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This Agreement made this 15 day of March, 2010 (“Effective Date”), by and between PROMOTER (“Promoter”), and VBO, Inc. (“VBO”).

Recitals

A. Whereas, Promoter is an entity that is creating, presenting, sponsoring or arranging for public exhibitions, events, shows or other entertainments.

B. Whereas, Virtual Box Office (VBO) is a company providing online ticket sales services and box office ticket sales equipment directly to Promoter for Promoter’s events.

C. Whereas, Promoter wishes to engage VBO to aid Promoter in the sale of tickets to the Promoter’s event(s), as set forth in this Agreement, as Promoter’s agent in exchange for the payment of certain fees and commissions to VBO.

1) EVENT: This Agreement covers the sale of tickets to the Promoter’s Event described as follows: EVENT (the “Event”). The event will take place on the following dates: EVENTDATE (“Event Dates”). The Event’s location will be: VENUE (“Event Venue” or “Venue”). Each performance of the Event will be an Event Performance. The ticket sale prices will be as set forth in the Price Schedule provided by Promoter and attached to this Agreement and incorporated herein by reference.

2) FEES CHARGED TO TICKET PURCHASERS: The Promoter understands and agrees that VBO will charge the following described fees to persons who purchase tickets to the Event either online through VBO web sites or by phone through VBO’ telephone facilities:

(a) Online Service Fee: Each ticket purchaser will be charged a flat “Convenience Fee” of SERVICEFEE per ticket plus an additional “Processing Fee” equal to 3% of the dollar amount of each separate order plus shipping charges depending upon the type of shipping the customer chooses.

(b) Telephone Orders: In the event that a customer processes an order through the VBO telephone system, the customer will be charged a Convenience Fee of $5.00/ticket plus a further Processing Fee equal to 3% of the dollar amount of the order plus shipping charges depending upon the type of shipping the customer requests.

(c) Complimentary or Promotional Tickets: The Promoter will pay VBO’ a complimentary and promotional ticket (“comp/promo tickets”) fee based upon the number of comp/promo tickets issued in relation to the total number of all tickets issued by VBO (both regular tickets and comp/promo tickets) for the Event.

The following schedule shows the charge to the Promoter per comp/promo ticket issued by VBO with the percentage numbers indicating the number of comp/promo tickets issued by VBO versus total number of tickets processed by VBO for the Event. By way of example, if 800 tickets were sold by Z-Ticket and 200 comp/promo tickets were issued by VBO for a particular Event Performance, then 20% of the total tickets processed by VBO (200/800+200) would be represented by comp/promo tickets and the fee to Z-Ticket from the Promoter for each comp/promo ticket issued by VBO would be $1.00 for a total fee of $200 for the 200 comp/promo tickets issued by VBO for that performance. The percentage of comp/promo tickets will be calculated separately for each performance for which tickets are separately sold.

Schedule Of Comp/Promo Ticket Fees To VBO From Promoter

0% to 5% No charge

over 5% to 10% $0.50 per comp/promo ticket

over 10% to 20% $1.00 per comp/promo ticket

over 20% to 30% $1.50 per comp/promo ticket

over 30% to 40% $2.00 per comp/promo ticket

over 40% to 50% $3.00 per comp/promo ticket

over 50% $3.75 per comp/promo ticket

(d) Comp/Promo Ticket Cancellation: In addition to the comp/promo ticket fees set forth in Subparagraph (c) above for each comp/promo ticket issued, Promoter will additionally pay VBO a fee of $0.50 for each comp/promo ticket cancelled by the Promoter.

(e) Equipment Usage: For a $500 fee plus any travel related costs as described below, VBO will provide equipment to facilitate and print tickets at the box office and will, at Promoter’s request, set up the box office.

