mutually agreeable date under the same terms and conditions of this Agreement. Should the CITY and ARTIST be unable to agree to a new date, ARTIST shall retain any amounts received by ARTIST as a deposit but not entitled to any additional payments. If any performance shall be prevented for any of the foregoing causes, neither the CITY nor ARTIST shall be under any obligation to present the EVENT at a different time and neither party shall have any claim against the other in connection with the losses resulting from such prevented or interfered performance(s). c. ARTIST further agrees that if a city,county,state,or federally mandated "do no gather restriction" is enacted and in effect in Aspen, Colorado after the adoption of this contract, the CITY has the right to cancel this performance without liability under Force Majeure. Upon such cancellation, neither party shall be liable for any loss, damage, or expense claimed to have been suffered by said cancellation. CITY and ARTIST shall make best efforts to reschedule the EVENT to a future mutually agreeable date under the same terms and conditions of this Contract. Should the CITY and ARTIST be unable to agree to a new date,ARTIST shall retain any amounts received by ARTIST as a deposit but not entitled to any additional payments. Should the State of Colorado, Pitkin County, or the CITY limit gatherings to a capacity that is less than normal full Wheeler capacity, then the CITY may cancel the performance and both parties shall use reasonable efforts to reschedule the performance at a mutually- agreeable time on mutually-agreeable terms. 11. Insurance. a. At all times during the Term of this Contract, ARTIST shall carry and maintain in full force, at its sole expense,combined bodily injury/property damage liability insurance in the amount of at least$1,000,000 (One Million US Dollars) each occurrence listing the CITY and the "Wheeler Opera House" as an additional insured. A copy of the policy,or an agent's certificate of insurance,must be provided by ARTIST no later than 30 days prior to performance under this Contract, and must be satisfactory to CITY. CITY may disapprove proposed insurance coverage if the insurance company or the terms of coverage are not satisfactory. Any liability insurance policy must include a DocuSign Envelope ID:85E2D391-89A643BF-A518-2C527BE9F39B provision requiring a minimum of 30 days written notice to CITY of any change or cancellation. b. The ARTIST shall also provide an Employer's Identification number and evidence of coverage for WORKERS' COMPENSATION insurance for its employees. The ARTIST agrees that failure to provide such documentation shall not exempt the ARTIST for any and all responsibility to its employees and assign's regarding workers' compensation claims,and the ARTIST agrees to indemnify and hold harmless the CITY and the Wheeler Opera House, its personnel and assigns for any injury or claim to workers' compensation benefits by and of its employees or assigns. c. Nothing herein shall be construed to abrogate or diminish any protections and limitations afforded to the CITY by the Colorado Governmental Immunity Act, C.R.S. § 24-10-101 et seq. as amended,or other law.The parties hereto understand and agree that City is relying on, and does not waive or intend to waive by any provision of this contract,the monetary limitations(presently$350,000.00 per person and$990,000 per occurrence) or any other rights, immunities, and protections provided by the Colorado Governmental Immunity Act, Section 24-10-101 et seq., C.R.S., as from time to time amended,or otherwise available to City, its officers,or its employees. 12. license and Use of Facility a. This Contract grants ARTIST a license to use the designated Facility on the designated dates in accordance with, and subject to, the terms of this Contract. This Contract is not a lease and nothing in it shall be construed to create a landlord/tenant relationship or to give ARTIST any right to exclusive possession of any part of the Wheeler Opera House. b. ARTIST shall use the Facility in a careful, safe and proper manner and shall not use or permit the Facility to be used in any manner that is contrary to any applicable federal, state, county or municipal laws, ordinances, rules, regulations or codes. c. ARTIST shall not use, suffer, or permit to be used, all or any part of the Facility in any immoral, illegal, lewd, objectionable, or offensive manner. ARTIST shall neither do not permit to be done any act or thing at the Facility that would or might subject CITY to any liability or responsibility for injury to any person or persons or for damage to property. d. CITY reserves the right to control and manage the entire Facility and to enforce all necessary and proper rules for the operation of same and for its authorized representatives to enter the portions of the Facility hereby licensed to ARTIST at any time and on any occasion. CITY also reserves the right, but has no duty, through its appointed representatives, to eject any objectionable person or persons from the Facility, and to cancel or suspend any performance if, in the reasonable judgment of CITY,failure to do so might endanger public safety or result in material damage to the Facility. ARTIST hereby waives any and all claims against CITY and any of its agents, officers, directors, servants, and employees resulting from any exercise of CITY's authority under this provision. DocuSign Envelope ID:85E2D391-89A6-43BF-A518-2C527BE9F39B e. ARTIST shall not alter, repair, add to, deface, or change the Facility in any manner whatsoever, without the prior written consent of the CITY. The Facility shall be maintained and vacated,as and when required,in as good condition as it is upon entry of the ARTIST therein, reasonable wear and tear excepted. ARTIST shall pay on demand for all damages or injury done by ARTIST or its agents and employees to the Facility. f. CITY shall not be obligated or required to replace or repair any part of the Facility nor be liable to ARTIST for any damages occurring by reason of any defect therein, or occasioned by any part thereof being or becoming out of repair, or arising from activities of whatever kind or nature that may take place at the Facility, nor any damages arising from any act or neglect of occupants of the Facility or any owners or occupants of adjoining property, nor for any loss, theft, damage, injury, or other casualty to the property of the person. 13. Merchandise. a. ARTIST shall be responsible for obtaining a City of Aspen Business License. ARTIST shall provide a merchandise seller and sales system and will be entitled to all sales proceeds with no commission due to CITY. ARTIST must pay all applicable sales tax due on all merchandise sold. A pre-and post-show inventory must be completed with a CITY staff member who will report the gross sales amount to the Finance Department of the City of Aspen. Applicable sales tax must be remitted by the first of the month following the sale.City of Aspen Business Licenses may be obtained by visiting https:Hwww.citvofaspen.com/370/Business-License. 