211 Old Santa Fe Trail ♦ Santa Fe, NM 87501

Fax for SALES: 505.984.7964 ♦ Fax for GUESTS: 505.984.7968

October 20, 2018

Sony Pictures Entertainment, Inc.

c/o Mr. Guy Louthan

via email:

DearGuy,

On behalf of the entire staff and management at the Inn and Spa at Loretto, we look forward hostingguest rooms for Sony Pictures Entertainment, Inc.’s“Jubilee!”Production.

Enclosed for your review and signature is the contractual agreement as we discussed.Please review this carefully and if everything meets with your approval, please email a signed copy to me at r fax a signed copy to 505-984-7964 and then send the initial deposit to my attention at the address above.

Upon receipt and countersigning of the executed contract and initial deposit, your meeting will be confirmed on a definite basis.If you have made any changes, they will be reviewed and, upon the approval of management, a copy of the countersigned agreement will be returned to you for your records.Please make special note of the following items:

  • Each individual page must be initialed by the authorized signor.
  • The initial deposit of $2500shall be due on the date upon signing.
  • The Hotel’s Accounting Department requires that a direct bill credit application and/or credit card authorization form and/or deposit be returned with this contract.If direct billing is requested, the application needs to indicate the amount of credit requested.

Guy, thank you again for choosing the Inn and Spa at Loretto.Our entire team of associates is prepared to offer you and your production executives and other guests an outstanding hospitality experience.We are confident that your stay with us will be a complete success, and we look forward to welcoming you all to the Inn very soon.

Best regards,

Ms. Guin White

Corporate and Leisure Travel Manager

Mr. Guy Louthan- initials: ______Date: ______Page 1

ISAL- initials: ______Date: ______

211 Old Santa Fe Trail ♦ Santa Fe, NM 87501

Fax for SALES: 505.984.7964 ♦ Fax for GUESTS: 505.984.7968

GROUP SALES CONTRACT

October 20, 2018

TO:Mr. Guy Louthan

SONY PICTURES PRODUCTION, “JUBILEE!”

Phone:323-401-7887

Email:

FROM:Ms. Guin White

Corporate and Leisure Travel Manager

INN AND SPA AT LORETTO

211 Old Santa Fe Trail

Santa Fe, NM 87501

Phone:505-984-7977

Fax: 505-984-7964

Email:

EVENT:Television Motion Picture Sony Film Production “Jubilee!”

EVENT DATES:Sunday, January 25, 2014 until Sunday, April 6, 2014

Pursuant to this contract, once accepted, Woodridge Productions, Inc. Sony Pictures Entertainment, Inc.,(the “Group”) will hold the following guest rooms at the Inn and Spa at Loretto (the “Hotel”).Once this contract is accepted, we will remove from our inventory and consider sold to you for your use room nights pursuant to the following arrival and departure pattern:

Saturday, January 25, 2014 until Sunday, March 30, 2014
(2) Deluxe king rooms(one designated “pet-friendly” with a connecting/adjoining king room for Guy Louthan.)
ROOM NIGHTS:64

Monday, January 27, 2014 until Sunday, March 23, 2014
(3) Deluxe king rooms (Judith Verno, Gabriel Range and Production Designer)
ROOM NIGHTS: 165

Sunday February 9, 2014 until Saturday, March 22, 2014
(8) Run-of-House rooms (Jubilee! crew/talent rooms)
ROOM NIGHTS:328

TOTAL ROOM NIGHTS:557

GUARANTEED CHECK-IN:4:00 pm

GUARANTEED CHECK-OUT:11:00 am

GUEST ROOM RATES: Rates for your meeting are confirmed at $85 per night for Traditional, Superior, Deluxe and Junior Suite rooms.Room rates are non-commissionable, net rates. Any stays of less than 30 consecutive nights aresubject to tax, which is currently 15.1875%. The Hotel’s will extend preferred rates to Group for one-bedroom suites and Penthouse suite based on availability and quoted upon request.

PARKING:Included is Valet Parking at the hotel which is valued at $20.00 vehicle per night.

DAILY SERVICE FEE:Alsoincluded in this guestroom rate is Service Fee which isvalued at $15.00 per room per nightwhich includes Wi-Fi internet access, local and toll-free telephone calls, gratuity for housekeeping attendant, morning newspaper, gourmet in-room coffee and tea, morning coffee bar at Luminaria Restaurant, 24-hour access to the fitness room, business center and year-round heated outdoor pool, apples throughout the day, bottles of water upon departure, and participation in daily hotel activities including artist-in-residence demonstrations, hotel tours, chef-guided menu and wine tastings and musical entertainment in the lobby living room each weekend.

DAILY CONTINENTAL BREAKFAST: Included is daily Continental breakfast for each guest which is valued at $12.50 per day. Any breakfast charges exceeding this value will be applied to the Individual Guest’s folio as an incidental charge.

