Sales Agreement

The following represents an agreement between Westin Lake Las Vegas and Pacific Union Conference and outlines specific
conditions and services to be provided.

Account Contact Resort Contact

Name Ericka Cornejo Name Re’Vay Black
Title Title Senior Sales Manager
Address 4211 S Central Ave #407 Address 101 Montelago Boulevard
City/State/Zip Code Los Angeles, CA 90011 City/State/Zip Code Henderson, NV 89011
Country USA Country USA
Phone 323-637-6815 Phone 702-567-2185
Email R2d2ericka2@gmail.com Email rblack@westinlakelasvegas.com

Name of Event PUC Women’s Congress Conference

Reference # M-RD939Jh
Program Dates 8/22/25 – 8/24/25

Guest Room Commitment

The Resort agrees that it will provide, and Group/Event agrees that it will be responsible for utilizing, 347room nights in the
pattern set forth below (the “Room Night Commitment”):
Day FRI SAT SUN TOTAL
Date 8/22/25 8/23/25 8/24/25
Type Rate
Traditional Double $119.00 253 253 C/O 506
Traditional King $119.00 94 94 C/O 188
Total 347 347 C/O 694
Rates are based on single/double occupancy.
Third and fourth additional guests are $25.00 per person, per night.
Rates are exclusive of occupancy tax, currently 13.2%. Subject to change.

Smoke-Free
The Resort is a smoke-free facility, including guest rooms, suites pool decks and other outdoor shared spaces. Smoking is
permitted in designated areas only. The Resort will charge a $500.00 cleaning fee to guests who smoke inside guest rooms
and/or suites.

Resort Fee
Accommodation rates will be subject to a non-commissionable daily discounted resort fee of $20.00 per room/suite, per night.
This fee will cover several amenities, which include: self-parking (valet is extra); scheduled shuttle to/from two (2) golf courses;
accommodation and public space WIFI (does not included convention area); g Aveda Spa admission (services not included; two
(2) pool decks (cabanas not included); lakeside beach; outdoor recreation (basketball court, putting green and yard games)
local/toll-free calls; coffee/tea maker; and two (2) bottles of water daily.

The Group/Event will clearly and conspicuously disclose the resort fee to its attendees in writing. The Group/Event is solely and
fully responsible for informing its attendees of these charges, and that they are separate and distinct from and it addition to the
room/suite rate and from taxes. The Group/Event will not combine these charges into any category such as taxes or room rate.
Should any attendee object to paying the resort fee because of inadequate notice of the fee, the amount of the fee to which
such attendee objects will be posted to the Group/Event’s master account.

Occupancy Tax
Rates and resort fee are exclusive of occupancy tax, currently 13.2%. Tax is subject to change.

If Group/Event claims tax exemption, it must provide documentation of its exempt status to the Resort at least two (2) weeks
prior to the first date of the Arrival/Event.
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Early Departure Fee
The Group/Event acknowledges that the Resort may charge attendees – as liquidated damages and not a penalty – a fee equal
to the balance of the stay for the harm caused to the Resort by unscheduled early departure (an “Early Departure Fee”). An
early departure fee may only be charged if an attendee checks out of the Resort prior to the attendee’s scheduled departure
date, without having notified the Resort by 12:00 am midnight the day after check-in of the change in scheduled departure. To
the extent that Early Departure Fees are collected from the Group/Event’s attendees on a date as which to the Group/Event
incurs any rooms attrition fee pursuant to this agreement, the amount of Early Departure Fees actually collected – up to the
amount of the attrition payment attributable to that date – will be deducted from any room/suite attrition payment that would
otherwise be payable. If room reservations are to be made through a rooming list of any kind (or are otherwise not in the
Resort’s control), the Group/Event agrees to communicate the above early departure policy to each attendee prior to, or at the
time of, the making of an attendee’s room reservation.