14.Worker without Authorization Prohibited CRS§8-17.5-101 &§24-76.5-101 During the 2021 Colorado legislative session, the legislature passed House Bill 21-1075 that amended current CRS § 8-17.5-102 (1), (2)(a), (2)(b), and (2)(b)(III) as it relates to the employment of and contracting with a "worker without authorization"which is defined as an individual who is unable to provide evidence that the individual is authorized by the federal government to work in the United States. As amended, the current law prohibits all state agencies and political subdivisions from knowingly hiring a worker without authorization to perform work under a contract, or to knowingly contract with a third-party who knowingly hires with a worker without authorization to perform work under the contract. The law also requires that all contracts for services include certain specific language as set forth in the statutes. The following terms and conditions have been designed to comply with the requirements of Colorado law. Definitions. The terms used within this section shall have the same meanings and definitions provided for in Colo. Rev. Stat. section 8-17.5-102. "Worker without authorization" means an individual who is unable to provide evidence that the individual is authorized by the federal government to work in the United States. This Contract is considered a Public Contract for Service. By signing this document,ARTIST and Agent certify and represent that: DocuSign Envelope ID:85E2D391-89A6-43BF-A518-2C527BE9F39B 1.Artist shall confirm the employment eligibility of all employees who are newly hired for employment to perform work under the public contract for services; and 2.ARTIST has participated or attempted to participate in either the e-verify program or the department program in order to verify that new employees are not workers without authorization. ARTIST and Agent hereby confirm that: 1. ARTIST shall not knowingly employ or contract with a worker without authorization to perform work under the Public Contract for Services. 2.ARTIST shall not enter into a contract with a sub-contractor that fails to certify to the ARTIST that the subcontractor shall not knowingly employ or contract with a worker without authorization to perform work under the Public Contract for Services. 3.ARTIST has confirmed the employment eligibility of all employees who are newly hired for employment to perform work under the public contract for services through participation in either the e-verify program or the department program. 4.ARTIST shall not use the either the e-verify program or the department program procedures to undertake pre-employment screening of job applicants while the Public Contract for Services is being performed. If ARTIST obtains actual knowledge that a subcontractor performing work under the Public Contract for Services knowingly employs or contracts with a worker without authorization, ARTIST shall: 1. Notify such subcontractor and the CITY within three days that ARTIST has actual knowledge that the subcontractor is employing or subcontracting with a worker without authorization: and 2.Terminate the subcontract with the subcontractor if within three days of receiving the notice required pursuant to this section the subcontractor does not stop employing or contracting with the worker without authorization; ARTIST shall comply with any reasonable request by the Colorado Department of Labor and Employment made in the course of an investigation that the Colorado Department of Labor and Employment undertakes or is undertaking pursuant to the authority established in Subsection 8-17.5-102 (5), C.R.S. If ARTIST violates any provision of the Public Contract for Services pertaining to the duties imposed by§ 8-17.5-102, C.R.S. the CITY may terminate this Contract. If this Agreement is so terminated,ARTIST shall be liable for actual damages to the CITY arising out of ARTIST's violation of§ 8-17.5-102, C.R.S. DocuSign Envelope ID:85E2D391-89A6-43BF-A518-2C527BE9F39B It is agreed that neither this agreement nor any of its terms, provisions, conditions, representations or covenants can be modified,changed,terminated or amended, waived, superseded or extended except by appropriate written instrument fully executed by the parties. If any of the provisions of this agreement shall be held invalid, illegal or unenforceable it shall not affect or impair the validity, legality or enforceability of any other provision. 15. Non-Discrimination. No discrimination because of race, color, creed, sex, marital status, affectional or sexual orientation, family responsibility, national origin, ancestry, handicap, or religion shall be made in the employment of persons to perform services under this Contract. ARTIST agrees to meet all of the requirements of City's municipal code, Section 15.04.570, pertaining to non- discrimination in employment. 16.Waiver. The waiver by the CITY of any term, covenant, or condition hereof shall not operate as a waiver of any subsequent breach of the same or any other term. No term, covenant, or condition of this Contract can be waived except by the written consent of the CITY, and forbearance or indulgence by the CITY in any regard whatsoever shall not constitute a waiver of any term, covenant,or condition to be performed by ARTIST and Agent to which the same may apply and, until complete performance by ARTIST and Agent of said term, covenant or condition,the CITY shall be entitled to invoke any remedy available to it under this Contract or by law despite any such forbearance or indulgence 17.Governing Law:Attorney's Fees This Contract and the rights and obligations of the parties hereunder shall be governed by and construed in accordance with the laws of the State of Colorado. Venue for all actions arising under this Agreement shall be Pitkin County, Colorado. In the event that legal action is necessary to enforce any of the provisions of this Agreement,the prevailing party shall be entitled to its costs and reasonable attorney's fees. 18. Entire Agreement. This Rider constitutes a material part of the Contract between the parties, and when appended to the ARTIST'S Contract, the Contract, the Rider and Contract documents constitute the entire agreement between the parties and supersede any previous agreements, oral and written. This Agreement may be modified only by subsequent mutual written agreement executed by the ARTIST,the Agent if applicable,and the CITY. In addition the ARTIST understands that no City official or employee other than the Executive Director of the Wheeler Opera House or City Manager may modify the terms of this Contract on behalf of the CITY. Any modifications to this Contract must be in writing and be executed by the parties hereto. DocuSign Envelope ID:85E2D391-89A6-43BF-A518-2C527BE9F39B 19. No Third-Party Beneficiaries. It is expressly understood and agreed that enforcement of the terms and conditions of this Agreement, and all rights of action relating to such enforcement shall be strictly reserved to the parties and nothing contained in this Rider and the Contract shall give or allow any such claim or right of action by any other third person. Neither the City nor the ARTIST and Agent shall have the right to assign, transfer or sublet its interest or obligations hereunder without the written consent of the other party. 