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Samadhi Om Festival Primary Investment

This Agreement is made as of this the ____ day of _______________, 2015, by and
between Company, of ________________________ (hereinafter referred to as "Investor")
and Festival Producer/Promoter Duane Allan Smith, President and Director for Interplanetary
Entertainment, a State of Colorado limited liability corporation (hereinafter referred to as the
"PROMOTER") regarding the investment of $10,000.00 U.S. dollars) in consideration of
acquiring the right to share in the Co-production and Promotion of the Samadhi Om Festival
which is now established and managed by PROMOTER. The Promoter agrees to payback
the initial investment with a $1000.00 Profit, after the events production has passed.
Providing the Investor with a 10% return on a 60 day term investment
1. Event and Production Arrangements: Event shall be established and managed based on
the written and enacted Executive Plan by PROMOTER, and shall be Co-produced by
PROMOTER, a copy of which is attached. PROMOTER hereby warrants and represents that:
(i) no deferments (other than those set forth in the Executive Summary) have in the past or
will in the future be granted to any person or party which in any way affect the interests of the
Investor described below; (ii) no so-called gross participation in profits have in the past or will
in the future be granted to any person or party which in any way affect the interests of the
Investor described below; and (iii) PROMOTER shall have the right to modify and amend the
attached Plan to maximize profits and/or create an improved Plan and Event, without first
obtaining Investor's prior written consent to do so.
2. Repayment of Investment; Percentage Share of Profits: In consideration of the Investor
making that financial contribution called for herein, PROMOTER shall pay or cause to be paid
to the Investor the following:
(a) Recoupment and Priority Payments: after all direct festival debts have been satisfied as
specified in the attached Cost and Revenue Sheet including ticketing fees, state sales tax and
up to a 10% of total costs production buffer, investor shall then have their investment returned
first before any profits are distributed. The profits will be only equal to the 10% return as listed
above, and no more. The Remainder of the profits will be then split with a large majority going
to aid the Beneficiary of the event Jim Bishop(70%)
(b) This return of investment shall be equal to 100% of their investment amount or if for some
reason the cash has not been made back do to poorer ticket sales or lack of solid promotion
both the Investor and promoter agree to get as close to this amount as revenues allow. And
that both parties agree to work at getting the event properly and diligently promoted

(c) Net Profit Participation Schedule: All net profits of Event shall be distributed within 10 days
of final settlement and/or final ticket sales being tendered on June 28 th 2015.

(d) Contingency Third Party Investment Share: In the event, the balance of investment
capacity ($25,000.00) is not realized by a third party then any proportional net shares not
assigned by a third party, shall revert back to the original investor. (Example: If a third
party invests $10,000.00, by June 1st 2015, this amount shall represent
equal repayment as stated above.
(e) Third Party Net Profit Participation: Therefore, PROMOTER shall be free to grant
additional net profit participation interests to such third parties as it might elect without first
obtaining the Investor's consent thereto, provided, that no such grant of net profit participation
may in any way adversely affect the Investor's net profit participation described in the subparagraphs above.
(f) Investor shall have first right of refusal on the option of investing in all other PROMOTER
events. There is also a possibility that future events could rise in cost and may therefore
require greater investment, but would possibly offer larger profits.
3. Investor's Monetary Contribution: The Investor shall deliver a check/ electronic money/ or
even cash transferred in the amount of $10,000.00 payable to Duane Allan Smith for
deposit in Chase Bank account only.
4. This investment cannot be canceled or amended once tendered, as production
commitments will be made immediately facilitating the investment by PROMOTER.
5. PROMOTER agrees to secure necessary insurance coverages of a minimum of $1 million
general liability to protect the investment and to ensure a professionally executed event.
6. The investors risk is limited to the amount of its investment, and that the Investor shall be
at risk on such amounts if Event, for any reason, fails to generate net profits.