Commission
The Group/Event rooms rates listed above are net non-commissionable. The Group/Event will advise its designated agency of
these rates and address any resulting agency compensation issues directly with the management of the appropriate agency.

Method of Reservations
Reservations for the Event will be made by a rooming list in a format provided by the Resort. The Group/Event will forward its
rooming list by the Cut-off Date.

Guaranteed Reservations
All reservations must be accompanied by a first night room and tax deposit or guaranteed by the Group/Event. Resort will not
hold reservations unless secured by one of these methods.

Place an “X” to indicate your selection:

__x__ The Group/Event has agreed to guarantee all reservations. This means that the Group/Event will pay for rooms held and
not utilized by attendees.

____ If rooms are not guaranteed to the Group/Event’s master account, a deposit equal to one night’s stay is required to hold
each individual’s reservation. Should a guest cancel a reservation, the deposit will be refunded if notice is received at least
three (3) working days prior to arrival and a cancellation number is obtained. Any individual cancellation money received by
Resort will be credited toward any potential attrition damage owed by the Group.

Special Concessions
Resort will provide the following special concessions to Group/Event, if Group/Event achieves at least ninety percent (90%) of
the Accommodation Block. If seven (7) days prior to the Event it appears that Group/Event will not achieve the required
minimum room night actualization, Group/Event will be advised and mutually determine which concessions will be forfeited
equal to the revenue that has not materialized, or if applicable, receiving the item and paying Resort’s retail value, which
Group/Event will pay for prior to arrival.

Concession Details Value

Complimentary Ratio One (1) complimentary standard room per fifty (50) actualized. $714.00
Complimentary units must be designated to apply to a guest room or the
equivalent revenue posted to the master account at least fourteen (14) days
prior to arrival.

Resort Fee The Resort Fee of $29.00 per room, per day is being provided on at a $6246.00
special reduced rate of $20.00 for those guests who have booked inside the
group block. The amenities included with the resort fee - self-parking (valet
is extra); scheduled shuttle to/from two (2) golf courses; accommodation
and public space WIFI (does not included convention area); g Aveda Spa
admission (services not included; two (2) pool decks (cabanas not included);
lakeside beach; outdoor recreation (basketball court, putting green and yard
games) local/toll-free calls; coffee/tea maker; and two (2) bottles of water
daily – will be provided to registered guests within the block.

Cut-Off Date

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Reservations must be received on or before 12:00 PST, 7/22/25 (the “Cut-Off Date”). At the Cut-Off Date, Resort will review the
reservation pickup for the Event, release the unreserved rooms for general sale, and determine whether or not it can accept
reservations based on space- and rate- available basis at the Group/Event group rate after this date.

Guest Payments
Individual guests/attendees will be responsible for paying for (check applicable):

Guest Pays
Room & Tax
x Incidentals/Ancillaries
Resort Fees
x Other

All other charges will be applied to the Master Account and paid by Group/Event.

Gratuities for Services

Bell Staff – Individual Guests -$2.00 per luggage, in/out and/or storage
Bell Staff - Scheduled Group -$8.00 per person, round trip
Shuttle Driver -$1.00-2.00 per person, each way
Housekeeping -$5.00 per day

The gratuities outlined above can be paid by the individual guest or can be posted to the master account.

Master Account – Estimated Charges

All charges incurred by Group/Event will be billed to the Master Account. All anticipated Master Account charges must be paid
no later than thirty (30) days prior to the first day of the Event. Any overpayment will be refunded by Resort within fourteen (14)
days after the Parties reach agreement on the final Master Account charges.

Following is the payment schedule based on known charges as of this agreement. The Convention Services Manager will
update the schedule through the planning process based on confirmed details

Deposit Schedule
Date Amount
With contract $ 40,000.00
4/24/2024 $ 40,000.00
8/22/2024 $ 40,000.00
11/25/2024 $ 30,000.00
2/23/2025 $ 30,000.00
5/26/2025 $22,505.00

If any deposit is not paid by seven (7) days after the due date, Resort will have the right, in its sole discretion, to consider the
Contract cancelled by Group/Event and will be entitled to Cancellation Damages as provided in this agreement. Failure of
Group/Event to pay any deposit when due will not otherwise impact the enforceability of this agreement.