VBO will also furnish blank ticket hardcopy stock together with the equipment. Promoter will pay VBO a fee equal to 110% of the actual cost of the hardcopy ticket stock used and 110% of the cost of all consumables used such as ink. VBO will furnish the equipment at no equipment usage fee but the Promoter hereby accepts full and complete responsibility for any loss, breakage, malfunction or damage to VBO’ equipment from any source including normal wear and tear. Any lost, damaged or malfunctioning VBO supplied equipment will be repaired or replaced at the expense of Promoter without deduction for wear or depreciation. VBO will provide technical support to set up this equipment and to break down the equipment at the end of the Event if such support is requested in advance by the Promoter. VBO will have no liability to Promoter for any lost ticket sales or other losses or expenses occasioned by malfunctioning equipment furnished by VBO and Promoter waives any claims related to any malfunctioning or nonfunctioning Z-Ticket-furnished equipment from any cause whatsoever.

(f) Box Office Charges: Promoter will operate the box office ticket sales using equipment provided by VBO and VBO will not be involved in conducting or operating the box office. VBO will have no liability or responsibility whatsoever in connection with the operation of the Box Office. Promoter will indemnify and hold VBO harmless from all loss, cost, liability or expense, including but not limited to reasonable attorney’s fees, in connection with any losses, damages, liability or claims in connection with or related to the Box Office ticket sales.

Promoter will pay VBO a fee for box office ticket sales as follows:

(i) $500 equipment fee (includes box office setup if requested), and

(ii) A $1.00 fee for each ticket sold through the Box Office no matter whether sold for cash or on a credit card, and

(iii) An additional fee equal to 3% of the ticket sales amounts for all tickets sold through the Box Office via credit cards.

(g) Travel Related Expenses: If Promoter authorized VBO to set-up the Promoter’s box office for the Event at a location more than 100 miles from VBO main office in Burlingame, California then, in addition to the fees described in subparagraph “f” above, Promoter will also pay VBO, in advance, the anticipated travel, lodging, car rental and meals expenses for one VBO employee as follows:

(i) round trip coach air fare

(ii) hotel accommodations at Best Western/Holiday Inn equivalent hotels

for the day of arrival, all days during Event period, and last day of event with return on day following last day of the Event;

(iii) $50/day meal allowance

(iv) all costs including gas and insurance for compact car rental

VBO shall be entitled to refuse to send employee to perform box office setup unless a deposit equal to anticipated travel expenses is received in advance.

3) SEATING CHART: At least thirty (30) days prior to each Event Date the Promoter will furnish to VBO an appropriate and usable electronic graphic image file of the seating chart for the Event Venue for each Event Performance. If the Promoter fails to furnish a usable seating chart graphic file in a format to be prescribed by VBO, VBO will create a one or more seating chart graphics and the promoter will pay VBO a fee of $100 for each graphic so created. Multi-level seating Venues may require separate graphics for each seating level and a $100 fee for each graphic so created.

In the event that the Promoter has pre-sold or reserved or wishes to restrict or reserve any seats for any performance (collectively “Unavailable Seats”) the Promoter must notify VBO, in writing of all Unavailable Seats at least fifteen (15) days in advance of each Event Performance. The Promoter is aware that VBO will need to modify the seating chart graphic to reflect the specific Unavailable Seats for each Event Performance and to exclude those Unavailable Seats from the database of available tickets for sale.

In the event that the Promoter wishes to change the number or location of any Unavailable Seats within fifteen (15) days or less of the date of the Event, the Promoter will pay VBO a fee of $.50/seat for each Unavailable Seat which is either being added or removed from the list of Unavailable Seats. The Promoter is aware and agrees that VBO will be unable to change the designation for any seats that have already been sold and sold tickets for specific seats cannot be revoked or cancelled after the date of sale to the customer.

4) REPORTS: Within three (3) business days after the last Event Performance, VBO will make the following described reports available to the Promoter via VBO’ web site. The Promoter will be given a user name and a password which will allow the Promoter to access and print the reports from a VBO web site.

The reports that VBO will provide on its wet site are as follows:

(a) A listing by date, ticket quantity and ticket value of all comp/promo tickets created by VBO for each Event Performance.

(b) A listing by date, payment type, quantity and ticket value for all on-line ticket sales for each Event Performance.

(c) A report by date, payment type, quantity and ticket value for all box office ticket sales as the same are reflected on the records and accountings created by the VBO’ equipment. To the extent that the VBO’ equipment is lost, damaged, malfunctions or for any other reason is unable to prepare this report, VBO will be released from its obligation to provide this report.

