Kranium | Dubai | 29th December 2021

CONTRACT
DATE OF ISSUE: 05/12/2021

AGREEMENT FOR SERVICES

(1) [ROYAL EVENT PLANNING]

(2) [BRAGA CONCEPTZ DEUTSCHLAND UG]

THIS AGREEMENT is made BETWEEN:

1. (1) Royal Event Planning registered at 1607 Silver Tower, Abraj Street, Business Bay,
Dubai, UAE

and

2. (2) [BRAGA CONCEPTZ DEUTSCHLAND UG] registered in [Germany] whose registered

office is at Winterhuder Weg 29, 22085 Hamburg, Germany(“Purchaser”)

WHEREAS:

1. (A) Braga Conceptz has entered or is to enter into an agreement with the Act for the Act
KRANIUM to

perform at the Venue.

2. (B) The Purchaser wishes for the Act to perform at the Venue and Braga Conceptz
Deutschland agrees to facilitate the Act performing at the Venue. The Purchaser agrees
to provide the Purchaser’s Services, subject and according to the terms and conditions
set out herein in order to have the Act to perform at the Event.

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NOW IT IS AGREED as follows:

SCHEDULE 1 – PARTIES AND CONTRACT DETAILS

Purchaser: Royal Event Management (Skylounge)

Contact Name Hani Hasaniya
Venue Name: Skylounge Dubai
SCHEDULE 2 – EVENT DETAILS

Artist: KRANIUM
Date: 29th December 2021
Performance Type: Live Showcase
Performance Length: 30 Minutes
Stage Time: 30 Minutes
Ticket Price: (average)
Ground:
Visa Information:
Further Terms:
Venue Information: Capacity 400 pax
Contact Name: Simon Husin
Venue Name: Skylounge Conrad Hotel Dubai
Website:
Venue Type: Capacity:
Further Terms: As Per Rider / Exclusive for Skylounge, Braga Conceptz agrees that the
Artist Kranium will not perform in Dubai for at least 9 days after the
performance in Skylounge. Shall Kranium perform in Dubai before 9
days after the Performance in Skylounge, Braga Conceptz agrees to pay
a penalty of U$ 5,000.00 to Skylounge.

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SCHEDULE 3 – FEE & PAYMENT DETAILS

Total Offer: U$ 20,000.00

First Deposit: on Contract Signing in Cash or via wire Transfer U$ 10,000.00 (ten
thousand)

Final Payment: 7(seven) days before the Show in Cash or via wire Transfer
U$ 10,000.00 (ten thousand)

Additional Costs: included in fee

Further terms: diem per dime U$ 50.00 per pax per day
Currency:
Exchange Rate:
Force Majeure:
Termination:
Account name: Braga Deutschland UG
Bank Name: Postbank
Bank Address: Eidelstedt, Hamburg
IBAN: DE10 1001 0010 0560 0991 30
Swift Code / BIC: PBNKDEFF

Purchaser to pay all bank fees Per Terms below

SCHEDULE 4 – HOSPITALITY

Hospitality: as attached
Budget:
Further Terms:
Hospitality Rider : as attached
Hospitality Rider all at Purchasers cost

SCHEDULE 5 – EQUIPMENT AND PERSONNEL

Equipment Required:
Stage Requirement:
Venue Requirement:
Security:
Personnel:
Per Live Rider Per Live Rider As Required As Required TBC

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SCHEDULE 6 – ACCOMMODATION & TRANSPORTATION

Hotel Category:
Room Type:
Number of Nights:
Flights Number of Pax:
Class of Flights:
Transport

Type of Vehicle :
Number of Vehicles:
Duration of Vehicles:

All Hotels to be approved by management. Confirmation to be sent 7 days prior to arrival. Room
keys for Acts and crew should be ready upon arrival. Please note Flight.

times for Early Check in and late check out. No Low Cost, Chain Hotels or Motels.

N/A Landed

All flights to be approved by management before booking. Where Act requires first class cabin
the best available class should be substituted if there is no first class option. All flights booked
should be direct options. Low Cost airlines are not suitable.

Ground transport to be provided from arrival from the airport and throughout the Act’s stay in
the market. Professional licensed English speaking drivers only. Driver’s Registration and
Contact Numbers to be provided in advance
SCHEDULE 7 – PROMOTION

Promotional Material:

Billing:
Promotional Guidelines:

Restrictions:

Further Terms:

KRANIUM - Live
N/A
N/A.

No promotion is authorised prior to the full execution of this agreement and confirmed receipt of
deposit by Act or written approval by Act representatives.

Before providing proof copies of all printed and electronic advertisements and all publicity for
approval prior to any release.

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1. DEFINITIONS AND INTERPRETATION

1.1 In this Agreement unless the context requires otherwise:

• “Accommodation” - means any hotel accommodation to be provided by the Purchaser for the
Act and Group as set out in schedule 6 and in accordance with the requirements set out in clause
3.3.