Resort and Group/Event agree to review all charges incurred during the event on a daily basis to reduce billing errors. However,
if such review does not occur, it cannot be used as the sole basis for disputing any charges.

Master Account charges may be paid by wire transfer or credit card, (Company or personal checks are not accepted). Resort is
not obligated to accept a Master Account payment from any person or entity other than Group. In addition, in exchange for
Resort’s agreement to accept payment by credit card for any deposit or Master Account bill, Group/Event agrees that if there is
any dispute regarding the amount charged that Group will resolve the dispute pursuant to the Dispute Resolution provision of
this agreement rather than submitting a “charge back” or using a similar credit card dispute process.

Additional Spend
Resort provides a variety of additional services at additional cost that Group/Event agrees to pay for if such additional services
are requested by Group/Event and confirmed in a Banquet Event Order or other amendment. Group also agrees that it will pay
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for additional services (including food and beverage) provided to Group/Event at the request of Group/Event’s authorized
representative during the event, even if there was not an opportunity to prepare an amendment or Banquet Event Order to
document the request prior to the provision of the service. Such additional services will be billed to the Master Account and
subject to the terms of the Master Account provisions.

Function Space
Based on the requirements outlined by the Group/Event, the Resort has reserved the function space set forth on the below
Function Information Agenda/Event Agenda.

Date Day Start Time End Time Post As/Signage Function Space Set-Up Style Expected
8/22/2025 Fri 5:00:00 PM 7:00:00 PM Dinner Casablanca Ballroom Rounds of 10 800
8/22/2025 Fri 7:30:00 PM 9:00:00 PM Meeting Casablanca Ballroom Crescent Rounds 1,000
8/23/2025 Sat 7:00:00 AM 9:00:00 AM Breakfast Casablanca Ballroom Rounds of 10 1,200
8/23/2025 Sat 9:30:00 AM 12:00:00 PM Meeting Casablanca Ballroom Crescent Rounds 1,200
8/23/2025 Sat 12:30:00 PM 2:30:00 PM Lunch Casablanca Ballroom Rounds of 10 1,200
8/23/2025 Sat 3:30:00 PM 5:30:00 PM Worship 1 Casablanca FGH Crescent Rounds 300
8/23/2025 Sat 3:30:00 PM 5:30:00 PM Worship 2 Casablanca ABC Crescent Rounds 300
8/23/2025 Sat 3:30:00 PM 5:30:00 PM Worship 3 Casablanca E, South Crescent Rounds 300
8/23/2025 Sat 3:30:00 PM 5:30:00 PM Worship 4 Casablanca North, D Crescent Rounds 300
8/24/2025 Sun 7:00:00 AM 9:00:00 AM Breakfast Casablanca Ballroom Rounds of 10 1,200
8/24/2025 Sun 9:30:00 AM 10:30:00 AM Meeting Casablanca Ballroom Rounds of 10 1,200

All food/beverage, rental, a/v and related services are subject to service charge, currently 23%, and sales tax, currently 8.375%.
The Resort reserves the right to adjust function space in direct proportion to any changes in the number of attendees based on availability.

Minimum Banquet Food & Beverage Revenue (Indoor Events)

The Group/Event agrees to a minimum banquet food & beverage revenue of $70,000, exclusive of service charge (taxable) and
sales tax (the “Minimum Food & Beverage Revenue”). Revenues from outlets do not apply to the food & beverage minimum.

If actual banquet food & beverage revenues is less than the Minimum Food & Beverage Revenue, one hundred percent (100%)
of the difference will be posted to the master account.