20.Severability. In the event that any provision of this Rider or Contract is held unenforceable for any reason, the remaining provisions of this Agreement shall remain in full force and effect. 21. Counterparts. This Agreement may be signed using counterpart signature pages, with the same force and effect as if all parties signed on the same signature page. 22.Authorization of Signature. The parties acknowledge and represent to each other that all procedures necessary to validly contract and execute this Agreement have been performed and that the persons signing for each party have been duly authorized to do so. Agreed: FOR: City of Aspen on behalf of the Wheeler Opera House 5 V ned by.DoeuBJp FOSNX Diane Foster,Acting City Manager 2/9/2022 1 2:10:28 PM MST Date FOR:Chimichanga Productions, Inc f/s/o Jim Gaffigan [Doeuftned by: to, ,vW7►M 8DCFF87B25AC41B... Signature Alex Murray Manager (printed name and title) 1/28/2022 Date DocuSign Envelope ID:85E2D391-89A6-43BF-A518-2C527BE9F39B Contract 0: 1088288 Agency License:: TA000250981 U TA Agent: Heidi Feigin Phone. (310)246-6009 feiginhCunitedtalent.com Agreement made by and between Chlmichanga Productions,Inc F/S/O Jim Gaffigan('Artist) and <<f c� ti,COonh¢}�o1roT PuT�sh�2�2f It is mutually agreed that the Purchaser engages the Artist to perform the following engagement(s)upon the terms and conditions hereinafter set forth.Attached Exhibit A-Additional Terms and Conditions and Artist's Rider are made part of this Agreement by this reference.. I t-awe.- N/A 1.Artist: Jim Gaffigan Loonout/Producer: Chlmichanga Productions,Inc Tax ID:11.3460443 2.BIUing: 100%Headline 3.Engagement Venue: Wheeler Opera House 320 E Hyman Ave Aspen,Colorado 81611 United States 4.Date of Engagement: Saturday,February 19,2022 No.Shows:Two(2) S.Schedule: 2/1912022 219/2022 7:30pm-Show 9:30pm-Show 6.Deal: $60,000.00 USD Flat Guarantee 7.Additional Provisions: Purchaser to provide first class sound,lights,and IMAG video Artist has approval over all acts on show. N/A Artist rider:Purchaser shall provide and pay for all terms and conditions contained in the Artist rider and shall comply with all provisions thereof. Force Majeure:The agreement of the artist to perform is subject to proven detention by sickness, accidents,riots,strikes,epidemics,acts of God,or any other legitimate conditions beyond his control. Cancellation:Artist has the right to cancel this engagement,without liability,by giving Purchaser notice 30 days prior to the commencement date of the engagement date hereunder. On-Sale:Artist representatives MUST approve ticket header,audit and color-coded seat map at least seven(7)days prior to on-sale.NO announcement or on-sale without prior approval.Please contact Kirstyn Schwartz from UTA Tour Marketing for approval. Kirstyn Schwartz T:(310)579-9906 F:(310)205.5679 Schwartz_K@unitedtalent.com B.Travel and {4}AightS. ��-(ls� i�p S a t/'n vge.J, Accommodations: ►}p�751V,9 Se r,a—U Purchaser to provide$2,500 travel buyout. Purchaser to provide$3,100 hotel buyout. 9.Merchandise: 70t Artist/30%Purchaser Soft Goods(Venue sells);85%Artist/15%Purchaser CD's/DVD's(Venue sells). Ve"Oe ec%nro-hProv-dt credLt enrd 6o W — CaSh arkb. 9336 Civic Center Drive,Beverly Hills,CA 90210-(310)273-6700-www.unitedtalent.com initial Page 1 of 6 DocuSign Envelope ID:85E2D391-89A6-43BF-A518-2C527BE9F39B Contract s: 1088288 10.Payments: All payments shall be paid by PURCHASER in US Dollar(unless otherwise mentioned) Due Date Amount Comments jai,19,2022 $30,000.00 Deposit oxa.r"Tc d Cfta C#- Feb 19,2022 $30,000.00 Balance Feb 19,2022 $2,500.00 Travel Buyout Deposit Remittance: PAYMENT MAILING INFO: BANK WIRE INFO: Attention:Nick Nuciforo United Talent Agency,LLC United Talent Agency C/O City National Bank 9336 Civic Center Drive Credited To:Chimlchanga Productions,Inc Beverly Hills,CA 90210 400 N.Roxbury Dr Beverly Hills,CA 90210 Check Made Out To:Chimlchanga Productions, ABA Routing:122-016-066 Inc Account 101-813-436 Swift-CINAUS61. 11.Radius Clause: g pe4eanefwedate N/A- 12.Purchaser Signed °,.,.base signet!ro•+f�d►klw- n Contract: T nj(-A ' 13.Event Contacts: Purchaser Company Puralaaer— 1-15A V%�6bc)PC14e�f&U, On%o-R ASV'K0-%' 11309 20wolenal e e Vu t W h�l-Qr Lxec�flve DI�tc�o� Oi.hal IF t7 W h2�NU p cvr agrad g (-Gnu) 3 ag a a 1 7_1 un,'4A�9,7 I t 5A.pe--f,Isvn(@, Pt S . Co r la I 1 goJ 14. ickets: na Quantity Comps/Kills Ticket Price 1621 P1 2x350 30 $88.00 2x$28,160.00 P2 2x100 — $68.00 2x$6,800.00 P3 2x50 — $60.00 2x$3,000.00 Totals 1000 60 Gross Potential. $75,920.00 Net Potential: $75,920.00 Ticketing Notes Artist Comps:6 per show 9336 Civic Center Drive,Beverly Hills,CA 90210-(310)273-6700•www.unitedtalent.com Initial Page 2 of 6 DocuSign Envelope ID:85E2D391-89A6-43BF-A518-2C527BE9F39B Contract M 1088288 IS.Expense: Fixed Expenses: Artist Gusrantee(s): Advertising $3,500.00 Jim Gaffigan $60,000.00 Catering $150.00 Subtotal: $60,000.00 Stagehands $500.00 Spotlights $300.00 1 Total Expenses: Security $500.00 Total Guarantee(s): $60,000.00 FOH Staff M0.00 Total Fixed Exp: $19,450.00 Box Office $300.00 Total Variable Exp: $4,416.00 Technical Director $500.00 Cleanup $300.00 Break Even: $83,866.00 Utilities $50.00 Rent $1,000.00 Deal Calculations Travel Buyout $2,500.00 Net Potential $75,920.00 Accommodations $9,000.00 Total Est.Expenses $83,866.00 Runner $350.00 Walkout Potential $60,000.00 Subtotal: $19,450.00 Average Ticket Price $80.77 Variable Expenses: I Break Even#Tickets(avg): 1039 Credit Card 1$3,416.00 Guarantee] $3,416.00 Ticket Printing[$450.00 Guarantee] $450.00 Insurance($550.00 Guarantee] $550.00 Subtotal: $4,416.00 It is expressly understood by the Purchaser and Artist who are party to this contract that United Talent Agency,LLC,its employees, shareholders and affiliate entities are not party(ies)to this contract in any capacity.United Talent Agency,LLC,its shareholders, employees,officers and affiliate entities shall not be liable for any party's performance or breach of any terms or provisions contained herein. /f rD�ocuftned�byU: DeeuSipnd by lti W� �"NM I By:X � b By:X 8DCFF87825AC418 SIGNATURE OF PURCHASER SIGNATURE OF ARTIST An+ende Bane$ne D\gYe- Fps-", A-dI Jim Gaffigan J Chimichanga Productions,Inc 22Q*Wfbe9setSt cotA Mkilaq-er Pfavidence.Rho 3 o Ct 9 �- 40' -, 'CIOg ravl& p Q°rlo)g2© 5dDD 9336 Civic Center Drive,Beverly Hills,CA 90210•(310)273-6700•www.unitedialent.com Initial Page 3 of 6 DocuSign Envelope ID:85E2D391-89A6-436F-A518-2C527BE9F39B Contract#: 1088288 Exhibit A Additional Terms and Conditions Artist:Jim Gaffigan 1.Reproduction of Performance: Purchaser shall not authorize anyone under Its control nor arty third party to record,stream,broadcast,televise,photograph or otherwise reproduce the audio. visual and/or audiovisual performance,in whole or in part,rendered by Artist hereunder without Artists prior written approval,which may be withheld for any reason.If Purchaser televises the performance hereunder on a jumbotron or similar screen during Artists performance,then any and all tapes or other recordings•physical,digital or other•created for purposes of such real-time broadcast shall be surrendered by Purchaser to Artist at the completion of Artist's performance. 