• “Act” - means the person or person to perform at the Event as stated in schedule 2;

• “Additional Costs” - means any costs which become payable by the Purchaser to third parties
(including license fees and royalties) from time to time as a result of the Purchaser providing the
Purchaser Services;

• “Agreement” - means this agreement including all schedules and appendixes and as varied
from time to time;

• “Air Transport” - means any air transport to be organised by the Purchaser for the Act and
Group as set out in schedule 6 and in accordance with the requirements set out in clause 3.10.1

• "Business Day" - means a day which is not a Saturday, Sunday or public holiday in England and
Wales;

• “Buy-Out Right” - has the meaning given to it in clause 4.1

• "Commencement Date" - means the date this Agreement is signed;

• “Equipment” - means any and all of the equipment to be provided by the Purchaser in order for
it to fulfill its obligations under this Agreement including but not limited to the equipment stated
in clause 3.6 and schedule 5 and in accordance with the requirements set out in such;

• “Event” - means the event where the Act will perform as described in schedule 2;

• “Expenses” - means all costs, charges and expenses (not forming part of the Fee) payable by the
Purchaser to Braga Conceptz Deutschland under this Agreement for the fulfillment of its
obligations under this Agreement;

• “Expiry Date” - has the meaning given to it in clause 2.1

• “Fee” - means the fee set out in schedule 3 which is payable by the Purchaser to Braga Conceptz
Deutschland in consideration for Braga Conceptz Deutschland agreeing for the Act to perform at
the Venue, in accordance with the terms of this Agreement;

• “Group” - means any individuals accompanying the Act and as described in schedule 2;

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• “Hospitality” - means any and all of the food and beverages to be provided by the Purchaser for
the Act and Group as set out in schedule 4 and subject to the requirements of clause 3.4.

• “Individual Guarantor” - means any individual who has (or is deemed to have) personally
guaranteed or accepted liability on behalf of Braga Conceptz Deutschland in the agreement
between Braga Conceptz Deutschland and the Act (or its representatives) and as identified in
schedule 1 (if any);

• “Payment Schedule” - means the schedule for payments of the Fee as set out in schedule 3;

• “Performance Date” - means the proposed date the Act is to perform at the Event and as stated
in schedule 2;

• “Performance Duration” - means the proposed duration the Act is to perform at the Event and
as set out in schedule 2;

• “Performance Time” - means the proposed time the Act is to commence performing and as set
out in schedule 2;

• “Personnel” - means any and all persons employed, contracted or sub-contracted by the
Purchaser for the provision of the Purchaser Services including (but not limited to) those persons
specified in clause 3.8 and schedule 5;

• “Purchaser Services” - means all of the services provided under this Agreement by the
Purchaser which may include (but is not limited to) the provision of the Venue, Equipment,
Personnel, Accommodation, Hospitality, Stage, Transport and any other services contemplated
under this Agreement;

• “Security” - means any security to be provided pursuant to clause 3.8.2 and schedule 5;
• “Stage” means the stage or a place specified other than a stage that the Act is to perform on at
the Venue and subject to the Requirements set out in clause 3.5

• “Ticket Price” - means the price per ticket or scale of price for tickets for the Event as stated in
schedule 2;

• “Transport” - means any transport (by land, sea or air) to be provided for the Act and Group as
set out in schedule 6 and in accordance with the requirements in clauses 3.10.3 and 3.10.4;

• “Vehicles” - means any vehicles stated in schedule 6 and in accordance with the requirements
in clause 3.10.20; and

• “Venue” - means the venue stated in schedule 2 where the Event will be held and the Act will
perform.

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1.2 In this Agreement, unless the context requires otherwise:

1.2.1 - references to clauses and schedules are references to clauses of and schedules to this
Agreement and references within a sub-clause to "this clause" shall refer to the whole clause and
not merely to the sub-clause in which it appears;

1.2.1 - the schedules form part of and are incorporated in this Agreement;

1.2.3 - headings are included for ease of reference only and shall not affect the interpretation of
this Agreement;

1.2.4 - the singular shall include the plural and vice versa, and references to any gender shall
include references to the other genders;

1.2.5 - any reference to a party shall mean any party to this Agreement;

1.2.6 - any reference to any statute or statutory provision shall include that statute or statutory
provision as from time to time amended, modified, replaced or re-enacted (whether before or
after the date of this Agreement) and any order, regulation, instrument, by-law or other
subordinate legislation made under it; and

1.2.7 unless specifically stated otherwise, reference to any monetary amount is in the currency
and at the exchange rate stated in schedule 1.

1.3 This Agreement may not be construed adversely to a party just because that party prepared,
or procured the preparation of, this Agreement.

1.4 If there is any inconsistency between the terms set out in the various parts of this Agreement
and any schedules attached, the terms and conditions shall prevail except as otherwise provided
for in the schedule or this Agreement.
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2.0 Engagement

2.1 - This Agreement shall come into force on the Commencement Date and (subject to provisions
for early termination in clause 2 shall continue in full force and effect thereafter unless and until
the conclusion of the performance by the Act and when the Purchaser has performed all of the
Purchaser Services (Expiry Date).

2.2 - With effect from the Commencement Date and in consideration of payment of the Fee and
Expenses, Braga Conceptz Deutschland will procure the Act to perform at the Event on the
Performance Date at the Venue in accordance with and subject to the terms of this Agreement.

2.3 - The Purchaser acknowledges and agrees that Braga Conceptz Deutschland is an agent for
the Act and the Act a party to this Agreement. Accordingly, the Act shall adhere to its obligations
and shall owe any liability to the Purchaser under the terms of this Agreement.

2.4 - The Purchaser hereby represents and warrants to Braga Conceptz Deutschland that the
execution of this Agreement has been validly authorised by the Purchaser and the obligations
imposed on it by the provisions of this Agreement constitute valid, legally binding and
enforceable obligations of the Purchaser.