Banquet policies/Outside Caterers/Banquet Event Orders

Due to Resort licensing and safety requirements, all food and beverage (including alcohol) served on Resort premises must be
provided by Resort. If Group requests to use an outside caterer for special requirements that cannot be serviced by Resort
(Kosher, Halal, etc.) Resort must approve the caterer, which will not unreasonably be withheld. Caterer must provide food for the
total number of persons anticipated to attend the event. Caterer will be required to meet Resort’s insurance requirements and
sign a Hold Harmless agreement in favor of Resort. Resort reserves the right to discontinue service by any outside caterer that
in Resort’s sole determination violates any food safety requirements without any liability to Resort and Group will be required to
pay all charges for the Event.

Resort will submit proposed menus to Group approximately 21-14 days before the Event for approval, understanding we need to
distribute to the operations team no later than fourteen (14) days prior to arrival. Upon Group providing menu selections, Resort
will prepare Banquet Event Orders (“BEOs”) confirming the menus, event details and pricing for each food and beverage event.
Group is requested to advise Resort of any changes or sign and return BEOs with forty-eight hours. If BEOs are not signed and
returned, they will be deemed accepted by Group.

If Resort is unable to submit BEOs for approval on schedule because Group has not provided menu selections or other required
information, the Resort may select menus for the Group/Event based on other menus, and additional charges may apply.

Group must provide its final guest count for each event (including special meal requests like vegetarian or gluten free) no later
than three (3) working days prior to arrival the “Final Guarantee”. Resort will be prepared to serve no more than five percent
(5%) above the Final Guarantee. If Group requests to add guests or submit special meal requests after the Final Guarantee or
while on site, Group agrees that Resort may provide substitute menu items based on availability and special meals may not be
available.
Group will be charged based on the Final Guarantee or actual number of persons served, whichever is higher. Resort will review
the banquet check with Group representative at the conclusion of each event, but failure of Group to sign a banquet check will
not be a basis for disputing the attendee count.

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Conduct of Event/Right to Cancel Future Events
Group agrees to conduct its event in compliance with all Resort rules and policies and will not unreasonably disrupt the use and
enjoyment of Resort by other groups/guests. Group agrees to comply with Resort’s requests to stop any activity that is disruptive
to others. Group must receive advance approval before using anything in function space that may require additional cleaning,
be disruptive, or cause fire alarms or hazards, such as confetti, smoke machines, candles, cooking demonstrations, etc. Group
will pay for any expenses incurred by Resort as a result of such activities and will indemnify Resort for any loss or damage
caused by installation or removal of any décor, staging or other items used in function space. Resort reserves the right to
terminate the Event in whole or part if Group refuses to cease disruptive actions, or if Resort in its reasonable discretion
determines that there are unreasonable risks to the health or safety of guests or the property. Group will remain responsible for
paying for the Event and Resort will have no liability for such termination.

Resort will have the right to cancel this Contract or any contracts Group may have for future events at Resort if Resort
determines that Group’s intended use of the premises was not properly disclosed to Resort and that the intended use will be in
conflict with other Events, cause unreasonable disruption to Resort guests, or present unreasonable risks to the health or safety
of Resort guest or property.

In-House Equipment
Resort will provide, at no charge, a reasonable amount of meeting equipment (for example, chairs, tables, etc.). These
complimentary arrangements do not include special setups or extraordinary formats that would deplete Resort’s present in-
house equipment to the point of requiring rental of an additional supply to accommodate Group/Event’s needs. If such special
setups or extraordinary formats are requested, Resort will present Group/Event two (2) alternatives: (1) charging Group/Event
the rental cost for additional equipment, or (2) changing the extraordinary setup to a standard format, avoiding the additional
cost.

Shipping & Receiving

Materials that are sent to the Resort may not arrive earlier than three (3) days prior to the Group/Event’s event start date. The
Resort does not have storage for crates, pallets and/or oversized shipments. Drayage company arrangements will need to be
made for these shipments.