2.Merchandise: Artist shall have the exclusive right to sell souvenir programs,photographs,records and any and ag types of Artist merchandise including,but not limited to, articles of clothing(i.e..t-shirts,hats,etc.),posters,stickers,and any other merchandise Artist wishes to sell within Artist's discretion,on the premises of the place of performance without any participation in the proceeds by Purchaser,subject to concessionaire's requirements,If any. 3.Right to Likeness: Artist's name,likeness.Image,and/or biographical data shall not be used by Purchaser or any other party under the control of Purchaser,to endorse,promote or otherwise advertise Purchaser,any commercial tie-in,any sponsor,or any other product or service connected with Purchaser,unless otherwise agreed between Artist and Purchaser,in writing,prior to Artist's arrival at the performance venue. 4.Termination: In the event Purchaser refuses or neglects to provide any of the material items or to perform any of Its material obligations per the Agreement and this Exhibit A,and/or falls to timely make any of the payments as provided herein,then Artist shall have the right,in addition to any other remedies which may be available to Artist at law and In equity,to refuse to perform In accordance with the terms of the Agreement,to retain any amounts theretofore paid to Artist(or Artist's designee)by Purchaser(or Purchasers designee),and.Purchaser shall remain gable to Artist for the Immediate payment of the full amount of the Artist Guarantee set forth in the Agreement.In addition,If on or before the date of any scheduled performance,Purchaser has failed,neglected or refused to perform any contract with any other performer for any other engagement,or If the financial standing of credit of Purchaser worsens after Purchaser and Artist's representative agree to the performance which is the subject hereof,then Artist shall have the right to cancel this engagement without penalty by notice to Purchaser to that effect,and Artist shall have the right to retain any end all deposit monies paid to Artist by Purchaser,and Purchaser shall remain liable to Artist for the immediate payment of the full amount of the Artist Guarantee herein set forth._1 S.Sickness/Accident/Force Majeure: P`kAse Se e C(� cl( r f ot,` In the t of Artist illness or serious injury r if a performance Is prevented,rendered Impossible or infeasible by an ct of God,arty act or regulation of any public a Ity or bureau,civil tumult,strike demic,Interruption or delay of transports n servic ,war conditions,a ergencies,or any other similar or dissimilar ce beyond the control of either Art or Purchaser(each a*Force Majeure 0 ante'It is understood and a eed by the parties that there shall be no claim for gas by either party against the her and each party's obligations here hag be deemed waived an l�ny deposit monies paid to Artist by Purchaser 11 be refunded to Purchaser.N hstanding the foregoing,if Artist's perfo ante is prevented by a ForcT ajeure Occurrence,but Artist is present,ready, fling and able to render its ser in accordance with the terms hereof, rchaser shall pay Artist t ull amount of the Artist Guarantee.Parties ackn a that they are entering into greement during a pandemic.Thereto he presence of COVID•19 bt4elf In the show market shall not be consider Force Majeure event under t sAWeement.If Purchaser unilaterally can the Performance contract a result of COVID•19 Artist shall be entitled to prompt payment of ieGuaraniteinfull. 6.Controlling Authority. Artist shall have the sole and exclusive control over the production,presentation and performance of the engagement hereunder including,but not limited to the details,means and methods of the performance of the perforating artists hereunder,and Artist shall have the sole right to make changes to the performing personnel ¢ntC p P t f l ta�f nor T1M 1Q IPA. 7.Weather. P I Q ctsQ 50-o C,t h3 L Inclemen Bather renderktg performan Impossible,infeasible-o�r unsafe shall no deemed a Force Majeure Occurre and payment of the full amount of the Artist G antee shall be made by Pur er to Artist notwithstanding.If Artist is ent,ready,willing and able to render services as contracted hereunder,Ines ctive of weather,the full amo t of the Artist Guarantee shall be paid by rchaser to Artist. S.Cancenation: Unless stipulated by the parties to the contrary,in writing,Purchaser agrees that Artist may cancel the engagement hereunder without liability by giving Purchaser written notice thereof as least thirty(30)days prior to the date of performance.Artist shag have the right to terminate this Agreement without liability to Purchaser if Purchaser fails to sign and return the Agreement within ten(10)days of Purchaser's receipt thereof. 9.Independent Contractor. It is agreed that Artist and Purchaser each signs this Agreement as an Independent contractor and not as employee of the other.This contact shall not in any way be construed so as to create a partnership,employer/employee relationship or joint venture between the parties,nor shall Artist for any reason by its signature hereof be held liable in whole or In part for any obligation of Purchaser or which may be incurred by Purchaser in its carrying out any of the provisions hereof or otherwise. 10.Authority for Inconsistencies: In the event of any Inconsistency(ies)between the provision of the Agreement(Including Exhibit A)and the provisions)of any rider,addendum,exhibit or any other attachments heret4q��,the parties agree that the provisions of this Agreement shall control. 'T,%du cl 1 rt Uo Ol i of 9336 Civic Center Drive,Beverly Hills,CA 90210•(310)273-6700•www.unitedtalent.com Page 4 of 6 DocuSign Envelope ID:85E2D391-89A6-43BF-A518-2C527BE9F39B Contract# 1088288 11 I.ndecninicatiio n�pitrmd fu-�. 6y 'gW , q,�d wr"M At WAt�ey o'" '4 Colorado g0X-rAMV- Al Zrnr un 1� Purchaser hereby Indemnifies and hold Artist,as well as Artist's agents,representatives,principals,employees,contractors,officers and directors lndemnitees'harmless from and against arty loss,damage,or expense,including reasonable attorneys fees incurred or suffered by or threatened against Artist or any of the Indemnitees in connection with or as a result of: (a)any act or failure to act by Purchaser.Its employees,agents,representatives,contractors,officers and/or dlrectors'Purchaser Parties' (b)Purchaser's and/or Purchaser Parties'breach of any of the warranties and representations made by Purchaser hereunder or in any addendum or riders) attached hereto; (c)Purchaser's and/or Purchaser Parties'breach of any of the terms hereof and/or of any addendum and/or rider(s)attached hereto. (d)any claim for personal Injury or property damage or other brought by or on behalf of any third party as a result of or In connection with the engagement, which claim does not result from the active and willful negligence of Artist. Purchaser shall at all times Indemnify,defend and hold harmless Artist and its employees,representatives,agents,contractors,shareholders and successors- In-interest from and against any and all claims,losses,damages,liabilities,costs and expenses(Including,without limitation,legal expenses and attorneys' fees)arising out of or In connection with any person claiming to have become Infected with COVID-19 at the venue before,during or after the Artist's performance(s). 