2.5 - The Purchaser acknowledges that the requirements of the Act under this Agreement, as
contemplated by the Purchaser Services, are subject to change, accordingly, and notwithstanding
clause 20.4, the Purchaser agrees that Braga Conceptz Deutschland may amend the schedules at
any time by notifying the Purchaser of such amendments in writing. The Purchaser agrees that it
is responsible for any increase in the Expenses and Additional Costs caused by any such
amendments to be mutually agreed and approved within reason.

3. SERVICES

3.1 - The Purchaser undertakes throughout the term of the Agreement to provide the Purchaser
Services with all due care, skill, diligence and in a timely and professional manner according to
the terms of this Agreement.

3.2 – The Purchaser agrees to procure, at its sole cost, the Venue, Equipment, Accommodation,
Hospitality and Transport for the Act and the Group in accordance with clauses 3.1 to 3.10.

3.3 - The Accommodation set out in schedule 6 must: 3.3.1 - be a hotel;

3.3.2 - be no more than 20 minutes travel time by Vehicle from the Venue; 3.3.3 - not be on the
first floor of the hotel premises or with direct street access;
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3.3.4 - have the following facilities (including but not limited to) internet access; fitness centre or
gymnasium; own televisions in each room with optional movies; direct dial telephones; an in-
room safe; spa facilities; accommodate early check-in and late check-out; water sport facilities;
and 24 hour room service; and

3.3.5 - any other requirements as are set out in schedule 6 (including in the “further terms”) or as
notified by Braga Conceptz Deutschland to the Purchaser from time to time.

3.4 - The Hospitality set out in schedule 4 must include for each day: 3.4.1 - breakfast;

3.4.2 - complimentary wifi in all hotels rooms

3.4.3 - evening meal for the Group with a minimum of 2 courses with a selection of alcoholic and
non-alcoholic drinks the per day of the concert with the budget set out in schedule 4; and

3.4.3 - any other requirements as are set out in schedule 4 (including in the “further terms”) or as
notified by Braga Conceptz Deutschland to the Purchaser from time to time.

3.5 - The Purchaser agrees to procure and provide at the Event and any rehearsals, at its sole cost
the Venue to ensure an appropriate presentation of the Act’s performance(s), including but not
limited to the following:

3.5.2 - where the Event is to be performed indoors, the Stage in an audible theatre, hall or
auditorium that is well heated, light, clean and in excellent order; or

3.5.3 - where the Event is to be performed outdoors, the Stage must be constructed so as to give
full protection to the Act, all other performers on stage and all PA and lighting equipment in any
and all weather conditions (including rain and shine), including if the Act performs in adverse
weather. Additionally, any instruments or mixing platforms and follow spot towers must include
full weather proofing to fully protect the Act, all other performers and personnel on stage and
equipment. Full stage plans including all dimensions, clearances, flying points and weather
proofing shall be provided to Braga Conceptz Deutschland or its representative promptly on
request; and

3.5.4 - adequate power supplied to the Stage for the performance, and such power is provided in
a safe manner; and

3.5.5 - the Stage is independently sturdy, secure interlocked with adjacent modules and has a
clean surface area free from holes, cuts and gauges;

3.5.6 - and first class lighting equipment; and

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3.5.7 - the Stage, curtains, and public address system is in perfect working condition; and

3.5.8 - the dressing rooms are comfortable, light, properly heated, air conditioned, ventilated and
clean in excellent order, comfortably large and near the Stage for the Act and Group; and

3.5.9 - on Stage monitoring in number and quality reasonably required by Act; and any other
requirements as are set out in schedule 4 (including in the “further terms”) or as notified by
Manik 360 to the Purchaser from time to time.

3.5.10 any other requirements as are set out in schedule 4 (including in the “further terms”) or as
notified by Braga Conceptz Deutschland to the Purchaser from time to time.

3.6 - The Purchaser agrees to procure and provide at its sole cost all necessary Equipment for an
appropriate presentation of the Act’s performance(s) and the Event, including but not limited to
the following:

3.6.1 - all Equipment set out in schedule 5 and as maybe further notified by Manik 360 in writing
from time to time;

3.6.2 - all lights, tickets and house programs;

3.6.3 - first class sound equipment;

3.6.4 - all necessary licenses (except as to material performed by the Act); all other necessary
materials to promptly comply with Act’s, directions to arrange the stage dé cor and setting; and

3.6.5 - any other Equipment necessary for the Purchaser to fulfill its obligations under this
Agreement; and

3.6.6 - any other requirements as are set out in schedule 5 (including in the “further terms”) or as
notified by Braga Conceptz Deutschland to the Purchaser from time to time.

3.7 - The Purchaser is responsible for any loss or damage to equipment provided by the Act (and
not the Purchaser) from the time of initial transportation, throughout the Event and until the
Equipment has been delivered to the final transportation destination. Any such loss includes any
additional costs associated with the damage or loss of the equipment whether incurred by Manik
360 or the Act.
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3.8 - The Purchaser agrees to procure and provide at its sole cost all necessary Personnel, for an
appropriate presentation of the Act’s performance(s) and the Event, including but not limited to
the following:

3.8.1 - all stage carpenters, electricians, electrical operators, and any other labour necessary to
take in hang work, and to provide the entertainment presentation and Event (including scenery,
props and baggage);

3.8.2 - to the extent permissible in the jurisdiction of where the Event is being held, all Personnel
must be able to speak English fluently to ensure effective communication between the Personnel
and Braga Conceptz Deutschland and/or the Act or the Purchaser is to provide translators in a
sufficient amount and quality to ensure such;

3.8.3 - all necessary Security in relation to the Venue, being special police or security personnel
sufficient to guarantee the safety of the Act, auxiliary personnel, the Group, instruments and all
equipment, costumes and personal property during and after the Event. Particularly, Security
must be provided in the areas of the Stage, dressing rooms and all exits and entrances to the
Venue, remote mixing console (if any) and as set out in schedule 5;

3.8.4 - ushers, ticket sellers for advance performance dates (wherever sales take place), ticket
takers;

3.8.5 - any additional musicians required, including musical contractors, including those as may
be required by a national or local union for and in connection with this Agreement and rehearsals
thereof. Manik 360 shall have the right to name the local music contractor and to approve the
choice of musicians hired locally; and

3.8.6 - any other requirements as are set out in schedule 5 (including in the “further terms”) or as
notified by Braga Conceptz Deutschland to the Purchaser from time to time.