CONCESSIONS:Concessions are to be conditioned on utilization of at least 450 total room nights. Any and all discounts mentioned here or offered verbally or in writing by any hotel representative is to be considered neither cumulative nor combinable with any other discounts or promotions and may not be exchanged for cash.

  • Preferred rate of $85 for Traditional, Superior, Deluxe and Junior Suite rooms
  • INCLUDED ARE:
  • Service fees and valet parking
  • Daily Continental breakfast
  • Complimentary high-speed wireless internet access, in-room and throughout hotel
  • 20% discount on dining at Luminaria Restaurant, Lobby Living Room and In-Room dining (discount does not apply to/include alcoholic beverages)
  • 20% discount on spa services at The Spa at Loretto
  • Complimentary wake-up call, morning coffee bar and daily newspaper
  • Complimentary 24 hour access to fitness room and business center
  • Early check-in and late check-out, based on availability
  • Customary lodging taxes of 15.2% will be waived for any stays of 30 or more consecutive nights
  • All guests will receive Hotel employee discounts on dry cleaning and laundry services which are provided through the Hotel’s laundry vendor
  • Concierge, Bellman and Valet Service
  • Dedicated account manager to assist with VIPs special requests, arrival/check-in procedures

ROOM RESERVATION PROCEDURES:From the moment this contract is accepted, we will be holding your contracted guest room block for the use of your attendees.The Hotel has no obligation to provide room nights beyond those contained in the room block.

Rooming List:To assign individuals to specific rooms, room reservations will be required.A rooming list is required to facilitate your attendees’ accommodations, and it must be provided to the hotelno less than five (5) days prior to guest arrival date.This list should include guest name, email address, requested room type, check-in and check-out dates, and VIP status.Any requests for special accommodations, requests and/or requirements should be made on this rooming list.The Hotel does not confirm reservations to individuals in writing.Fax list to: 505.984.7964 or email to: .

On your arrival date, all room nights which have not been reserved as described above will be deemed to be room nights which your group will not use, and they will become subject to the attrition provisions herein.Such room nights will at that date be returned to the Hotel's general inventory.Reservation requests from your attendees received after your arrival date will be accepted on a space available basis, at the higher of the contract rate or rate available at that time.Should such requests be accepted, such room nights will be credited to your block for purposes of any calculation of attrition.

Room reservations changes are acceptable up to the day of arrival provided those change are submitted in writing to the Group Rooms Manager, Hotel Sales Manager or Front Office Manager.

CHECK-IN I CHECK-OUT: Guest accommodations will be available at 4:00 pm on arrival day and reserved until 11:00 am on departure day.The Hotel would appreciate receiving flight arrival times for your group, if available.Any attendee wishing special consideration for late checkout should inquire at the front desk on the day of departure.

GUEST ROOM AND ANCILLARY CHARGES:It is our understanding that your guests will only sign for room and taxes, if applicable, to the Group Master account.

In order to be able to access the ancillary services of the Hotel, each guest will be required to present a valid credit card upon check-in, on which an amount of sufficient pre-authorization can be obtained to cover the anticipated use of the Hotel’s ancillary services, and we require each guest’s home/business address and e-mail address.

Should any guest not settle his or her account in full upon departure, the group will be responsible for those charges.

MEETING REQUIREMENTS: Though we customarily charge for usage of our function space, the Hotel will provide spacefor your daily production meetings for up to ten (10) guests at no charge and with no food and beverage minimum revenue requirement based on space availability at the time of your request. Additionally, meeting and event space may be provided at no charge for events larger than ten (10) guests based on availability, with a small food and beverage minimum revenue requirement. Please submit all meeting and event space requests to the Hotels’ Conference Services Department via email, or by calling 505-984-7903.

ROOM BLOCK AND SERVICES COMMITMENT:When you contract for a block of rooms and meeting facilities and for food and beverage services, those room nights, facilities and services are removed from our inventory and considered sold to you, and the hotel makes financial plans based upon the revenues it expects to achieve from your full performance of the contract.It is impossible for the Hotel to know in advance whether or under what circumstances or at what rates it would be able to resell your contracted room nights, services or facilities if you do not use them, either as the result of a cancellation of your meeting or as the result of less than contracted room block usage or less than contracted usage of food and beverage functions ("attrition").In most instances, when groups do not use their contracted room nights or services, the Hotel is unable to resell those room nights or services and even when room nights or services are resold, they are generally not resold at the same rates, may be resold to groups which would have utilized the Hotel at another time or are not resold to groups that have the same needs as the original group, etc.Even when rooms or services may be resold, it is costly to re-market the rooms and facilities, and such efforts divert the attention of our sales staff from selling the Hotel’s rooms and facilities at other times.While your room block has been held out of our inventory, we may have turned away more lucrative groups in order to meet our commitment to you.