12.Dispute Resolution: This Agreement and all questions arising hereunder shall be governed by,and construed in accordance with,the laws and decisions of California without giving effect to the principles thereof relating to conflicts of law.Each or the parties hereto(a)irrevocably agrees that the Federal Courts located in the State of California or the State Courts of California,as applicable,shall have sole and exclusive jurisdiction over any suit or other proceeding arising out of or based upon this Agreement,(b)submits to the venue and jurisdiction of such courts and(c)irrevocably consents to personal jurisdiction by such cows. 13.Conflict of taws: Nothing in this Agreement shall require the commission of any act contrary to law or to any rules or regulations of any union,guild or similar body having jurisdiction over the services and personnel to be furnished by the Purchaser to Artist hereunder.If there Is a conflict between any provision of this Agreement and any law,rule or regulation,such law,rule or regulation shall prevail and this Agreement shall be curtailed,modified and/or limited only to the extent necessary to eliminate such conflict.Artist agrees to comply with all regulations and requirements of any unlon(s)that may have jurisdiction over any of the said materials,facilities,and personnel to be furnished by Purchaser,of which Artist is advised by Purchaser,in writing,prior to arrival at the performance venue. 14.United Talent Agency,LLC as Agent: It is agreed that United Talent Agency,LI-VAgent'Is not a party to the contract and acts herein only as the agent for Artist.As such,Agent is not responsible for arty act of commission or omission on the part of either Purchaser or Artist.In furtherance thereof and for the benefit of Agent,It Is agreed that neither Artist or Purchaser will name or joln Agent as a party In any civil action or suit arising out of,in connection with,or related to any act(s)of commission or omission of Purchaser or Artist hereunder.If at any time there shall be a controversy between Purchaser and Artist with respect to the monies for the performance(s)covered hereunder which are held by Agent In Its trust account Trust Funds'Agent may upon notice to Purchaser and Artist either:(I)hold the Trust Funds until otherwise directed by a written Instrument signed by Purchaser and Artist or by an order,decree or judgment by a court of competent jurisdiction which,by lapse or otherwise,shall no longer be or shall not be subject to appeal or review,or,(ii)deposit the Trust Funds in any court of competent jurisdiction pending the final determination of any dispute among the parties hereto.Upon delivery of the Trust Funds In accordance herewith,the obligations of the Agent shall cease with respect thereto and it shall not be required to perform any further acts whatsoever pursuant to this Agreement. 15.Assignment/Transfer This Agreement:(a)shall not be assigned or transferred without the written consent of both parties;(b)contains the sole and complete understanding of the parties hereto with respect to the subject matter hereof,and,(c)may not be amended,supplemented,varied or discharged,except by a written Instrument. signed by both parties.The person executing this Agreement on Purchaser's behalf warrants his/her authority to do so.The terms,'Purchaser'and'Artist'as used herein shall Include and apply to the singular,the plural and all genders. 16.Counterparts: This Agreement may be executed in any number of counterparts,all of which taken together shall constitute one single agreement between the parties.The parties agree that transmission to the other party of this Agreement with Its facsimile signatures shall suffice to bind the party transmitting the same to this Agreement in the same manner as if an original signature had been delivered.Without limitation of the foregoing,each party who transmits this Agreement with Its facsimile signature covenants to deliver the original thereof to the other party as soon as practicable thereafter. 17.Waiver. No delay or omission by either party to exercise any right or power it has under this Agreement shall Impair or be construed as a waiver of such right or power. A waiver by either party of any breach or covenant shall not be construed to be a waiver of any succeeding breach or any other covenant All waivers must be In writing and signed by the party waiving its rights. 18.Confidentiality. The terms of this Agreement,as well as correspondence and documentation related to this Agreement,are confidential to the parties and may not be disclosed to any third parties without the prior written consent of the parties hereto,except as disclosure may be required to professional advisors or by law or court order,or for carrying out the purposes of this Agreement Further,the parties shag treat as confidential all Information,data and documents acquired by each other relating to the business affairs of the other,except as such Information may already be In the public domain.Notwithstanding anything to the contrary contained harem,If Artist Is subject to a record'ng contract which mandates disclosure of show-and touring-related Information and documertation to the record label as part of that contract,then any disclosures made by Artist(or Artist's agent or representative)in compliance therewith(Including,without Iimitation,this Agreement and documentation ancillary hereto),shall be permitted and shall not be deemed a breach of the confidentiality provision(s)hereof by Artist(or Artist's agent or representative). 19.Security and insurance. 9336 Civic Center Drive,Beverly Hills,CA 90210•(310)273-6700•www.unhedtalent.com Page 5 of 6 DocuSign Envelope ID:85E2D391-89A6-43BF-A518-2C527BE9F39B Contract ff: 1088288 a lo) n the We or lire conuactea performance and tnrougn compievon or Anrsrs loan-out.Puicrtaser anal have valid,current and appropriate commercial general liability Insurance with limits of no less than$1,000,000(US)per occurrence to cover its liability as noted above,and worker's compensation Insurance for Purchasers employees in accordance with legal requirements.As soon as reasonably possible after execution hereof.Purchaser shall provide Artist with a certificate evidencing the above Insurance upor-% re9 vOsr 20.Licenses: Purchaser shall be responsible for acquiring all licenses,permits and authorizations required to be obtained for this performance,Including without limitation, any and all union,guild.musk publisher,record company,performing rights society and public authority permissions,consents and licenses.All such licenses, permits and authorizations shall be valid and In effect throughout the Term of this Agreement and shalt specifically cover any and all performance(s) hereunder. 