airbornetickets.com, provider of Online Ticketing Services (hereinafter called "Provider")

2712 Monticello Avenue  Oakland, CA 94619

Tel: 510-903-9297 fax: 510-740-3423

By signing below, I represent that I am an authorized representative of the business

entity indicated above, and have full authority to bind my business, and that I have read

this agreement in full, and I represent that the business entity indicated above agrees to

be bound by the terms and conditions of this agreement.

If a different company representative is being named as primary contact person, please

provide that person’s information:

a. The Provision of Online Sales

We may provide sales via computers, kiosks, “ATM” style machines, interactive

television, and telephones, mobile or otherwise, that have Internet connectivity and

functionality, “dumb” terminals, across private or public data networks, generally without

the assistance of a human sales representative. All such activities are considered to be

“online sales” regardless of the automated functionalities and procedures used to

process the sales transaction.

We provide our own, in house, password protected, secured software which is

accessed via the Internet by user in order to service orders.

We provide a database of events; users review the relevant events that they are

interested in and then purchase tickets for such events.

II. TERMS AND CONDITIONS

This agreement ("Agreement") becomes effective upon approval by the

provider of your business entity, as a provider-Client ("Client"), and

will remain in effect until either party cancels the agreement with 30

days' written notice to the other party.

Provider may amend this agreement with 30 days written notice to

you, our Client. Such notice may be sent via email to all Clients. If a Client does not wish

to accept the new, modified agreement, the Client must terminate this agreement by

sending written notice to Provider. If the Client continues to use the

Provider service after receiving email notification of the amended or

modified agreement, then that usage is the Client’s express indication to

Provider that the Client has agreed to be bound by the new, modified

Should Client terminate this Agreement, such termination does not apply to any

previous or ongoing events. Such events will be handled according to terms of

are completed and the Agreement shall remain in full force and effect in the event there

is any dispute between any third party, Client and or Provider.

d. Normal Hours of Operation

Provider Software will normally be accessible 24 hours/day. We

are not responsible for service outages that occur for any reason outside of the control of

Provider or for any service outages that take place due to

Provider’s reasonable need to conduct repairs, add new software, or

due to the provision of any service to Provider by any third party.

Clients will be notified at least 24 hours in advance of any planned service

interruptions during normal operating hours. Such notice may be limited to a publication

Client assumes the sole responsibility for acquisition, installation, and maintenance

of all hardware and software required to access the Internet through a third-party

Internet Service Provider ("ISP") of Client’s selection and the sole cost of Client.

Provider is not responsible for any service outage of Client’s selected

Client is responsible for all subscription fees and costs, including connect time

charges if any, incurred through ISP and any taxes such as ad valorum property taxes

due to the ownership of hardware and software.

f. Online Event Schedule

Client will be solely responsible for maintaining Client’s Online Event Schedule via

Client must provide, via e-mail, all required information regarding event descriptions,

ticket prices and other related information required to suitably provide the public with

accurate and complete information regarding each Client event.

g. Allotment of Tickets

Client is solely responsible for accurately maintaining the number of tickets available

for sale online for all events ("Ticket Allotment"), and bears full responsibility for losses

incurred due to over-selling.

Provider is authorized by Client to collect and retain the greater of

U.S. $1.00 per ticket for credit card transaction fee, or 3.5% of the total sale for credit

card processing fees, and U.S. $2.00 per ticket from the customer purchasing a ticket.

This amount is not refundable to customer under any conditions, even if the customer

receives a refund from the event provider or Client, but is a non-refundable transaction

Regarding tickets purchased via Provider affiliate websites Client

authorizes Provider to collect an additional U.S. $.35 service fee

above and beyond the online service fee mentioned herein.

Regarding tickets placed by telephone Provider is authorized to

collect an additional U.S. $3.00 service fee above and beyond the online service fee

Regarding tickets purchased with a credit card on a Provider

Terminal, Provider is authorized to collect an additional U.S. $3.00

service fee above and beyond the online service fee. Ticket purchased with cash on a

Provider terminal will be rounded down to the nearest even U.S.

dollar amount. The minimum service fee for tickets purchased with cash is U.S. $3.00.

Provider will collect all proceeds from tickets sales, and remit the

portion of such proceeds due to Client less the amounts Provider is

entitled to, pursuant to the terms and conditions of this Agreement, and payment will be

made by check payable, wire transfer, or Direct Deposit to Client, and such check shall be

mailed from the Provider (or the offices of the authorized

Provider payment officer or agency) approximately one week

following the relevant event.  Provider shall issue checks once per

week, which means that regarding some events the time period that shall take place

before the issuance of a check will generally be more than 7 days but less than 14 days

following the relevant event.

A printed statement summarizing all account activity during the settlement period will

accompany each payment.

No settlement statement will be issued if tickets are not sold during settlement

Client agrees to grant refunds to all customers who request them for events that are

rescheduled, or if admittance is denied due to overselling of tickets. All such refund

requests must be made within 5 days following the original date of the event in question.

Client agrees to follow all State and Federal Laws regarding the sales of event tickets,

Provider from any losses, including damages, costs, fees and

reasonable attorney’s fees, regarding any actual or threatened litigation, criminal or

regulatory investigations or actions filed or threatened do to any violation of the law by

In the event of an event cancellation, Client agrees to promptly notify

Provider so that ongoing sales for the cancelled event can be halted

forthwith. Once notified of an event cancellation, Provider will

automatically issue refunds to all customers who purchased tickets through

Provider using a credit card. Client may grant refunds for any other

reason, at its own discretion, within the confines of any relevant law.