For all these reasons and others, we agree that in the event of cancellation or attrition, the following charges, which represent a reasonable effort on behalf of the Hotel to establish its loss prospectively, the amount shown below as Total Revenue shall be due as liquidated damages.Because the Hotel reasonably expects to derive revenue from your meeting above and beyond that revenue derived from the provision of room nights and food and beverage services, and because it is difficult to estimate the actual revenue which may be derived from your meeting, the amounts due as and for liquidated damages are intended to compensate the Hotel for all of its losses associated with cancellation and/or attrition.

ANTICIPATED REVENUE FIGURE:At this time, the Hotel is holding 557 room nights for your use over the contracted dates, which, excluding any applicable Hotel fees, will generate total revenues of $47,345.00.This figure shall be referred to herein as the “Anticipated Revenue Figure.”Food and beverage, if added, is subject to a 22% service charge.All revenue figures are net and not inclusive of taxes, service charge or commissions.

ATTRITION:Group agrees to guarantee and pay for 450 room nights at the rate outlined above. Any nights contracted above and beyond 450, up to a total of 562, may be dropped or cancelled with no penalties. If room night requests exceed 562, a contract addendum may be required to amend this clause.

CANCELLATION: In the event of a cancellation occurring 0 to 7 days prior to arrival for any individual reservations, liquidated damages in the amount of ninety percent (90%) of the "Anticipated Revenue Figure" for that room will be due, plus any applicable taxes.

FORCE MAJEURE:No damages shall be due for a failure of performance occurring due to Acts of God, war, terrorist act, riots, disaster, or strikes, any one of which make performance impossible.The Hotel shall have no liability for power disruptions of any kind.

BILLING PROCEDURES: Please complete the enclosed direct bill application and return it to our Accounting Department within thirty (30) days so that we may attempt to approve credit for your meeting. In the event that credit is not requested or is not approved, pre-payment of your total estimated Master Account will be due prior to your arrival, in accordance with a schedule to be determined by the resort at its sole discretion. Under such circumstance, failure to remit the appropriate pre-payment on a timely basis will be considered a cancellation by the group and the group shall be liable for amounts as described in the cancellation provisions.

The following items will be charged to the Group Master Account and Individual Guest Accounts:

BILL GROUP MASTER / BILLINDIVIDUAL GUESTS
Room and Taxes / Incidentals
Attrition
Cancellation
Unpaid Individual Charges

In addition, any other charges made at the request of the authorized representative of Woodridge Productions, Inc. Sony Pictures Entertainment, Inc., as designated by Woodridge Productions, Inc. Sony Pictures Entertainment, Inc.in advance of the commencement of the meeting, may also be billed to the Master Account.Moreover, all third party charges for services and/or supplies, not directly supplied by the Hotel, will be billed to the Master Account whether they have been arranged for by the Resort or directly by the Group.A handling fee in the amount of 20% percent of all third party charges will be assessed if placed on the Master Account.Group further agrees that all charges associated with use of the grounds, function space, facilities and services of the Hotel by its vendors shall be posted to the Master Account.

A final bill, containing receipts and other back-up information, will be mailed to the Group within thirty (30) days of the Group’s departure.Master account charges may be paid in the form of cash, check or bank transfer.All master account charges not paid within 10 days of the billing date will bear interest at the lower of the rate of 1.5% per month, compounded monthly, if permissible by law, or the highest rate permissible by law.Should the Hotel, in its sole discretion, deem collection action necessary in regard to outstanding balances hereunder, all costs associated with that collection action, including attorney’s fees, shall be posted to the master account.

Individual guest accounts are payable at check-out by cash or credit card.

DEPOSIT SCHEDULE:The deposits and payments outlined in the table below are due as indicated. The deposits and payments will be applied to your master account in the form of credits.These deposits shall be due in addition to the amount of any required pre-payment for estimated rooms attrition, as noted herein.

Deposit Type / Due Date / Amount Due
Initial Deposit / Upon signing / $2,500.00
Payment / 30 days after first guest’s arrival / 50% of Master Account Balance
Final Payment / One week prior to Production Manager’s departure / Remaining Master Account Balance

AUDIO-VISUAL SERVICES:While PSAV is Hotel’s preferred audio-provider for all function(s), you have the choice of using another company if you prefer.However, to ensure a successful event, some guidelines must be met in order for an outside vendor to be utilized.All audio-visual requests should be coordinated through our Conference Services Department.

OUTSIDE CONTRACTORS: The Hotel offers all services necessary for a successful meeting.However, if Woodridge Productions, Inc. Sony Pictures Entertainment, Inc.finds it necessary to use outside services, any companies, firms, agencies, individuals and groups hired by or on behalf of Group shall be subject to prior approval of the Hotel.Upon prior reasonable notice to the Hotel from Group, Hotel shall cooperate with such contractors and provide them with facilities at the premises to the extent that the use and occupancy of the facilities by the contractor does not interfere with the use and enjoyment of the Hotel premises by other guests and members of the Hotel.Group’s contracts with its contractors will all specify that contractor and the group will indemnify and hold the Hotel harmless from any and all damages or liabilities which may arise by such Contractors or through their use.