Handling and storage fees will be applied for each item received and shipped on a per pound basis. Pricing will be provided
through the assigned convention services manager during the pre-planning phase.
All items that are shipped to the Resort need to be labeled as follows:

Group Name / Contact

Date of Arrival
Name of Resort Contact

Outgoing shipments will require pre-printed return labels or to be paid on-site prior to departure.

Technical Services
Premier Audio Visual is the Resort’s preferred provider for audio/visual needs. Because the use of another provider will
necessarily involve the use of some of Resort’s and Premier Audio Visual’s equipment and expertise, a fee of $750.00 per
function room/event venue, per day, plus service charge and sales tax will be charged if the Group/Event selects an outside
vendor.

Use of Outside Vendors

If the Group/Event wishes to hire outside vendors to provide any goods or services at Resort during the Event, the Group/Event
must notify the Resort of specific goods or services to be provided and provide sufficient advance notice to the Resort so that
the Resort can (i) determine, in Resort’s sole discretion, whether such vendor must provide Resort, in form and amount of
reasonably satisfactory to Resort, an indemnification agreement and proof of adequate insurance, and (ii) approve, using
reasonable judgment, the selection of the outside vendor and the goods or services to be provided by such outside vendor to
the Group/Event, taking into consideration: (a) whether Resort offers such goods and services; (b) the risk level posed by certain
activities; and (c) the safety and well-being of guests at the Resort.

Performance Licenses
The Group/Event will be solely responsible for obtaining any necessary licenses or permission to perform, broadcast, transmit,
or display any copyrighted works (including, without limitation, music, audio, or video recordings, art, etc.) that the Group/Event
may use or request to be used at the Resort.

Security/Personal Property

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If Resort determines in its reasonable discretion that additional security will be required for your Event due to its size, nature, or
unusual risks, you agree to provide security from a licensed security company approved by Resort. Security officers may not be
armed unless approved by Resort. Group’s security must provide proof of insurance and sign Resort’s hold harmless agreement.
If Group fails to provide or reduces security required by Resort, Resort will have the right to immediately terminate the Event and
collect appropriate cancellation damages and incurred Master Account charges. Resort does not provide security for or insure
personal property brought onto the premises and group is encouraged to purchase its own insurance.

Outside Contractors
Group may use outside contractors to provide service for the Event, subject to Resort’s advance approval which will not be
unreasonably withheld. Outside contractors will be required to provide proof of insurance and sign a Hold Harmless agreement
in favor of Resort before providing service on Resort premises. If the Resort is required pursuant to Collective Bargaining or
other agreements within house service providers to have staff present despite the Outside Contractor, Group will pay for such
charges.

Use of Resort name/promotional materials

Group may not use Resort’s name, image or any of its intellectual property without advance approval by Resort. All promotional
materials referencing Resort must be approved in advance.

Marriott Bonvoy Events

Marriott Bonvoy Events provides Points or Miles to eligible Marriott Bonvoy members who book and hold qualifying meetings
and events at participating properties.

Approximately ten (10) business days after the conclusion of the Event (provided that the Event is not cancelled and the
Group/Event has otherwise complied with the material terms and conditions of this agreement), the Resort will award Points
and Miles to the member and relevant account identified below. By inserting the airline frequent flyer account information, the
recipient elects to receive Miles instead of Points.

Marriott Bonvoy Events is not available in certain circumstances, including (1) for any government employee or official booking a
government event (U.S. government event or non-U.S. government event); (2) for any employee of a state-owned or state-
controlled entity (“SOE”) booking an event on behalf of the SOE; or (3) for any other planner or intermediary when booking an
even on behalf of a non-U.S. governmental entity or SOE.

GROUP MUST CHECK ONE OPTION BELOW:

 The contact (as identified on page 1 of this agreement or the authorized signer of this agreement) is eligible to receive Points
or Miles.