7. Investor Approval Rights: The Investor shall not have any artistic or managerial right to
approve anything except in their decision to invest in Event based on assertions made by
PROMOTER, and statements made in its Executive Summary and estimated Cost and
revenue Sheet.
8. Representations and Warranties: PROMOTER hereby represents and warrants to the
Investor that:
(a) Powers and Authority: It is duly incorporated, validly existing and in good standing. It has
the corporate power and all necessary rights and title to enter into and perform this
Agreement and the transactions contemplated hereby or referred to herein, and has taken all
necessary action to authorize the entry into and performance of this Agreement and such
(b) Legal Validity: This Agreement constitutes a legal, valid and binding obligation of
PROMOTER and is in proper form for enforcement against it.
(c) Non-Conflict With Laws: The entry into and performance of this Agreement and the
transactions contemplated hereby do not and will not conflict with: (i) any existing law or
regulation or any official or judicial order, or (ii) its articles of incorporation, or (iii) any
agreement or document to which it is a party or which is binding upon it or any of its assets.
Without limiting the generality of the foregoing, PROMOTER represents and warrants that
there are not now any liens, claims, encumbrances, legal proceedings, restrictions,
agreements or understandings which might conflict or interfere with, limit, derogate from, or
be inconsistent with or otherwise affect any of the provisions of this Agreement or any of the
representations or warranties of PROMOTER contained herein, including without limitation,
any U.C.C. filings, copyright assignments or other liens, inconsistent herewith or offsets or
other costs charged against Event by any distributor pursuant to collateralize agreements or
(d) Consents: All authorizations, approvals, consents, licenses, exemptions, filings,
registrations, notarization and other matters, official or otherwise, required by PROMOTER or
advisable in connection with the entry into, performance, validity and enforceability of this
Agreement and the transactions contemplated hereby PROMOTER have been obtained or
effected and are in full force and effect (other than the registration of security interests to be
created pursuant hereto).
(e) Litigation: No litigation, arbitration or administrative proceedings are threatened or, to its
knowledge, pending which call into question the validity or performance of its obligations

(f) Copy Documents: Each copy document delivered to the Investor by or on behalf of
PROMOTER under or in connection with this Agreement and/or any prior negotiation between
PROMOTER and the Investor constitutes a true and complete copy of the document of which
it purports to be a copy and all facts, circumstances and other documents which might
materially affect their interpretation have been disclosed in writing to the Investor.
(g) Material Information: All information which might be material to a person assuming the
obligations and acquiring the rights assumed and acquired by the Investor pursuant to this
Agreement has been disclosed in writing to the Investor and there are no facts or
circumstances which might make such information misleading or inaccurate.
(h) Survival: PROMOTER warranties, representations and agreements are of the essence of
this Agreement and shall survive the early termination hereof. None of PROMOTER
warranties, representations or agreements shall in any way be limited by reason of any
investigation made by the Investor or on behalf of the Investor regarding said warranties,
representations or agreements.
9. Indemnification by PROMOTER: PROMOTER shall, at its own expense, indemnify, save
and hold harmless the Investor and its successors, licensees, assigns, agents,
representatives and affiliates from and against any and all claims, demands, causes of action,
obligations, liability, loss, damage, cost and expenses (including reasonable attorneys' fees),
incurred or sustained by reason of or arising out of any breach or alleged breach of any of the
warranties, representations or agreements herein made by PROMOTER, or from any reliance
upon any such warranties, representations or agreements. If any person or entity shall make
any claim or institute any suit or proceeding alleging any facts, which, if true, would constitute
a breach by PROMOTER, of any warranty, representation or agreement herein made,
PROMOTER shall give prompt written notice of same to the Investor and PROMOTER shall
undertake at its own cost and expense the defense thereof and shall supply competent and
experienced counsel to defend any such suit or proceeding. The Investor may also engage
his own counsel in connection with any such suit or proceeding.
8. Accounting and Reports by Investor and PROMOTER together: (a) Though PROMOTER
shall have sole discretion as to the amount and timing of expenditures, (based on the agreed
project budget), Investor shall maintain accurate financial records with respect to the
distribution and exploitation of this particular event. PROMOTER shall render to the Investor,
on a weekly basis, copies of receipts, invoices, purchase orders and contracts requiring
payment, and a written review of expenditures for that calendar week.
(b) Promoter shall prepare on Mondays, a Weekly Expense and Revenue Report from the
previous week, stating the total amount of expenditures and revenues for that week, and
cumulatively. This on page Report shall provide a breakout of revenues from ticket sales, VIP
packages, food, beverage, merchandise vendor deposits, festival merchandise, sponsor
contributions, investor contributions and notes.