(d) A fee/services report showing the fees charged by VBO for (i) comp/promo tickets for each Event; (ii) for on-line ticket sales for each Event; (iii) for box office sales for each Event; (iv) for other fees and costs. This report will reflect VBO’ per ticket fees charged to Promoter together with processing fees and other charges to Promoter, including any charges provided for in this Agreement including, but not limited to, chart creation charges, equipment damage repair or replacement charges, charges for changes to the list of unavailable seats, Cancellation Costs, and any and all other charges, fees, costs or payments to which VBO is entitled from Promoter under this Agreement.

(e) A summary report showing the total ticket sales amount actually received by VBO for each Event Performance and showing the total service fees and other charges by VBO to Promoter related to each Event Performance and showing the net amount payable by VBO to Promoter after payment of all Promoter fees and costs to VBO.

(f) A report from the VBO’ box office equipment showing the number of box office tickets processed using the VBO’ equipment but subject to the availability of such report from such equipment.

(g) A report showing the number of seats sold for each performance at each price level.

(h) A report showing which seats were sold in each section of the Event Venue for each performance.

The information specified above may be combined in one or more reports and a separate report is not required for each category of information so long as the promised information is reported to Promoter.

5) SETTLEMENT OF ACCOUNTS: Subject to the provisions relating to retention of funds in connection with cancelled or rescheduled Events, within five (5) business days after the completion of the last Event Performance, VBO will pay to Promoter the net amount collected by VBO, less refunds, credits, cancellations and returns, and less the deduction of all fees, Cancellation Costs, equipment damage or loss, consumables, comp/promo fees, dishonored credit card charges, and any and all other amounts, fees or costs payable to VBO. Payment to Promoter will be made either by wire transfer if the Promoter timely delivers to VBO appropriate wire transfer information or by the mailing of a check for good funds directed to Promoter’s principal business address via United States First Class Mail, postage prepaid.

VBO shall be entitled to withhold and offset all of fees, costs, charges and payments to which it is entitled against any funds that would otherwise be payable to Promoter.

6) EVENT CANCELLATION/RESCHEDULING:

(a) Refunds of Ticket Purchase Price:

(i) Cancelled Event Performance: If an Event Performance is cancelled entirely, Promoter hereby authorizes VBO to refund the amounts received by VBO for the face purchase price of tickets paid by customer without demand or request by the ticket purchasers and without requiring the return of the physical tickets themselves. An event is deemed to have been cancelled entirely if the performance is cancelled for the date scheduled and not rescheduled within 48 hours for a date no later than two weeks after the scheduled performance date.

(ii) Rescheduled Events: In the event that any Event Performance is not cancelled entirely but is timely rescheduled for a date no later than two weeks after the date originally scheduled or is rescheduled for a time more than four (4) hours earlier or later on the same day than the time originally scheduled for that day, the Promoter hereby authorizes VBO, upon timely demand from any ticket purchaser, to refund the face ticket purchase price paid to VBO by the customer subject to the timely return to VBO of any tickets that have previously been shipped to the purchaser.

(iii) Material Change in Event Performance: In the event of a material change in the content of the Event Performance (e.g., removal or substitution of a headline act, or the like), the Promoter hereby authorizes VBO, upon timely demand from any ticket purchaser, to refund the face ticket purchase price paid to VBO by the customer subject to the timely return to VBO of any tickets that have previously been shipped to the purchaser.

(iv) Time for Refund Demand. For a re-scheduled event the refund must be requested by the ticket purchaser in writing (e-mail will be acceptable) on or before the re-scheduled date of the Event. For a cancelled Event, the refund must be requested by the ticket purchaser in writing (e-mail will be acceptable) no later than seven (7) days after the originally scheduled date of the Event. For a materially changed Event, the refund must be requested by the ticket purchaser in writing (e-mail will be acceptable) within three business days of the date of the Event. For a materially changed Event or a re-scheduled Event, the unused tickets for which a refund is requested which have been shipped to the customer must be received by VBO no later than fourteen (14) days after the date of the Event Performance in question. The tickets need not be returned for a cancelled Event. Upon demand by VBO Promoter will promptly return to VBO any tickets to be refunded which were sent to Promoter by VBO to be held at Will-Call.