Member Name _____________________________________________________

Marriott Bonvoy Membership Number _____________________________________________________

If Miles are desired instead of Points, please also provide:

Participating airline name _____________________________________________________

Participating airline frequent flyer account number ________________________________

OR

 The contact (as identified on page 1 of this agreement or the authorized signer of this agreement) declines or is not eligible to
receive Points or Miles and hereby waives the right to receive Points or Miles in connection with the Event.

The individual identified above to received either Points or Miles may not be changed with such individual’s prior written
consent. The number of Points or Miles to be awarded shall be determined pursuant to the Marriott Bonvoy Terms and
Conditions (the “Terms and Conditions”), as in effect at the time of the reward. All Marriott Bonvoy Terms and Conditions apply.
The Terms and Conditions are available online at https://www.marriott.com/loyalty/terms/default.mi and may be changed at
the sole discretion of Marriott International, Inc. at any time and without notice. Capitalized terms used in this section have the
meanings given to them in the Terms and Conditions.

Summary of minimum revenue.

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Based on the commitments agreed upon in this Contract, the “Minimum Revenue” that Resort expects to receive from Group’s
Event is as follows:
Summary of Minimum Revenue
Guest Room Block $96,466.00
Meeting Room Rental $0.00
Food and Beverage $70,000.00
Other (Exhibits, etc.) $0.00
Total Minimum Revenue: $166,466.00

The Minimum Revenue does not include charges for services provided by Resort at extra charge that Group will incur that have
not been determined at this time, such as audio/visual, package handling, electrical, exhibit fees, etc., nor does it include
expected ancillary spending by individuals attending the Event.

Damage Policies
Resort and Group agree that the Event which is the subject of this Contract will generate the Minimum Revenue stated in the
Summary of Minimum Revenue, as well as other revenues that the Resort would receive from Group and its attendees during
the Event. Resort agreed to the terms and conditions of this Contract based on the expected revenues. The Parties agree that if
the Contract is cancelled or not fully performed that Resort will suffer damages that would be difficult to determine, but would
include: loss of revenue; loss of time, effort and expense in negotiating the contract and preparing for the event; having to
devote time and effort to reselling inventory that has already been sold; loss of other opportunities; and other losses. Therefore,
the Parties specifically agree that they have negotiated the Performance/Attrition and Cancellation clauses as reasonable
Liquidated Damage Provisions that are intended to address these uncertain damages and substitute for actual damages. The
Parties expressly agree that the damages provided are not an unreasonable or unenforceable penalty, and the damages will not
be challenged on that basis.

All damages owed will be subject to applicable taxes.

Performance/Attrition
The Room Block and Food and Beverage Performance requirements are separate and distinct requirements. If Group exceeds
its minimum in either category, the excess will not be applied to reduce damages owed for failing to meet the other minimum.

Room Block Performance.

The rooms reserved in the Guest Room Block will generate $96,466.00 in revenue for Resort, exclusive of taxes or fees. While
Resort could require Group to guarantee the entire revenue amount, Resort agrees as a concession to Group, that Group will
not owe damages if it achieves ninety percent (90% of the revenue shown above. If Group’s actualized guest room revenue is
less than the revenue above minus allowable attrition amount, it will pay liquidated damages equal to the difference between
the net block revenue and actualized revenue, exclusive of taxes and fees.

Food and Beverage Performance – Inside and/or Outside Venues

Group agrees to provide a minimum of $70,000.00 in banquet food and beverage revenue, exclusive of tax, gratuity, or service
charge. If Group’s proposed menus will not meet this minimum, Resort will advise Group and give it the option to enhance
menus or add events to meet the minimum. If Group does not meet the minimum, it will pay liquidated damages equal to the
difference between minimum and the actual amount of banquet food and beverage revenue generated, exclusive of tax, and
service charge. Note that revenues actualized in outlets will not apply to meeting the food and beverage performance.