Any credit card charge backs, initiated by the purchasing customer for any reason, will

be charged back to the Client.   Provider is authorized by Client to

deduct these costs from the Client’s outstanding balance, or invoice the Client for the

same if no balance exists.

Provider reserves the right to withhold up to 5% of booking revenues

for any event for a period up to 90 days after the event occurs, to allow all returns and

disputed charges to clear processing.

k. Print & Online Advertising Requirements

In print and online advertising published by Client, or at Client’s request by any third

party, to promote or advertise events relevant to this Agreement shall bear the

Example: "PURCHASE TICKETS ONLINE AT airbornetickets.com ".

can be used for print, online or other advertising. Client may not alter the logo, as the

logo is a trademark belonging to Provider, nor use the logo without the

l. Broadcast Advertising

In all broadcast copy (television, online video, radio) created by Client to promote or

advertise events covered under this Agreement, the following wording should be

included: "Advance tickets available online at www.airbornetickets.com". Client may

submit alternate wording to the Provider, for potential approval, prior to

any advertising or promotional campaign.

VISA, MasterCard and American Express are the only acceptable methods of

payment for online purchases by ticket buyers.

Client must add all applicable city, county, municipality, district, state or federal tax

which applies to the admission, ticket, or right to occupy a seat at any performance

covered under this agreement to the face value of its tickets, and assumes all

responsibility for payment of such tax to the appropriate governmental authority(s).

o. Representations and Warranties

This agreement has been duly authorized, executed and delivered by Client and

constitutes the valid, legal and binding agreement between the parties, enforceable in

accordance with its terms and conditions as contained herein.

The entering into and performance of this agreement will not result in any breach of,

or constitute a default under, another agreement to which Client is a party, including,

without limitations thereby, any agreement for the sale or other disposition of tickets for

There is no other existing exclusive agreement for provision of similar services as

described herein between Client, and/or the event facility or the event facility's owner or

operators and any other third party respecting the sale of tickets for any performance

held at the facility or venue, or relating to Client’s business, which would invalidate this

agreement or make this Agreement unenforceable in whole or part.

Client is an agent of each facility or venue at which any of its performances are held

and is duly authorized in such capacity to execute and deliver this agreement for

Client warrants that the number of tickets put on sale does not exceed legal, fire, or

other restrictions of the facility or venue or of any relevant laws, rules, procedures and

mandates as set by any relevant governmental agencies or codes, statutes, regulations

Provider will deliver all tickets purchased prior to 10 hours before

events by Email, Print-At-Home, Mobile Phone Text Message, or Will Call List.

In the event that a customer claims an order was not received,

Provider will make a good faith effort to determine the validity of such

a claim before it issues replacement tickets. Any replacement tickets issued by

Provider must be picked up at the Client designated will-call window

or location at the venue where the event will take place.

In the event that replacement tickets are issued by Provider due

to non-receipt, Client agrees that Provider will not be responsible for

the cost of such replacement tickets.

q. Protection of Customer Privacy

Client agrees not to release or sell the personal identifying information (i.e. name,

address, phone number, e-mail, credit card information) of any customer obtained

through Provider to any third party for any reason or to use such

information in any unlawful manner or in any manner not authorized by the terms and

conditions of this Agreement.

This agreement shall be governed by, and construed in accordance with, the laws of

the State of California. Client is responsible to follow the laws of any state outside of

California where any event may take place, or where customers are located at the time

they purchase tickets via any automated electronic system, but any legal disputes

between Client and Provider shall be handled solely and exclusively

within the courts of the State of California, at a Court of competent jurisdiction located in

the State of California.

The terms, conditions, provisions, and undertakings contained in this Agreement

shall be binding upon and inure to the benefit of each of the parties and their respective

successors and assigns.

Client shall not assign this agreement without the prior written approval of

whole or part to any third party at will, without prior notice of any type to Client.

c. Limitation of Liability

Provider shall be held harmless by Client regarding any financial

liability, fees, costs, attorney’s fees, and losses of any nature incurred due to service

interruptions which are not the direct responsibility of Provider or have

been caused by circumstances outside of the reasonable control of

that Provider related or owned software, functions, equipment, web

sites or other properties will work error free or be available 100% of the time and Client

agrees to hold Provider harmless regarding any unscheduled service

In the event of a material breach of this agreement by Provider,

the limitation of any claim of loss by Client shall be no greater than the actual damages

loss sustained by Client pursuant to any such material breach.

In no event shall Provider be liable for incidental, punitive or

consequential damages arising from this Agreement.

Both parties agree that the terms and conditions of this Agreement shall be maintained

by the parties on a confidential basis and shall not be disclosed to any third party without

Provider's  prior written consent.

Any notice provided for under this Agreement, by either party to the other, shall be in

writing, and may be affected by personal delivery, in writing, or by first class, U.S. mail.

Notice to either party shall be sufficient if made or addressed to the addresses shown on

the front of this Agreement. Each party may change the address at which notice may be

sent to that party by giving notice of such change to the other party in accordance with

the provision of this paragraph.

IV. Exclusive Agreement to Provide Services to Client

Client agrees that during the time this agreement is in force Client shall not

advertise, sell, or distribute tickets for any events with any other person or company

which shall in any way compete with the services contracted for in this agreement. As

such, the Client is understands that Provider has the exclusive right to

provide the services described herein to Client during the term of this Agreement.

Complete all other required information as noted above

and fax the completed Agreement to Provider at 510-740-3423 prior

to Provider being authorized by you to provide the services indicated

GENERAL ADMISSION TICKETING SERVICE