3.9 - In providing the Purchaser Services, the Purchaser agrees to comply with all national and
local laws, bylaws, regulations and requirements of any national or local unions, including but
not limited to health and safety, licensing, insurance, hygiene, fire, access, egress, security and
generally in relation to the Act’s performance, the Event and the Venue, that have jurisdiction
over any of the material, facilities, services Equipment and Personnel.

3.10 - The Purchaser agrees to provide the following Transport, at its sole cost:

3.10.1 - All Air Transport for the Act and Group as set out in schedule 6. Where Air Transport is to
be provided, it must not include connecting flights (unless no direct route is available) or flights
on low cost airlines and the Purchaser shall send flight details no later than eight days prior to
the expected travel;
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3.10.2 - all Vehicles must be first class ground transportation and not less than two years and
does not include limousines and taxis;

3.10.3 - details of the Transport and drivers must be notified to Braga Conceptz Deutschland for
approval no later than 72 hours prior to the Transport being provided;

3.10.4 - to the extent permissible in the jurisdiction of where the Event is being held, the drivers
must be able to speak English fluently and be fully licensed for driving the type of vehicles and
the number of persons to be driven in the vehicle from time to time;

3.10.5 - the Transport is to be provided for the Act, Group, all luggage and all of the Act’s
equipment;

3.10.6 - all Transport (except for Air Transport) is to be provided for the Act and Group only and
not for any other persons;

3.10.7 - the Transport must be on time for collection at all times and where it is delivering
persons to the airport for departure adequate time must be allowed prior to the scheduled time
of departure, of the aircraft and must deliver the Act and Group to the Venue no less than 60
minutes prior to the Act being due to perform; and

3.10.8 - any other requirements as are set out in schedule 6 (including in the “further terms”) or
as notified by Manik 360 to the Purchaser from time to time. - To perform the Event as
customarily provided on a first-class basis, and as detailed in Schedule 1. To be responsible for
the content of the performance, and all intellectual property rights in relation thereto. To comply
with any applicable laws and regulations.

4. BUYOUT RIGHT

4.1 - Braga Conceptz Deutschland has the right, at any time, to require by written notice the
Purchaser shall pay to Braga Conceptz Deutschland a reasonable pre-estimate to be agreed upon
between parties of the value of all or any of the Purchaser Services at any time, and the Purchaser
is released from providing that Purchaser Service.

4.2 - Where Braga Conceptz Deutschland has exercised its Buy-Out Right for any of the Purchaser
Services under clause 4.1, the Purchaser shall make such payment no later than five (5) business
days the exercise of the Buy-Out right and in accordance with clause 5.

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5. PAYMENT

5.1 - The Purchaser agrees to pay Braga Conceptz Deutschland the Fee and any Expenses, under
this Agreement and to pay third parties all Additional Costs .
5.2 - Amounts due to Braga Conceptz Deutschland from the Purchaser under this Agreement will
be paid by the Purchaser in cleared funds and without setoff or deduction on the dates stated in
the Payment Schedule with time being of the essence or where a payment is not provided for in
the Payment Schedule, the Purchaser shall pay it no later than 48 hours after Braga Conceptz
Deutschland invoices the Purchaser.

5.3 - The Purchaser is solely responsible for the payment of all Additional Costs. The Purchaser
must not default in its obligations for payment of all Additional Costs. A breach of this clause may
be treated as a material breach incapable of remedy and clause 16.1 shall apply.

5.4 - The Purchaser will pay license fees required for the Act to perform.

5.5 - All amounts stated in this Agreement exclude all national, federal, state, or local sales, use,
excise, entertainment, value added or other taxes, customs duties or similar tariffs and fees which
may be required to be paid or collected upon provision of the Purchaser Services. If any tax or
levy is payable, the Purchaser will pay such tax or levy and indemnify and hold harmless Manik
360 against any claim or demand for the payment of such taxes or levies.

5.6 - Unless otherwise stated Braga Conceptz Deutschland shall hold all deposits (if any) in the
currency and at the exchange rate (if stated) as set out in schedule 1 to this Agreement. The
Purchaser shall bear any currency conversion risks and differences associated with delivering
funds in the currency and at the exchange rate (if stated) as set out in schedule 1.

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7. PROMOTIONAL MATERIAL

7 .1 - Subject to this clause 7, the Purchaser shall provide appropriate and sufficient advertising
and publicity as customarily provided on a first-class basis, including, but not limited to, bill-
posting, mailing, and distribution of circulars, advertising in the principal newspapers, and other
media. The Purchaser shall pay all necessary expenses in connection with such required
advertising and publicity.