Payment of estimated Performance/Attrition damages will be due seven days prior to the Event. Once final damages due are
determined at the conclusion of the event, overpayment will be credited or the balance due will be reflected on the Master
Account bill.

All food and beverages served at functions associated with the Group/Event must be provided, prepared, and served by the
Resort, and must be consumed on Resort premises.

Relocation clause/Unavailability of Guest Rooms

Occasionally, due to unanticipated circumstances, Resort will be unable to provide a room to a guest with a confirmed
reservation and such guest must be relocated to an alternate Resort (known as “Relocated”). Because this can happen for
many reasons, such as prior guests overstaying their reservation, rooms out of order due to damage or malfunctions, etc. it is
impossible to guarantee that there will be “no relocations.” In the event that Resort must relocate a Group guest, Resort will:
Provide the Relocated guest with a room of the same type at an equal or better Resort as close as possible to Resort at Resort’s
expense;
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 ⬧ Provide round trip transportation to the alternate Resort on a daily basis at Resort’s expense;
⬧ Provide a room for guest to return to Resort as soon as possible, with an upgrade if available;
⬧ Provide a welcome/apology letter from Resort upon the Relocated guest’s return.
⬧ Count all Relocated room nights toward Group’s achievement of its room block for purpose of calculating
complimentary rooms, performance or other obligations.

If a room becomes available at Resort and the Relocated Guest elects not to return, Resort will have no further obligation under
this clause.

In no event will the Group be entitled to book an alternative Resort for a Group’s Relocated guest, without the Resort’s written
agreement. If the Group books an alternative Resort for the Group’s Relocated guest without the Resort’s written agreement,
Resort will have no obligation to refund any difference in room rate.

Cancellation
In the event Group cancels the Event for any reason, including postponing the Event, moving it to another venue, for business or
economic reasons, or by failing to pay deposits when due, Group will pay to Resort a percentage of the Minimum Revenue for
the Event as liquidated damages as indicated in the chart below:

Dates Revenue
Signature date to 365 days prior to arrival 8/22/24 20% of estimated room revenue $19,293.20
364 days to 180 days prior to arrival 8/23/24 – 2/23/25 40% of estimated room revenue $38,586.40
179 days to 120 days prior to arrival 2/24/25 - 4/24/25 60% of estimated room revenue $57,879.60
119 days to 61 days prior to arrival 4/25/25 – 6/23/25 75% of estimated room revenue $72,349.50
60 days to arrival date 6/24/25 – 8/22/25 100% of estimated room revenue $96,466.00 +
+ 50% of food/beverage minimum $35,000.00

Payment of Cancellation damages is due with the notice of cancellation. If Group advises of its intention to cancel but does not
provide official notice and payment of damages, Resort will send Group a notice of its understanding of Group’s cancellation
which will be considered confirmed by Group unless Group disputes the notice within five days of the notice.

Resale/Mitigation
The Parties agree and understand that the liquidated damage provisions regarding Attrition/Performance and Cancellation take
into consideration Resort’s potential ability to resell Group’s reserved inventory that is unused or cancelled. Therefore, no
reduction or credit for resale will be applied.

Compliance with Laws.

Both parties are responsible to comply with all applicable laws, ordinances or other legal requirements related to their
performance of this Contract, including the Americans with Disabilities Act.

Insurance
Group will maintain insurance covering its potential liabilities under this Contract, including general liability insurance, with limits
not less than $1,000,000 per occurrence, which may be satisfied through a combination of General Liability and Umbrella
coverages, covering personal injury, property damage, and other liability arising from your Event. Group must provide Resort will
a Certificate of Insurance evidencing coverage and naming Resort as an additional insured for the Event no later than seven
days prior to the Event.

Resort will Resort agrees to maintain general liability insurance with limits not less than $2,000,000 per occurrence, covering
liability for personal injury, property damage, liquor liability, and automobile liability, as well as Workers Compensation insurance
per applicable laws and Employers Liability insurance. Resort is not able to name any customer as an additional insured due to
the volume of group business at Resort.

