Summary of Client Engagement and Production Agreement

Jordan Productions and Talent Group, Ltd Co.‍ ‍

Charleston, SC

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Overview

The Summary establishes the contractual relationship between Jordan Productions and Talent Group, Ltd Co. (the “Company”) and the Client, defining the terms for providing entertainment and production services. It governs all aspects of the Engagement, including performances, media appearances, social media collaborations, and related deliverables.

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Key Definitions

| Term | Definition

|---------------------------------------------|

Company | Jordan Productions and Talent Group, LTD Co, including its divisions and representatives.

Client The individual or entity contracting with the Company for services.

Talent | Performers or contractors engaged by the Company for the Engagement.

Engagement | The agreed services (e.g., live performance, media appearance, social media collaboration).

Performance | Live entertainment services provided by the Company.

Media Appearance | Recorded, broadcast, or published appearances involving the Company or Talent.

Social Media Collaboration | Coordinated content creation or promotion on digital platforms.

Retainer | Non-refundable payment securing the Engagement date and services.

Amendment | Written, signed modification to the Agreement.

Platform | Third-party booking/payment services (e.g., GigSalad) with separate terms.

Content | All media captured or created during the Engagement (videos, photos, audio, etc.).

Likeness | Name, image, voice, appearance, or identifying traits of individuals captured in Content.

Point of Contact (POC) | Client-designated individual authorized to communicate and make decisions for the Engagement.

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Parties and Formation

- Agreement is binding only after:

- Execution by both parties.

- Confirmation of Engagement details.

- Receipt of Retainer or Platform booking confirmation.

- Both parties represent they have authority to enter the Agreement.

- Company reserves the right to accept other engagements if conditions are unmet.

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Engagement Scope and Services‍ ‍

- Services strictly limited to those described; no implied services.

- Engagement may include:

- Performance: Live entertainment controlled creatively by the Company.

- Media Appearance: Recorded or broadcast content with Company discretion on presentation.

- Social Media Collaboration: Content creation and promotional deliverables defined explicitly.

- Any additional requests require formal Amendment.

- Engagement delivery may vary due to venue, audience, or other conditions.

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Engagement Details and Point of Contact

- Engagement specifics (date, time, location, description, fees) must be confirmed before Agreement execution.

- A designated POC must be authorized, accessible, and informed; Company acts only on POC’s instructions.

- Changes to details require formal Amendment and Company approval.

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Scheduling and Availability

- Engagement date/time are fixed and binding after Agreement and Retainer receipt.

- Performance begins at scheduled Start Time regardless of venue or audience readiness.

- No extension beyond agreed duration without additional fees and Company approval.

- Schedule changes are material modifications and subject to Company discretion.

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Compensation and Payment

Payment Element | Terms

|--------------------------------------------|

Retainer | 50% non-refundable, secures date and services.

Remaining Balance | Due prior to performance start.

Platform Fees | 10-12% service fees retained by third-party Platforms, not controlled by Company.

Payment Obligation | Company not obligated to perform if payments are incomplete.

Payment Methods | Specified by Company; digital/electronic preferred.

Payment Failure| May result in Engagement cancellation without refund.

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Retainer, Cancellation, and Refund Policy

- Retainer is non-refundable under all circumstances except discretionary rescheduling by Company.

- Cancellation by Client forfeits all payments.

- Platform bookings subject to Platform-specific refund and dispute policies.

- Rescheduling treated as modification, requiring Company approval and possible fees.

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Modifications and Amendments

- All changes to Engagement details require written requests and Company approval.

- Administrative Fees for approved modifications:

- $35 for time adjustments (same date).

- $50 for date changes (with or without time changes).

- Material changes may require new Agreement and rebooking.

- Multiple changes incur multiple fees.

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Performance Conditions and Audience Participation‍ ‍

- Performances may include surprise, sensory stimuli, audience interaction, and voluntary participation.

- Client must inform attendees of nature of performance and ensure suitable environment.

- Physical interaction, if any, is professional and non-invasive.

- Company retains creative control and may adapt performance based on conditions.

- Performance variations are normal; promotional materials are illustrative only.

- Client responsible for safe, adequate performance space.

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Media Appearance Terms‍ ‍

- Company retains discretion over presentation and may decline inappropriate or unsafe segments.