7.2 - Any artwork and or promotional material relating to the Act under this Agreement in any
and all formats must be approved on a case by case and format by format basis and may only be
used in such way as approved by Braga Conceptz Deutschland from time to time.

7.3 - No artwork or promotional material may be produced or disseminated until such time as
notified by M Braga Conceptz Deutschland to the Purchaser. No artwork or promotional material
may be produced or disseminated otherwise than in accordance with this clause 7 and in
accordance with the requirements set out in schedule 7.

7.4 - All reproductions of artwork and promotional material must be true copies of the approved
artwork and promotional materials and clearly transmitted irrespective of whether it is primary
material or secondary material by media partners and sub-promoters.
7.5. - Braga Conceptz Deutschland agrees to grant a non-exclusive, non-transferable right to the
use of Act’s approved names, approved pictures, approved photographs as provided by Braga
Conceptz Deutschland from time to time, solely for the purposes of advertising and publicising
the Event in accordance with the terms of this Agreement, but not as an endorsement of any
product or service. Such right shall extend and continue in effect only from the Commencement
Date until the Expiry Date.

7.6 - Only Braga Conceptz Deutschland and/or the Act are entitled; to sell souvenir items,
souvenir programs and merchandise, and the receipts from the ticket sales are the sole property
of Braga Conceptz Deutschland and/or the Act, unless otherwise agreed in writing between
Braga Conceptz Deutschland and the Purchaser. The Purchaser shall provide facilities for the
selling of such items by Braga Conceptz Deutschland and/or the Act as requested by Braga
Conceptz Deutschland from time to time.

7.7. - Any breach of the terms of this clause 7 by the Purchaser may be deemed a material breach
of this Agreement by Braga Conceptz Deutschland incapable of remedy and clause 16.1 shall
apply.

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8. NON-SOLICITATION

8.1 - During the term of this Agreement and for a further period of 24 months after the Expiry
Date, the Purchaser will not, without the prior written consent of the Braga Conceptz
Deutschland either directly or indirectly, on the Purchaser's own behalf or in the service or on
behalf of others, solicit or attempt to solicit, divert or hire the Act.

8.2 - The Purchaser shall not either directly or indirectly, on the Purchaser's own behalf or in the
service or on behalf of others, solicit or attempt to solicit any details of the contractual
arrangements between Braga Conceptz Deutschland and the Act for the aforesaid period of time.

9. VISAS, PERMITS AND LICENCES ETC

9.1 - Purchaser agrees to process and obtain for the Act and each member of the Group, at the
Purchaser’s sole cost and expense, any and all necessary visas, permits and licences required for
the Act to perform at the Event. On the Act’s arrival at any port or border entry, the Purchaser
will be present to deal with any issues that may arise from such visas, permits and licenses.

9.2 - Braga Conceptz Deutschland will use reasonable endeavours to assist the Purchaser and/or
Purchaser’s designees in obtaining any or all of the foregoing visas, permits and licenses.

9.3 - Failure to procure such visas, permits and licenses or provide necessary documentation to
obtain them will be deemed a material breach of this Agreement incapable of remedy and clause
0 shall apply.

10. BROADCASTING RESTRICTIONS

10.1 - The Purchaser shall not and shall not permit, directly or indirectly the Act, Event or any
part thereof to be broadcast or televised, photographed, or otherwise without the prior written
consent of Braga Conceptz Deutschland. Promotional in-house video diary approved.
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11. ARTISTIC CONTROL

11.1 - Braga Conceptz Deutschland (or its representative) is to have sole and exclusive control
over the production, presentation and performance of the engagement, including, but not limited
to, the means and methods of the performances of the performing personnel. Braga Conceptz
Deutschland shall have the sole rights as it sees fit, to designate and change at any time the
performing personnel (including Personnel provided by the Purchaser).

11.2 - The Performance Time and Performance Duration are guidelines and Braga Conceptz
Deutschland is not liable for any performances that do not commence on or about the
Performance Time or continue for less than the Performance Duration unless such is caused the
by gross negligence or willful misconduct of Braga Conceptz Deutschland and not the Purchaser,
Act and/or Group.

11.3 - The performance to be furnished by the Act shall receive billing in such order, form, size,
and prominence as directed by Braga Conceptz Deutschland. Unless agreed otherwise the Act will
receive 100% of the headline billing. The Purchaser agrees that no performers other than the Act
will appear on or in connection with the Event otherwise than with the written consent of Braga
Conceptz Deutschland. If the Purchaser intends for the Event to have multiple Acts or acts
performing, Braga Conceptz Deutschland must approve of all other acts and whether they are to
be designated as main acts or support acts and the make-up of any line up.

11.4 - The Purchaser agrees to supply and pay for all supporting acts, if any, which must be
approved by Braga Conceptz Deutschland.

11.5 - The Event shall receive billing in such order, form, size and prominence as directed by
Braga Conceptz Deutschland in all advertising and publicity issued by or under control of the
Purchaser.

11.6 - The Event is not to be included in a subscription or other type of series by the Purchaser
without the prior written consent of Braga Conceptz Deutschland

11.7 - There are to be no seats on Stage sold or used without Braga Conceptz Deutschland written
consent.

12. CONFIDENTIAL INFORMATION AND PRIVACY

12.1 - The Purchaser shall keep secret and confidential all information, documents and other
matters arising or coming to its or their attention in connection with the provision of the
Purchaser Services and any such information relating to the Act (including the existence and
provisions of this Agreement) and not at any time for any reason whatsoever to disclose or
permit such information to be disclosed to any of its officers, employees, contractors, third
parties and agents except as permitted to the extent required to enable either party to carry out
its duties and obligations under this Agreement.
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12.2 - To the extent the Purchaser has disclosed any information in accordance with clause

12.1, any such officers, employees, contractors, third parties and agents shall be bound mutatis
mutandis to these obligations of confidentiality and the Purchaser is responsible for ensuring
that such parties keep secret and confidential all information.