Indemnification
Group and Resort will indemnify, defend and hold harmless each other and its management company, and their affiliates from
and against any loss or damage to Resort property in any way caused by Group during its Event. Group will also indemnify,
defend and hold harmless Resort and its owner from and against any third-party claims for losses to property or personal injury
arising out of or related the negligence, gross negligence or intentional misconduct of Group, its employees, agents, contractors
or attendees. Group will not be required to indemnify Resort for claims caused by the sole negligence, gross negligence or
intentional misconduct of Resort.

Impossibility/Force Majeure

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Either party will be excused from its obligations under this Contract if circumstances beyond its reasonable control, including:
Acts of God; declared war in the United States, government regulation and/or Centers for Disease Control Level 3 Travel
Advisory regarding the city in which Resort is located; civil disorder within a five mile radius of Resort; or terrorist act in the city
where Resort is located; make it illegal, impossible or commercially impracticable for the Event to be held at Resort. The
impacted Group/Event may terminate this Contract without liability by giving written notice within ten days of the occurrence.

Compliance with Law

This agreement is subject to all applicable federal, state, and local laws, including health and safety codes, alcoholic beverage
control laws, disability laws, federal anti-terrorism laws and regulations, and the like. Resort and Group/Event agree to
cooperate with each other to ensure compliance with such laws.

Dispute resolution/Attorney fees

The parties agree that any dispute arising out of or related to this Contract will be resolved by binding arbitration by one
arbitrator under the rules and procedures of JAMS or the American Arbitration Association in the city where Resort is located or
the closest available location. The law of the state in which Resort is located will be the applicable law. The Arbitration Award will
be enforceable in any State or Federal court having jurisdiction. The prevailing in any arbitration or legal proceeding will be
entitled to an award of its reasonable attorney fees and costs.

Assignment/authority/integration/notices
This Contract, with attachments, represents the full and final understanding and agreement of the Parties and supersedes all
prior negotiations and discussions, written or oral. Any change or amendment to this Contract, other than giving final event
guarantees, must be confirmed in writing and signed by both parties.

To avoid potential conflicts with other customers scheduled over the same dates, this contract may not be assigned by Group
without written approval of Resort. Group must give Resort at least thirty days’ notice of intention to assign. In no event may
Group assign or sell guest rooms or facilities to a third-party wholesaler ore reseller. Group will remain obligated under this
Contract if Resort ownership changes, but will be allowed to terminate without liability if Resort is no longer operated under the
same brand.

Any notice required under this Contract, except final event guarantees, must be in writing addressed to the contacts listed on
the first page, unless otherwise agreed. Notices may be sent via email attachments, but emails or text messages alone will not
be valid as notice or amendments.

The persons signing below expressly agree that they have full authority to enter into this contract on behalf of the party for which
they sign and that no further approvals or signatures are required to make this a binding contract.

Handwritten changes/lining out

No handwritten changes or lining out on this Contract will be considered valid. If Contract is returned with any handwriting, it will
be considered a counteroffer and Resort will provide a clean copy for final signature.

Option dates
The arrangements in this contract are being held by Resort on a tentative basis until 3/21/24. If Resort does not receive a
signed copy of this Contract by Group by that date, Resort will have the option to release the arrangements. If Group needs extra
time to evaluate this offer, it must notify Resort and receive written confirmation of the extension. If the contract is signed by
both Parties after the expiration of any option deadline, it will still be considered a binding contract. The Contract will become
binding only upon signature by both parties where indicated below.

ACCEPTED AND AGREED:

For Group: For Resort:

Ericka Cornejo Date Re’Vay Black Date

Senior Sales Manager

Michele Marsee Date

Director of Sales & Marketing

Exhibit A
Credit Card Authorization Form – Sent separately
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