- No obligation to pre-approve final content or scripts produced by Client or third parties.

- Company not liable for third-party production personnel or technical disruptions.

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Social Media Collaboration Terms

- Deliverables, platforms, and timelines must be explicitly defined.

- Company controls all creative aspects and publication timing.

- No obligation to create or publish content not specified in writing.

- Client must provide all tags/mentions in advance.

- Content cannot be altered to misrepresent Company or Talent.

- No implicit rights granted for paid advertising usage without separate agreement.

- No guaranteed performance metrics (reach, engagement).

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Media Capture, Likeness, and Content Rights‍ ‍

- Company may record and use Content worldwide, perpetually, royalty-free for marketing and other purposes.

- Client must have authority to grant permission for attendees’ Likeness use and inform them accordingly.

- Company retains all ownership and intellectual property rights in Content.

- Client may not use Content without prior approval; editing or misuse prohibited.

- Opt-out of media capture must be requested in writing before Agreement execution and may affect pricing or acceptance.

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Intellectual Property

- All Company IP, including performances, scripts, methods, and branding, remains Company property.

- Client prohibited from recording, reproducing, teaching, or exploiting proprietary elements without consent.

- Confidentiality of trade secrets must be maintained.

- No use of Company branding or name without written permission.

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Insurance and Risk Allocation

- Company carries commercial general liability insurance; Certificates available upon request.

- Insurance coverage subject to policy terms; no expanded liability implied.

- Client responsible for venue safety, compliance, and crowd control.

- Company not liable for injuries or damages from venue conditions or third parties.

- Additional insured requests require advance written notice and fees ($20/event, $40/month for ongoing).

- Company not responsible for insurer decisions or delays.

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Liability and Indemnification

- Company liability limited to service provision as described.

- Not liable for indirect or consequential damages or injuries from third parties.

- Client must maintain safe environment and indemnify Company against claims related to venue, guests, breaches, or unauthorized Content use.

- Liability capped at amount paid for Engagement.

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Talent and Independent Contractor Status

- Talent engaged by Company are independent contractors, not Client employees or agents.

- Company controls Talent conduct and presentation.

- Client must not directly instruct Talent or contract Talent outside Agreement without Company consent.

- Company not liable for Talent’s independent actions beyond Engagement scope.

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Communications and Official Notice‍ ‍

- All formal communications must be in writing via designated channels and through the POC.

- Informal communications (texts, calls, Platform messages) do not modify Agreement terms.

- Company relies exclusively on POC’s instructions.

- Delays in response possible due to operational demands.

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No Reliance on External Communications‍ ‍

- Agreement and executed Amendments constitute the entire understanding.

- No external statements, informal communications, or promotional materials create obligations.

- Modifications require formal written Amendment.

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Force Majeure‍ ‍

- Company not liable for delays or non-performance due to circumstances beyond control (natural disasters, illness, technical failures, government actions, etc.).

- Reasonable efforts to notify Client will be made.

- Rescheduling offered as primary remedy; no refunds for Force Majeure events.

- Client responsible for third-party coordination impacted by such events.

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Governing Law and Jurisdiction‍ ‍

- Agreement governed by South Carolina law.

- Disputes resolved exclusively in South Carolina state or federal courts.

- Parties consent to jurisdiction and venue.

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Entire Agreement and Execution‍ ‍

- Agreement supersedes all prior agreements, oral or written.

- Amendments valid only if in writing and signed by both parties.

- Electronic signatures accepted and binding.

- Client confirms authority and voluntary acceptance.

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Key Takeaways‍ ‍

- Retainer is non-refundable and essential to secure date/time.‍ ‍

- Company retains creative and operational control over all services.‍ ‍

- Modifications require formal written approval and may incur fees.‍ ‍

- Company owns all Content and IP rights; Client usage strictly controlled.‍ ‍

- Client assumes responsibility for venue safety and indemnifies Company.‍ ‍

- Force Majeure events allow rescheduling but no refunds.‍ ‍

- All legal matters governed by South Carolina law.

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The Summary comprehensively defines the contractual terms for entertainment and production services provided by Jordan Productions and Talent Group, ensuring clarity, professional standards, and legal protections for both parties.