12.3 - Clause 12.1 does not apply to:

12.3.1 - the use of any such information where the other party has given its prior written consent
to the disclosure;

12.3.2 - the disclosure of any such information which has entered the public domain otherwise
than by reason of a breach of clause 0; or

12.3.3 - the disclosure of such information where required to be disclosed by law or the
applicable rules and regulations of any competent regulatory or governmental authority to which
either party is subject provided that (to the extent permitted by law) any such disclosure shall be
made only after consultation with the other party (or where this is not possible as soon as
reasonably practical after disclosure) and only to the extent necessary to satisfy such
requirement.

12.4 - The Purchaser recognises that the Act has expectations of privacy and all information
relating to the Act is considered to be Confidential Information and is not to be disclosed. The
Purchaser also agrees not to permit any person to have access to the Act unless agreed to by
Braga Conceptz Deutschland or the Act or is essential for the Purchaser to fulfill its obligations
under this Agreement.

13. INSURANCES

13.1 - The Purchaser shall at its own expense obtain and maintain with an insurance company
acceptable to Braga Conceptz Deutschland, including (but not limited to) public and general
liability, automobile,, personal injury or property damage, accident and employer’s liability, any
other insurance as is appropriate in the circumstances and any insurance that Braga Conceptz
Deutschland may request from time to time in relation to the obligations of the Purchaser under
this Agreement for such limit of indemnity and such range of cover as Braga Conceptz
Deutschland deems appropriate (in its sole discretion).

13.2 - Purchaser shall obtain and maintain, during the term of this Agreement, insurance
covering the Act and Group with respect to claims of during or incidental to any performance
pursuant to this Agreement.

13.3 - The Purchaser shall on request provide Braga Conceptz Deutschland with all details of the
insurance policies referred to in clause 13.1 and clause 13.2 together with satisfactory evidence
that the cover is currently in force.
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13.4 - If requested by Braga Conceptz Deutschland, the Purchaser shall promptly have Braga
Conceptz Deutschland and/or any other party requested by Braga Conceptz Deutschland to be
noted on the relevant insurance policy and provide a certificate of insurance noting such.

14. LIMITATION OF LIABILITY

14.1 - Subject to clauses 14.2 and 14.3, the total liability of Braga Conceptz Deutschland under
this Agreement (whether in contract, equity, tort or otherwise) arising from any:

14.1.1 - breach of any of Braga Conceptz Deutschland obligations under or in connection with this
Agreement; 14.1.2 - cancellation of this Agreement by Braga Conceptz Deutschland

14.1.3 - negligence, misrepresentation or other act or omission on the part of Braga Conceptz
Deutschland, its employees, agents or contracts; or

14.1.4 - any other cause whatsoever, will not exceed the total Fee actually paid by the Purchaser
to Braga Conceptz Deutschland at the time the event or omission occurred giving rise to such
loss.

14.2 - Notwithstanding any other provision of this Agreement, in no event will the measure of
damages against Braga Conceptz Deutschland for any breach of this Agreement, equity, tort
(including negligence), or other action or contravention of any statute, include:

14.2.1 - special, incidental, consequential or indirect loss or any consequential economic damage
to data, lost profits, business, revenue, goodwill or anticipated savings,

nor will Braga Conceptz Deutschland be liable for:

14.2.2 - any breach of this Agreement to the extent that such breach is attributable to the default,
negligence, misconduct or breach by the Purchaser or its employees or contractors;

14.2.3 - any breach of this Agreement to the extent that such breach is attributable to the default,
negligence, misconduct or breach by the Act or the Group.

14.3 - It is expressly agreed and declared that Braga Conceptz Deutschland shall not have any
liability under this Agreement (of any nature whatsoever and howsoever caused) including but
not limited the attendance of the general public at the engagement, or the sale of tickets
therefore, or damage occasioned to the structure and fabric including furniture and furnishings
of the building or buildings in which the performance takes place. Under no circumstances will
any such damage or other incidental loss be chargeable to Braga Conceptz Deutschland whether
or not such damage or loss was caused by Braga Conceptz Deutschland, the Act or the Group
Kranium | Dubai | 29th December 2021

15. FORCE MAJEURE

15.1 - If the Act is unable to perform in accordance with the terms of this Agreement due to Force
Majeure, either party shall immediately notify the Purchaser in writing of the matters
constituting the Force Majeure and shall keep that party fully informed of their continuance and
of any relevant change of circumstances whilst such Force Majeure continues.

15.2 - Force Majeure shall entitle Braga Conceptz Deutschland to terminate this Agreement and
Braga Conceptz Deutschland shall not be in breach of this Agreement, or otherwise liable to the
Purchaser, by reason of any delay in performance, or non-performance of any of its obligations
due to Force Majeure. The Purchaser is to pay Braga Conceptz Deutschland in full where an event
of Force Majeure occurs and the Act is unable to perform (as determined in Mani Braga Conceptz
Deutschland sole discretion). For clarification, notwithstanding any such termination, the
Purchaser shall remain responsible for all other terms and conditions of this Agreement,
including, without limitation the Purchaser Services, and expense reimbursements for the Act
and Group.