21.Limitation of Liability. Notwithstanding anything to the contrary contained herein:(0 in no event shall either party be liable for any incidental,special or consequential damages (ficiuding,without limitation,any lost profits or loss of business,whether foreseeable or not),occasioned by any cause whatsoever,and(li)in no event shall Artist's liability to Purchaser hereunder exceed the amount of the deposits and/or fees paid to Artist hereunder. 9336 Civic Center Drive,Beverly Hills,CA 90210•(310)273-6700•www.unitedtalent.com Page 6 of 6 DocuSign Envelope ID:85E2D391-89A6-43BF-A518-2C527BE9F39B JIM GAFFIGAN 2021 TOUR RIDER Updated 10.20.21—please disregard any previous version and use this one This document consists of: -JIM GAFFIGAN CONTRACT RIDER-SECTION A(4 pages) -JIM GAFFIGAN PRODUCTION RIDER-SECTION B(3 pages) -SECURITY,MERCHANDISE AND CATERING RIDER-SECTION C(1 page) Please Initial Riders where indicated and return copies with this document. CONTACT INFORMATION Management:Alex Murray/Brilistein Entertainment Partners 310-205-5111 (o) 310-995-6129(c) Travel Advance:Dad Bani/Brilistein Ent. Partners 310-205-5111 (o) D.Ban _bep-la.cotn Production Advance:Justin Galindo 909-263-2464 ShiftGearsConsulfinn@amalt com Publicity: Rob Greenwald 310-967-3413(o) Mreemald0rmmendccwan.com JIM GAFFIGAN CONTRACT - SECTION A This agreement is entered into this day of , 2021 between CHIMICHANGA ffs,PROD-f�S GTIONS, INC. f/s/o Jim Ga an (hereinafter referred to as "ARTIST") and CN oDOK (ios� 10h�.e�r 000Z r-21 (hereinafter referred to as"PURCHASER') fort the performance of said Artist on F4b(mcti rl t a, DRESSING ROOMS 1. Purchaser to provide one clean,well lit,well ventilated,capable of being locked,star dressing room with full-length mirror for exclusive use of artist,and one for opening Act. 2. Provide catering outlined in Catering and Production Rider. DEDICATED RUNNER WITH VAN 1. the SIa with ell n Party-e�: 'RU�"4,f W ,ll �e provid.toi �uoff,(n hspkA Clch`1�lift CIS ofS ACCOMMODATIONS l`>b 1. t ;;hotel for a minirnarn of tvvo (2) nights (to include 111he night ptiot to and 11he ht-oLthe engegemntsr 2. in-fi el be eQ . JIM GAFFIGAN'S CONTRACT RIDER-SECTION A(PAGE 1 OF 4) DocuSign Envelope ID:85E2D391-89A6-43BF-A518-2C527BE9F39B AIR&GROUND TRANSPORTATION 1. Purchaser agrees to supply ground transportation to and from airport, venue, and any and all promotional activities via town car or limousine. 2. I agemnaLat k[grre for A rrivel#' ist Managertaent,�tAQeO� Of�'^►�n laae than 1wn��.yy 3. -upon-an4vafirst claw round-Mp-*i;lfa-rec03tS-kV--�r c"bia441ec.-- 'T rpj_p_j b u�oj- c ct.9 p e.N ut t z 1 S DD.cb y o b4 PA t d b c, C l4�Cy►e LAC. LIGHTS,SOUND&STAGE EQUIPMENT 1. Provide production outlined in Production Rider. SEE TECH NOTES ATTACHED. 2. Artist requires End-stage setup. See Production Rider. 3. SOUND AND LIGHT CHECK ONE HOUR PRIOR TO DOOR OPENING WITH JEANNIE GAFFIGAN, EXECUTIVE PRODUCER OF THE SHOWS — THIS IS A FULL PRODUCTION CHECK SO PLEASE MAKE SURE THAT ALL PRODUCTION PERSONNEL FOR SOUND, LIGHTING, VIDEO, SPOTS, CAMERA POSITIONS, HOUSE LIGHTING OPERATOR, ETC... ARE ALL PRESENT,AND ON COM—WE WILL RUN AN ACTUAL FULL RUN THROUGH OF THE SHOW AT THIS TIME(all detailed in the production rider section). BILLING 1. Where artist is headlining,Artist shall receive 100%sole star billing In all advertising and publicity. including,but not limited to airtime,newspaper and trade ads,flyers,posters,billboards,marquees, etc. 2. ARTIST MANAGEMENT SHALL HAVE THE RIGHT OF APPROVAL OF ALL PRESS AND PUBLICITY IN REGARD TO THIS ENGAGEMENT. ALL ADVERTISING I.E.ALL PHOTOS,ALL PRINT ADS,TELEVISION AND RADIO SPOTS MUST BE APPROVED BY MANAGEMENT. 3. Artist website is www.iimaeffican.com 4. Artist Twitter handle is @JimGaMgan FQR. CE M J9 EURE 914U z Sep CJfj J eq,�gtdp, 1. Artist's obligation to furnish the entertainiffient unit referred to herein subject to the detention or prevention by sick s, inability to perform, accident, rh ns of transportation, act of God, riots, strikes, labor difficuitie epidemics, and any act or order ny public authority or any cause, similar or dissimilar, beyon rtisfs control. 2. ovided Artist is ready, willin , nd able to perform, Purchaser ag s to compensate Artist in a dance with the terms hereof ardless of act of God,fire,accide 'ot, strike or any event or events o any kind or character whatsoever,whether similar or dissimilar to the foregoing events which would prevent or interfere with the presentation of the show hereunder. INSURANCE /1 0V 1. Purchaser shall at its own expense,secure and deliver to Brillstein Entertainment Partners not less than thirty (30)days prior to the commencement of this Agreement and shall keep in force at all times during the term of this Agreement a comprehensive general liability insurance policy including public liability and property damage in an amount not less than One Million Dollars ($1,000,000) for bodily injury and One Million Dollars ($1,000,000) for property damage. Purchaser shall maintain comprehensive automotive bodily injury and property damage insurance, including an extension of hired and non-owned coverage, with a combined single limit of not less than One Million Dollars($1,000,000). 2. Chimicha'hp Productions,Inc.F/S/O Ji I.affigan shall be named a dditional insured.Purchaser will provide o al cert�cates of insuran to Brillstein Entertainmen artners located at 9150 Wilshire Blvd., Be Hills, CA 90212 (30) s prior to performance Failure to provide proof of insurance cove within this time peri all render this agreemen II and void. Ctt� 1s ur-,cble b pro-v►de JIM GAFFIGAN S CONTRACT RIDER-SECTION A(PAGE 2 OF 4) DocuSign Envelope ID:85E2D391-89A6-43BF-A518-2C527BE9F39B PAYMENT DIRECTIONS All deposits (if applicable) should be sent to United Talent Agency—instructions below. Deposit must be made payable to Chimichanga Productions,Inc.F/S/0 Jim Gaffigan CIO United Talent Agency. Immediately after settlement is approved by representation,please wireerfedEx final checks with a settlement sheet to United Talent Agency—instructions below.Final checks of total artist earnings must be made payableto Chimichanga Productions,Inc.F/S/O Jim Gaffigan CIO United Talent Agency. or,d wj11be, 60ernes60W 4f�� fire._ pa.r� Ir"tick . Please reference the contract number,show date,and Artist when sending the money. BANK WIRE INFO: United Talent Agency,LLC CIO City National Bank CreditedTo:Chlmichanga Production,Inc. 400 N.Roxbury DrBeverty Hills,CA S021 O ABA Routing:122-016-066 Account:101-813-436 Swift:CINAUS6L CHECK MAILING INFO: Attention:Comedy Accounting 9336 Civic Center Drive BeveriyHllls,CA 90210 Check Made OutTo:Chimichanga Production,Inc. "Travel Money specified on page 2 should be given,IN 3AGN to Artist or Executive Producer Upon Arrival at Venue. MISCELLANEOUS 1. The specific capacity, gross potential, and ticket price breakdown of the facility where Artist is to perform under this agreement must be clearly printed on the face of the contract that this agreement is attached to. 2. Purchaser shall not commit Artist to any personal appearances, meet and greets, interviews, or any other type of promotion without the prior written consent of Artist or Artist's management. There shall be no press parties or appearances before a special group set up without the express permission of Artist. 