(c) At the conclusion of the event, after all revenues have been deposited and all bills paid,
Investor with PROMOTER, shall then prepare a final settlement statement no later than July
8th 2015 determining the recoupment of investors capital
(d) Any weekly financial statements or final settlement statement rendered by PROMOTER
hereunder shall be deemed conclusively true and correct and binding upon the Investor, shall
constitute an account stated and be incontestable unless the Investor delivers to PROMOTER
in writing specific objections, setting forth specific transactions or items objected to and the
basis of such objections, within (30) thirty days from the date of such financial statement. Any
recovery by the Investor shall be limited to those items specifically objected to in writing by
the Investor within said one (1) month period.
(e) The Investor shall have the right to examine any financial records and bank statements
pertaining to this event. Investor's examination shall be limited to those records relating to this
event. The Investor shall not have the right to examine records relating to other Events for
purposes of comparison or otherwise, unless PROMOTER deems it necessary.
(f) Upon the Investor's or Promoter's request, either party may avail itself of any audit it
deems necessary. The expenses of such an audit, if not reimbursable by such distributor shall
be a deductible expense.
9. Investor may not make any expenditures without the expressed written or email permission
10. In the event of Investors Presidents expiration during the period this agreement is in
effect, or disablement or inability to perform these fiduciary duties, PROMOTER has the right
to take control over the funds for conducting business.
11. In the event of PROMOTER CEOs expiration, disablement or inability to perform duties
during the period this agreement is in effect, Investor shall continue to manage financial
affairs as described herein, and Michelle Blankenship shall presume the role as Festival
Producer and Promoter, all parties working together in pursuit of a successful event. Any
PROMOTER ownership and shares shall be assigned to CEOs next akin.
12. Relationship of Parties: The Investor and PROMOTER each acknowledge that they are
independent contractors and that no partnership, joint venture, agency or has or will be
created by this Agreement. Any already existing working relationship shall remain intact.
13. Exclusive Financial Control Opportunity: The financial controls allowed the investor,
mentioned herein are exclusive to this particular event and do not necessarily carry over to
any other event.
14. Business Opportunities: Each of the parties acknowledges that this Agreement relates
only to this particular Event and that none of the parties will in any way be restricted from any

other business activity (including any other Event activity), whether or not competitive to
Event, it being agreed that so-called "corporate and/or joint venture opportunities" or fiduciary
opportunities in relation to any such other activities are hereby waived by each of the parties.
Future events require new agreements.
15. Additional Documents: Each of the parties agree to execute any additional documents
which may be required or be desirable to fully effectuate the purposes and intent of this
Agreement or to carry out the obligations of the parties hereunder, provided that they are not
inconsistent with the provisions of this Agreement.
16. Notices: All notices hereunder shall be in writing and shall be served by personal delivery
to the Investor or PROMOTER, as the case may be, or by registered or certified mail, return
receipt requested, or by mail or email, addressed as follows:
17. Assignment: No party hereto shall have the right to assign all or any part of its right or
obligations hereunder without the prior consent of the other party, except that nothing
contained in this sentence shall prevent any party from assigning its right to receive monies
18. Miscellaneous: (a) This Agreement may not be modified except by written agreement
signed by each of the parties hereto.
(b) This Agreement shall in no event be construed as a third party beneficiary contract and is
not intended for the benefit of any person or company whomsoever except the parties hereto.
(c) No waiver by one party of a breach or default by the other party shall be deemed to be a
waiver of any preceding, continuing or succeeding breach of the same or any other provision
of this Agreement.
(d) Each party acknowledges that no representation or warranty not expressly set forth in this
Agreement has been made or relied upon by the other party, it being agreed that this
Agreement constitutes the entire Agreement of the parties regarding the subject matter hereof
and supersedes all prior Agreements with respect thereto.
(e) Should there be any dispute between the parties concerning the interpretation of this
Agreement or concerning an alleged breach of this Agreement, which the parties are unable
to resolve after consultation with each other, such dispute shall be decided in the State of
Colorado. The parties agree that any award rendered by the Courts may be entered in the
appropriate state or federal court located within the State of Colorado

19. Attorneys' Fees: In any action or proceeding between or among the parties hereto to
interpret or enforce any of the provisions hereof, the prevailing party shall, in addition to any
other award of damages or other remedy, be entitled to reasonable attorneys' fees and costs.
Any party may change its address at any time by written notice to the other parties. Notices
served by mail shall be deemed to be served three (3) business days next following deposit in
the U.S. mail.
WHEREFORE, the parties have executed this Agreement on the date first above written, and
signify below, their approval of the terms herein:
Principal, President
Company, LLC


Print Name


By: _________________________________________________


________Duane Allan Smith_________________________

Print Name

Address: 2831 S. Rifle Street

Aurora, CO 80013