15.3 - “Force Majeure” means any event outside the reasonable control of either party which
hinders or prevents it from performing its obligations (other than as to payment) under this
Agreement including failure of supplies of power or communications, order or direction of any
government, Act of God, fire, theft, flood, lightning, inclement weather (both rain and shine), war,
epidemic, interruption in or substantial delay of transportation services, revolution, act of
terrorism, riot or civil commotion, strikes, lock-outs or other industrial action, (whether of the
affected party's own employees or others), failure of supplies of fuel, transport, equipment, raw
materials or other goods or services the event of sickness or of substantial injury as a result of an
accident to Act, emergencies business or personal pertaining to Act, Acts immediate family or
Acts musicians or personnel or any other cause beyond the control of the Act’s or Purchaser and
any additional event set out in schedule 1.

16. TERMINATION

16.1 - Where there has been a material breach by the Purchaser of this Agreement incapable of
remedy Braga Conceptz Deutschland will be:

16.1.1 - relieved of any further obligations Braga Conceptz Deutschland may have pursuant to
this Agreement;

16.1.2 - have the right to retain all monies previously paid by the Purchaser;

16.1.3 - able to require the Purchaser to make payment of any remaining Fee, Expenses and the
value of the Purchaser Services;

16.1.4 - be entitled to exercise all rights and remedies otherwise available to Braga Conceptz
Deutschland at law, in equity or otherwise as if the Act has fully performed all obligations under
this Agreement; and

16.1.5 - entitled to any other requirements as set out in schedule 1 (including in the “further
terms”) or as notified by Braga Conceptz Deutschland to the Purchaser from time to time.
Kranium | Dubai | 29th December 2021

16.2 - Notwithstanding any other provision in this Agreement, Braga Conceptz Deutschland may
terminate this Agreement immediately on the happening of any one of the following events:

16.2.1 - the Purchaser fails to make a payment on time (with time being of the essence);

16.2.2 - in the sole discretion of Braga Conceptz Deutschland the Purchaser fails to perform any
of its obligations under this Agreement;

16.2.3 - an event of Force Majeure; 16.2.4 - the Purchaser cancels the Event;

16.2.5 - the Purchaser changes the Event Date without the prior written agreement of Braga
Conceptz Deutschland;

16.2.6 - the Purchaser fails to provide Braga Conceptz Deutschland with any documentation,
tickets or notice or proof thereof as required hereunder, at the times specified;

16.2.7 - the public address system as agreed to in this Agreement, if in Braga Conceptz
Deutschland sole discretion, it is not of the quality or type agreed or is not otherwise than in
perfect working condition;

16.2.8 - if the Purchaser ceases to do business, becomes unable to pay its debts when they fall
due, becomes or is deemed insolvent, has a receiver, manager, administrator, administrative
receiver or similar officer appointed in respect of the whole or any part of its assets or business,
makes any composition or arrangement with its creditors, takes or suffers any similar action in
consequence of debt or an order or resolution is made for its dissolution or liquidation (other
than for the purpose of solvent amalgamation or reconstruction) or enters into liquidation
whether compulsorily or voluntarily;

16.2.9 - the Purchaser has attempted or purported to assign or transfer this Agreement; or

16.2.10 - as expressly provided for in this Agreement.

16.3 - Braga Conceptz Deutschland may terminate this Agreement without cause by giving
written notice with immediate effect prior to the Event Date of 14 days notice of event without
any repercussions.

16.4 - Any termination of this Agreement by either party shall be without prejudice to any other
rights or remedies it may have, and shall not affect any rights accrued or obligations arising on or
before the date of termination.
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17. INDEMNIFICATION

17.1 - The Purchaser shall indemnify, protect, and hold Braga Conceptz Deutschland, the Act (or
the individual performing members of the Act), the Act’s managers, producers, accountants,
attorneys, agents, and their respective contractors, employees, licensees, and designees
(collectively, the "Indemnified Parties") harmless, from and against any claim, demand, action,
loss, cost, damage, or expense whatsoever (including, without limitation, reasonable attorneys'
fees) arising out of or in connection with the Event, including, but not limited to:

17.1.1 - any claim, demand, or action made by any third party, as a direct or indirect consequence
of the Event;

17.1.2 - any and all loss, damage, and/or destruction occurring to Braga Conceptz Deutschland,
the Act’s, and/or their respective employees', contractors', or agents' instruments and equipment
at the place of the Event, including, but not limited to, damage, loss, or destruction caused by
forces beyond the parties' control;

17.1.3 - a breach or alleged breach of any warranty, representation, or agreement made by the
Purchaser hereunder in connection with the Event, including, without limitation, any failure by
the Purchaser to perform any agreement entered into between the Purchaser and any third
party; and

17.1.4 - damage or injury to any patrons, or the venue, or any fixture or personal property
therein, caused by fans or any others not engaged by Braga Conceptz Deutschland

17.2 - For the avoidance of doubt, no claim, deduction, or offset will be made by the Purchaser in
respect of clause 17.1, unless proof of such damage and the cause thereof is provided to Man
Braga Conceptz Deutschland and Braga Conceptz Deutschland expressly agrees to such claim,
deduction, or offset in writing.