3. No part, portion or segment of Artist's performance is to be reproduced, either through audio or visual means,without the express written permission of the Artist. 4. Artist-shah-have thesole.righLof.approval of any and.alt.acts.and length.ofkne.of their_petfarmance, (N'1S+, 1 5 when-he•is-the-headliner.---Said-engagement-shall-oonsist-ef-Ad4tan a (1) Producr-er-dirti.oi�� ��H ALL-GPENING-ACTS.MUST_BE.PG-CLEAN.-Pjease S'b a f rtc ngJ KZ Artist will be traveliM-with.opener.duringadvance. 5. ARTIST SHALL HAVE THE RIGHT, UPON THIRTY (30) DAYS NOTICE TO CANCEL THE ENGAGEMENT IN THE EVENT ARTIST HAS BEEN RETAINED TO APPEAR IN ANY MOTION PICTURES, TELEVISION MOTION PICTURE, TELEVISION SERIES, OR SPECIAL AND/OR ANY LAS VEGAS,TAHOE,RENO,OR ATLANTIC CITY TYPE ENGAGEMENT. JiM GAFFiGAN'S CONTRACT RIDER-SECTION A(PAGE 3 OF 4) S„c (0) 6. Artist to receive TwentyM complimentary tickets. In center section,seats no closer than 10 rows from stage. 7. Corporate Identification/Corporate Sponsorship may not be displayed in any manner without prior written approval. 8. No complimentary tickets to be issued by the buyer without prior written permission from Artist management. 9. ABSOLUTELY NO ADVERTISING UNTIL FULL 50% DEPOSIT IS PAID, WITHOUT PRIOR DocuSign Envelope ID:85E2D391-89A6-43BF-A518-2C527BE9F39B WRITTEN APPROVAL FROM ARTIST MANAGEMENT, 10. Purchaser must start advertising of this show no less than thirty(30)days prior to show date. 11. Artist and/or Executive Producer will do a sound and light check one hour prior to doors opening. 12. NO INTERMISSION DURING CONCERT PERFORMANCES. 13. Purchaser shall Insure proper backstage security and escort for Artist from dressing room to show area. 14. Purchaser agrees to notify Artist if engagement is to be a lack Tie"affair upon Purchaser's signing of contract. 15. Artist Management has final approval on all ticket prices. 16. JEANNIE GAFFIGAN IS THE EXECUTIVE PRODUCER of the shows. She requires a wireless Microphone in the house to run the tech rehearsal(detailed in the production rider). *Please confirm during production advance If she will be WO be onsRe THE PARTIES WILL AFFIX THEIR SIGNATURES HERETO EVIDENCE THEIR AGREEMENT TO THE TERMS AND CONDITIONS HEREOF: rR Doc"lgned pr DoeuSigned by: AItit; F1 1 1 r EA �YY�a� PURCHAS "' ARTIST87B25Ac4�e... CHIMICHANGA PRODUCTIONS,INC., FISIO JIM GAFFIGAN JIM GAFFIGAN'S CONTRACT RIDER-SECTION A(PAGE 4 OF 4) JIM GAFFIGAN PRODUCTION RIDER - SECTION B (p.1 of 3) MAKE SURE THAT EVERYONE INVOLVED WITH THE SHOWS PRODUCTION HAS A COPY OF THIS SECTION AND HAS READ IT PRIOR TO THE TECH REHEARSAL ""FULL TECH REHEARSAL ONE HOUR PRIOR TO DOOR OPENING WITH ARTIST and PRODUCER. rl L TECHNICIANS ARE TO BE PRESENT INCLUDING SPOT OPERATORS, VIDEO CAMERA OPERATORS,BACKSTAGE HOUSE LIGHTING OPERATOR,ETC... WITHOUT EXCEPTION DocuSign Envelope ID:85E2D391-89A6-43BF-A518-2C527BE9F39B AUDIO NOTES: A crucial element to the show is full, loud coverage of the entire house and is something that is sometimes overlooked during comedy/spoken word shows; every seat should be able to clearly hear every subtle nuance of the dialogue of the show. The difference between a"live band show"and a"spoken word show" is that we actually have to project a softly spoken voice louder than we project a band, and it needs to be louder than you might think to provide this type of coverage. Jim's show has dynamics from a very steady,constant delivery,to some loud peaks,to nearly half the show being whispered - the entire system should be rung out before the tech rehearsal with the main and backup vocal mics live,at a volume exceeding 110 dB AT THE BACK OF HOUSE/VENUE to make sure there are no transient frequencies or feedback up to that level on both the system,on the individual channels of mics,fills, etc... (the show will not be constantly at that sustained level,but must be able to be pushed for full coverage without clipping or feeding back.) A compressor on each vocal channel should be used not necessarily for compression,but as an extra level of gain structure to get the vocal clear and loud. Full coverage including the main PA hang with subs,distributed front fill,delay towers,side hangs must all be utilized, rung out prior to tech rehearsal and be prepared at FOH to push the system harder than you might think you have to with just one mic. Remember these elements and please push to have the most present,easily understandable dialogue that the system will possibly allow. It is the most important element of the show. PRODUCTION QUICK CHECK LIST: 1. Two Microphones on stage;one on a DSC straight stand,one spare coiled on floor(Both Wired). 2. One backstage VOG microphone with on and off switch and an identical spare. 3. Backstage Com headset next to VOG microphone,with all techs on same system. 4. Wedge monitor at VOG mic position backstage. 5. Clip on Light at VOG mic position backstage. 6. Stereo D1 at VOG mic position backstage"confirm during advance 7. Two Wedge monitors center stage. 8. One wooden stool(no padding). S. Only mic and stool onstage-no other items. 10. 3 color wash (amber,blue and lavender)for audience walk-in. 11. One spot if center,two spots if off center with' cto,%cto,and frost/diffusion. 12. The stage depth must measure 14-20 feet. 13. Intro and Outro Music"Empire State Remlx'to be played through entire house—provided by artist. 14. Purchaser/FOH to play'up beat'contemporary TOP 40 music while audience is loading in. 15. Wireless mic in the back of the house at sound or light board for Tech Rehearsal. -wnrm oxfts Sr" 16, AC power drop downstage center. (for clock) 17. Large face LED stage clock set to the current time(12 hr),hidden behind floor monitor. 18. Live audio feed to main dressing room and opener dressing room,with volume control JIM GAFFIGAN PRODUCTION RIDER-SECTION 8 (p. 1 of 3) TECH REHEARSAL—RUNNING ORDER The Tech rehearsal will be a run through of all the sound, video and light cues in the show. All sound, lighting and video technicians must be present for this rehearsal including spotlight operators. The Technicians should be prepared with these cues before the Artist arrives for the tech rehearsal. The Tech rehearsal will flow as follows: DocuSign Envelope ID:85E2D391-89A6-43BF-A518-2C527BE9F39B At the top of the Tech rehearsal, Jim will come onstage to check the sound and monitor levels and any problems such as feedback:static or other sound issues should be resolved at this time. We will also check the levels for the upbeat contemporary music for the audience walk in(this music will gradually increase in volume as the seats are filled). Please note again that much of the show is barely above a"whisper"level and must be compensated for in the house with a full, loud presentation,with no feedback. This must be considered and adhered to-Push it. Then we will check the 3 lighting looks: A.Audience WALK-IN LIGHTS:(House lights no more than 50-60%intensity,w/td-color wash on stage.) B. OPENING ACT: (red or amber wash plus spotlights. Houselights dimmed to 20%) C.JIM:Totally dark stage(slight blue focus only if necessary)plus spots. No houselights. Please note: If Jumbo or other screens are present,light can be adjusted so that Jim can be seen against the backdrop. Camera operator must be present at Tech Rehearsal. ONCE THESE 3 LOOKS ARE ESTABLISHED,WE WILL RUN THE CUES: 1.We will hear the walk in music level and see the A.WALK-IN LIGHTS. 