(b) Refunds Of Z-Ticket Fees: In the event that this Agreement authorizes VBO to make a return or refund to a customer of the face price paid for the purchase of the ticket, Promoter will pay VBO a “Convenience Fee Refund” of $2.00 for each ticket refunded and a also a “Processing Fee Refund” equal to 3% of the dollar amount of each ticket amount refunded. Contingent upon the Promoter paying VBO the Convenience Fee Refund the Processing Fee Refund and the Credit Processing Fee (as hereafter defined), VBO is authorized to also refund to the customer the VBO Convenience Fee paid by the customer and the VBO Processing Fee paid by the customer.

The parties understand and acknowledge that VBO will be charged a fee by the credit card processing entities of Two Dollars ($2.00) for each credit slip submitted by VBO to the credit card processing agency (“Credit Processing Fee”) to effectuate the refund of the ticket payment price to customers. Promoter agrees to promptly pay/reimburse to VBO the Credit Processing Fee for each credit slip submitted by VBO to the credit card processing agency in connection with a ticket refund.

Together, the Convenience Fee Refund plus the Processing Fee Refund plus the Credit Processing Fee shall be the “Cancellation Costs” for refunded tickets.

Promoter will promptly pay or provide to VBO the full amount of the Cancellation Costs in connection with refunded tickets.

If VBO does not receive the full amount of the Cancellation Costs from the Promoter, VBO shall be entitled to make up the deficiency by retaining part or all of the Convenience Fees and Processing Fees received from ticket purchasers and to make only a prorated credit/refund of Convenience Fees and Processing Fees to the customers receiving a refund. Any such proration shall not relieve the Promoter of the obligation to pay the full amount of the Cancellation Costs.

(c) Payment of Cancellation Costs:

(i) Deduction From Payment To Promoter: In the event that an Event is cancelled, rescheduled or there is a material change in the Event Performance, the Promoter hereby authorizes VBO to withhold the Cancellation Costs for refunded tickets from any payments that otherwise may be due to the Promoter.

(ii) Security: As security for the Promoter’s obligation to pay the Cancellation Costs and any other amounts due but unpaid to VBO, Promoter hereby authorizes VBO to make one or more charges against a Visa Card or Mastercard (“Security”) posted by Promoter with VBO with a credit limit no less than that provided in this Agreement. The Security will be posted with VBO for a period through forty-five (45) days after the date of the Event in case that after the Event it is learned that any tickets to the Event were purchased with dishonored or refused credit cards. VBO shall be entitled to charge against the Security any amounts owing by Promoter to VBO under this Agreement.

At all times prior to the event the credit available on the Security shall never be less than the amount determined by the following formula:

7% of total dollar amount of a sellout Event Performance times the number of scheduled Event Performances.

By way of example, in the event that gross ticket sales for a sell-out Event Performance would be $100,000, then the minium credit available for the Security would be:

7% X $100,000 = $7,000 X 3 = $21,000 available credit card limit.

In the event of any dispute or disagreement between the Promoter and VBO or the Promoter and the ticket purchasers as to whether or not a ticket purchaser is entitled to a refund or the amount of the refund, VBO shall be entitled to hold any funds received by VBO from the purchaser until such time as Promoter and purchaser reach an agreement as to the disposition of the ticket purchase price or an appropriate order of court is issued authorizing, ordering or denying a refund.

7) FRAUDULENT/DISHONORED CREDIT CARDS:

(a) Charge Rejected After Shipping But Before Event. In the event that a credit card issuing agency accepts a credit card in payment of tickets and, after the tickets are shipped to the customer and before the Event occurs, VBO is informed that the credit card issuing agency has cancelled or refuses to honor the credit card charge for those tickets, VBO will promptly notify the Promoter of the seat numbers and other Event Performance information for the dishonored tickets.