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18. NOTICES

18.1 - Any notice or other communication to be given under or in relation to this Agreement
("notice") shall be in writing and may be given by leaving it at or sending it by prepaid first class
post or facsimile transmission to the address or facsimile number of the relevant party in each
case as notified from time to time by notice given in accordance with this clause. Any notice so
given shall be deemed to have been received:

18.1.1 - in the case of delivery by hand, at the time of delivery; and

18.1.2 - in the case of post, 72 hours from the time of posting; and
18.1.3 - in the case of facsimile or email transmission, at the time of despatch,

provided that if a notice is, or would (but for this proviso) be deemed to be, received on a day
that is not a Business Day or after 4.30pm on a Business Day, it shall instead be deemed to be
received at 10.00am on the Business Day next following that day.
18.2 - In proving service it shall be sufficient to prove that (as the case may be)

18.2.1 - the envelope containing the notice was properly addressed and delivered to the
appropriate address; or

18.2.2 - the envelope containing the notice was posted as a first class prepaid letter; or

18.2.3 - the facsimile transmission was made and acknowledgment of transmission was received
by the sender's facsimile machine; or

18.2.4 - the acknowledgement of receipt of the email by the recipient.

18.3 - Any party may change its address or other details for notices under this clause to another
address or other details by giving reasonable notice to the other parties.

19. DISPUTE RESOLUTION

19.1 - If any disputes or claims arise out of or in connection with this Agreement the parties shall,
in the first instance, attempt to resolve it by negotiation between their respective contract
managers at their next meeting, or where necessary at an earlier meeting (the “Meeting”). The
contract managers shall act in good faith and use reasonable endeavours to attempt to resolve
the dispute or claim to the satisfaction of both parties.

19.2 - If the dispute has not been settled by this procedure within [10] Business Days of the
Meeting, this dispute resolution procedure will automatically terminate.

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20. MICELLANEOUS

20.1 - Each party shall do or procure to be done all such further acts and things, and execute or
procure the execution of all such other documents, as the other party may from time to time
reasonably require for the purpose of giving to other party the full benefit of all of the provisions
of this Agreement.

20.2 - This Agreement contains the full and complete understanding between the parties and
supersedes all prior arrangements and understandings whether written or oral, relating to the
subject matter of this Agreement.

20.3 - Each party irrevocably and unconditionally waives any right it may have to claim damages
for, and/or to rescind this Agreement for breach of any warranty or condition not contained in
this Agreement, or for any misrepresentation whether or not contained in this Agreement, unless
such misrepresentation was made fraudulently.

20.4 - Except where expressly otherwise provided in this Agreement, no modification, variation
or amendment of this Agreement shall be effective unless such modification, variation or
amendment is in writing and has been signed by or on behalf of both of the parties.
20.5 - No waiver of any breach of or default under this Agreement shall be effective unless such
waiver is in writing and has been signed by the party against which it is asserted.

20.6 - No failure or delay by the parties in exercising any right, power or remedy under this
Agreement or otherwise shall constitute a waiver of the right, power or remedy and no single or
partial exercise of any right, power or remedy under this Agreement or otherwise shall prevent
any further exercise of the right, power or remedy or the exercise of any other right, power or
remedy.

20.7 - The rights, powers and remedies of each party under this Agreement are cumulative and
not exclusive of any rights, powers or remedies provided by law.

20.8 - Nothing in this Agreement and no action taken by the parties pursuant to it shall be
deemed or construed to constitute a partnership or joint venture between the parties nor
constitute either of the parties the agent of the other for any purpose. Neither Braga Conceptz
Deutschland nor the Purchaser will have the authority to act for or incur any obligation on behalf
of the other except as expressly provided in this Agreement or any agreement entered into
pursuant to this Agreement.

20.9 - The Purchaser shall not, without the prior written consent of Braga Conceptz Deutschland
assign, transfer, charge or deal in any other manner with this Agreement or any rights under it
nor subcontract any of its obligations under this Agreement in whole or in part.

20.10 - The Purchaser may not subcontract any of its obligations or part thereof under this
Agreement without the prior written consent of Braga Conceptz Deutschland.

20.11 - Save for clauses 5, 8, 10 12 to 16 & 19, which shall remain in force, no term shall survive
expiry or termination of this Agreement.

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20.12 - This Agreement shall be governed by and construed in accordance with the laws of
England and Wales. Each of the parties submits to the non-exclusive jurisdiction of the courts of
England and Wales.

20.13 - A person who is not a party to this Agreement shall have no right under the Contracts
(Rights of Third Parties) Act 1999 to enforce any term of this Agreement but this shall not affect
any right or remedy of a third party which exists or is available apart from that Act.
Notwithstanding this clause 0, where an Individual Guarantor is stated in schedule 1, the
Individual Guarantor may enforce any term under this Agreement against the Purchaser as if it
was Braga Conceptz Deutschland

20.14 - If at any time any provision of this Agreement is or becomes illegal, invalid or
unenforceable in any respect under the law of any jurisdiction, that shall not affect or impair the
legality, validity or enforceability in that jurisdiction of any other provision of the Agreement nor
the legality, validity or enforceability in any other jurisdiction of that or any other provision of
this Agreement.
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AUTHORITY OF SIGNATORY:

IN WITNESS WHEREOF this Agreement has been executed as a deed and delivered by the
parties the day and year first above written.

EXECUTED AND DELIVERED AS A DEED

by Royal Event Planning, acting by Hani Hasaniya, a (Managing Partner):

_________________________________________ Managing Partner (as the purchaser)

_________________________________________ _________________________________________
_________________________________________ _________________________________________

EXECUTED AND DELIVERED AS A DEED

by Braga Conceptz Deutschland UG, acting by Simon Husin (director);

_________________________________________________________ Director (as the acting agent)