2.We will cross fade to B.OPENING ACT LIGHTS simultaneously with the music fade out. 3.The Opening Act is announced from the VOG: "Welcome to an evening with Jim Gaffigan. Please welcome Jim's special guest, 4.The Opening Act(or stand-in)will walk on NO SOUND CUE. 5.The Opening Act will exit and stage will go to total BLACKOUT 6.Announcer from VOG will say,"Ladies and Gentlemen,Jim Gaffigan"The sound cue"Empire State Remix" will start immediately fir the word,"Gaffigan". Please make sure this is the very beginning of "Empire State Remix"at full volume and it is cued up with no delay. (This sound cue Is identical to the last sound cue of the show) The SPOTLIGHT will pick up Jim as he enters and then as he reaches center,Go Light Cue C.JIM's LIGHTS 7.When Jim begins speaking there is a 3 SECOND FADE of the song. 8. We will then go through the possible False Ending and/ or the Encore with spotlights (see details below). 9.After Encore Jim will do his final"goodnight",Sound cue: "Empire State Remix"exactly as before. 10.Spot will follow Jim off,Total BLACKOUT. 11.WALK-IN LIGHTS as before as audience exits and"Empire State Remix"plays all the way through. KEEP VOG UP AFTER JIM'S WALKOUT FOR ANY POST-SHOW ANNOUNCEMENTS JIM GAFFIGAN PRODUCTION RIDER-SECTION B (p.2 of 3) THE SHOW DETAILS -No bars open or drinks served in seating area during opener or Jim. Bars should close 10 minutes prior to ticketed show time. - No food to be served or consumed during the show. All tables should be cleared 10 minutes prior to ticketed show time. -Stage:Stool(with no padding)and microphone prior to opener's performance. NO WATER BOTTLE, DocuSign Envelope ID:85E2D391-89A6-43BF-A518-2C527BE9F39B -Announcer(or Theater pre-record)to make security announcement b minutes prior to Opening Act: "Please turn off all phones and electronic devices. The use of phones, camera or video recording is strictly prohibited. Violators will be asked to leave the showroom." - The Opening Act will do approx. 10-15 minutes of material, going DIRECTLY to Jim, who will perform approx. 75 min. of material. He will then exit briefly and then POSSIBLY return for a 7-10 min encore (See Tech Rehearsal RIDER B page 1). ENCORE(POTENTIAL-DOES NOT HAPPEN EVERY TIME—TBDI When Jim exits the stage after his last joke(False Ending),the spotlight will follow him off and then the spot will return to the stool and microphone center stage. No change in house lights. About 10 to 20 seconds later,Jim will return to the stage to perform the Encore. He will do 7 to 10 minutes of his classic material. When he says"Thanks,that's all for me", the exact same sound cue as the entrance,"Empire State Remix" should play completely through as audience exits. As soon as Jim clears the stage for his final exit,it's COMPLETE BLACKOUT for a moment. The lights return to A.WALK-IN LIGHTS for house exit. There might be a Merchandise I Twitter announcement during the audience walk out and music can be lowered 10% during the announcement from the VOG. Please make sure someone remains at the soundboard and/or backstage at the end of the show for at least 5 minutes to turn VOG on for post- show announcement. I have read and understood JIM GAFFIGAN PRODUCTION E lDgR-SECTION B and have made sure It has been read entirely and understood by all necessary personnel. Initial Here JIM GAFFIGAN PRODUCTION RIDER-SECTION B (p.3 of 3) SECURITY, MERCHANDISE AND CATERING RIDER-SECTION C (2 PAGES) SECURITY 1. 2. DocuSign Envelope ID:85E2D391-89A6-43BF-A518-2C527BE9F39B 3. Five minutes prior to the show Producer(or in-house recording)will make an announcement: "Please turn off all phones and electronic devices. The use of phones, camera or video recording is strictly prohibited. Violators will be asked to leave the showroom." 4. 2. MERCHANDISE 1. Purchaser to notify Artist's management of the merchandise percentage split upon execution of contract. 2. e a the4howr4 -abte*"ett-� sales a6-well,— �ehv C �nnat "Se..l f ry1 fly'CAa(,ek so 3. Please confirm if Artist is traveling with merch during advance. Caterina on Pane 2 SECURITY,MERCHANDISE AND CATERING RIDER-SECTION C(PAGE 1 OF 2) CATERING PLEASE HAVE THESE ITEMS IN THE DRESSING ROOM EB FORE THE START 77ME OF TECH REHEARSAL. DURING TECH REHEARSAL PLEASE HAVE SOMEONE UNWRAP AND OPEN THE FOOD CONTAINERS. FOR EACH NIGHT,PLEASE PROVIDE ALL OF THE FOLLOWING: DocuSign Envelope ID:85E2D391-89A6-43BF-A518-2C527BE9F39B JIM GAFF(GAN DRESSING ROOM • A lined 8.W x 11"notepad with the venue's wireless password written on the first page • NICORETTE GUM—2 MG ORIGINAL FLAVOR 110 count OR 170 count box MUST BE ORIGINAL FLAVOR.NOT MINT. MUST BE Zg(No 4mg and Not Patch) Beve sees • One (1x) ' O GO BOX" of STARBUCKS SUMATRA OR FRENCH ROAST COFFEE, or the STRONGES DARKEST roast available(already brewed not in a bag)w/half& half, sugar, cups,Splenda Truvia on side. • Six bottles/cans chilled Sugar Free Red Bull • Three bottles of chi Perrier water • Six bottles of Heineke eer • Six bottles of FIJI water • Three Quality Coconut W �� C11Qrr� . One small bottle of Purell Han Sanitizes p . ice bucket filled with ice for drink • A wine/bottle opener - �12a� Food • Small deli trays for 3 pie:Shaved Ham,Turkey and Roast Beef no cheese � A�cL Appropriate condiments repare sandwiches-must be new/unused. Qr�o�t • One loaf of sliced Wheat Br d(Dave's Killer Bread*Green Label'preferred. 'No Ezekiel Brand') • Three pouches of Starkist Alba re or Chunk Light Tuna in water Fresh Pouches +te YnS Small fresh fruit tray for 2 people Plastic plates,forks and knives and n kins •�7;Y�- One bottle Franks Red Hot Original Cay a Pepper Sauce, 12 oz. Jet6n OP C DRESSING ROOM ma d o lid Beverages A • Three botti Y cans of chilled Sugar Fr Red Bull • Three bottles hilted Perrier water • Three Quality ut Waters • Six bottles of FIJI we • One small bottle of Pure and Sanitizer • Ice bucket filled with ice for ks Food • Small fresh fruit tray for 2 people • Plastic plates,forks and knives and napkin I have read and understood JIM GAFFIGAN SECURITY, MERCHANDISE and CATERING RIDER - SECTION C and have made sure It will be read entirely and understood by all necessary personnel. Initial Here SECURITY, MERCHANDISE AND CATERING RIDER-SECTION C(PAGE 2 OF 2)