It will be Promoter’s obligation to intercept the holders of the dishonored tickets and obtain payment for those tickets. VBO will be entitled to offset or deduct from any funds otherwise to be paid to Promoter any charges that the credit card processing company refuses to honor or which are charged back against VBO together with any other costs or charges from the credit card processing company to VBO in connection with the dishonored charge.

(b) Charge Rejected After Event. In the event that after VBO has paid the Promoter VBO is informed that certain tickets were purchased with a dishonored or refused credit card, then to the extent that the face amount of the tickets is debited to VBO or charged back against VBO by the credit card processing agency, then within ten (10) days of written demand (email acceptable) Promoter shall reimburse and pay to VBO the amount that VBO previously paid to the Promoter for the face amount of the tickets purchased with the dishonored card. VBO shall also be entitled to collect this amount by deduction from other funds otherwise owing to Promoter or by a charge against the Security posted by the Promoter.

8) AGENCY: VBO and Promoter agree that VBO is acting solely as Promoter’s agent in the sale of tickets to an Event. VBO has no control whatsoever of the organization, timing, staging or performance of the Event. VBO has no control whatsoever over the security arrangements, fire arrangements, seating arrangements, ticket prices or any other aspects of the organization or operation of the Event and VBO’ only duties are to sell tickets as the Promoter’s agent at the prices set by the Promoter with VBO being paid a fee by the Promoter and/or the purchaser.

9) INDEMNITY AND HOLD HARMLESS: Promoter hereby agrees to indemnify and to hold VBO and its officers, directors, employees, agents, attorneys, consultants, contractor, representative and shareholders harmless from all loss, cost, damage, claim, liability and expense, including but not limited to reasonable attorneys fees and court costs together with any other expenses or losses related to, based on or arising from any claims, charges, demands or litigation any of which are based on, related to or derived from ticket sales to the Event, the Event itself, cancellation or rescheduling of the Event, attendance at the Event, inability to attend the Event or the acceptance by VBO of any payments in connection with the Event or the refund by VBO of any payments or receipts in connection with the Event except to the extent that the claim, liability, expense or loss is caused by the negligent or wrongful conduct of VBO or its employees.

Except to the extent that the claim, loss, liability or demand is the result of the negligent or wrongful conduct of VBO or VBO’ employees, Promoter will hold VBO harmless from, and will pay VBO’ reasonable attorney’s fees and court related costs, including reasonable expert witness fees, in defending against any claims, demands, costs, charges or liabilities in connection with VBO offering for sale or sale of tickets for any Events or related in any way to any Events.

10) GENERAL PROVISIONS:

(a) Attorney’s Fees: In the event of any controversy, claim or dispute between the parties hereto arising out of or relating to this agreement or breach thereof, the prevailing party shall be entitled to recover from the losing party reasonable attorney’s fees, costs, and expert witness fees, including attorney’s fees and costs incurred on or after appeal or attorney’s fees incurred after judgment in the collection process. Expert witness fees shall be recoverable pursuant to proof at trial or memorandum of costs.

(b) Governing Law: The parties hereto agree that it is their intention that this Agreement, and performance hereunder and all suits and special proceedings hereunder, be construed in accordance with and under and pursuant to the laws of the State of California, and that in any action, special proceeding or other proceedings that may be brought arising out of, in connection with or by reason of this agreement, the laws of the State of California shall be applicable and shall govern to the exclusion of the laws of any other forum without regard to the jurisdiction in which any action or special proceedings may be instituted. This contract is deemed to have been entered into and executed in the County of Santa Clara, State of California and such judicial district shall be a proper place to commence any action brought to enforce the terms or conditions of this agreement or to recover damages for the breach thereof.

(c) Facsimile Execution: A facsimile transmittal of this Agreement or a facsimile transmittal of one or more of the signatures of any parties to this Agreement shall be deemed to be an original and legally effective document and to be original and legally effective signatures evidencing acceptance of the document. As soon as reasonably possible after the time of the facsimile transmission, the parties will exchange original executed copies of this Agreement in replacement of the facsimile transmitted pages.

(d) Execution in Counterpart: This Agreement may be executed in counterparts and as executed shall constitute one agreement binding on all parties, even if all parties do not sign the original of the same counterpart.