This FIT Reseller Agreement is made on this date __________, by and between Hughes Entertainment, Inc., DBA Hughes Brothers Theatre (Seller) and __________ (Reseller). The term of this Agreement begins March 1, 2025 and expires February 28, 2026.

1) Ticket Sales: Seller agrees to sell tickets to Reseller. Reseller acknowledges that its purchase of tickets hereunder is for the purpose of individual sales to its customers only from Reseller’s owned ticket outlets or for gifting in conjunction with a vacation package. In no way does this contract allow the Reseller to sell tickets to any other reseller:

2) Vouchers: Seller hereby authorizes Reseller to purchase tickets through a voucher system (the “Voucher System”). Under the Voucher System, Reseller may purchase a ticket and transfer the ticket to a customer (“Customer”) by delivering to that Customer a voucher. Upon the sale of a ticket through the Voucher System, Reseller must contact Seller within a reasonable amount of time. When booking the reservation, Reseller should convey to both the Seller’s box office, as well as indicate on the voucher the following information: (a) reseller name, (b) booking agent’s name, (c) guest name, (d) show name, date, and time of show, (e) number of tickets, (f) number of adults and children, (g) whether dinner is included, and (h) If dinner is included, it is up to the Reseller to indicate food allergies and other dietary restrictions upon reserving tickets, and this must be also prominently displayed on the voucher submitted by the guest.

3) Cancellations: Reseller is responsible for payment of ticket sales under the Voucher System unless notice of cancellation of the Reservation is given to Seller at least two (2) hours prior to the show via fax. Phone cancellations must be followed up in writing via fax. Reseller agrees to pay for any “no-shows” by Customers or for any cancellations made after the two (2) hour deadline.

4) Nature of Relationship: Nothing contained herein shall be deemed or construed to create any partnership, joint venture, agency, or fiduciary relationship between the parties. Neither party is or shall be deemed to be an agent of the other. Reseller has no authority to enter into contracts or agreements on behalf of Seller. Notwithstanding the foregoing, Reseller specifically agrees that it will not make any detrimental and/or disparaging representations about the Sellers’ entertainment production or business.

5) Payment: Subject to credit approval, Reseller shall be extended credit for the sales price of tickets purchased under the Voucher System. All such tickets shall be paid for by Reseller within thirty (30) days from the date that an invoice is sent by Seller to Reseller. Reseller acknowledges that invoices will be mailed weekly by the Seller. Failure to pay the invoices within the agreed upon time frame will result in a loss of Reseller’s ability to purchase tickets through the Voucher System. If the Voucher System privilege is withdrawn from Reseller, any vouchers that Seller chooses to honor will be billed to Reseller at the standard box office rates (not the wholesale rates). Reseller agrees to pay a $30 service charge to Seller for all returned checks. Reseller understands that a late payment penalty of 1.5% per month will be assessed on all accounts not paid on a timely basis. Credit to Reseller is not authorized unless executed by Seller below.
a. If Reseller requires original vouchers to be submitted with invoice, then Reseller shall provide voucher and a copy of said voucher.

6) Customer Refunds: Reseller shall be solely responsible to refund any sales price of tickets sold by Reseller to a customer. Reseller agrees to indemnify Seller for all claims, costs and expenses arising out of any claims against Seller made by any customer.

7) Miscellaneous:
a. Reseller shall not resell tickets on the theatre property or resell tickets to a 3rd party reseller.
b. Reseller shall not be allowed to use the image of the show or production without the written consent of Seller.
c. Reseller shall notify Seller, in writing, of any changes in ownership or management of Reseller.

8) Confidentiality: Reseller recognizes that due to the sensitive nature of this Agreement, it must be kept strictly confidential. Any violation of this clause will delete this agreement null and void.

9) Insurance and/or Bonding: Upon request, the Reseller will provide the Seller with insurance, bond, letter of credit, or other acceptable security to provide assurances that payment for tickets purchased under the Voucher System will be made.

10) Use of Internet Reservation Portal: Seller agrees that upon notification from Complete Ticketing LLC that Reseller has activated a subscription to the online reservation portal provided by Complete Ticketing LLC, a Missouri limited liability company, Seller agrees to make the portal available to the Reseller to make online reservations. Reseller agrees to accept all responsibility as to the accuracy of reservations placed on the portal by their employees, agents, or assigns. Reseller understands that it is responsible for all reservations made. Erroneous reservations are the responsibility of Reseller and can be charged to Reseller. Reseller is also responsible for ensuring that access to their portal is only given to authorized employees, agents, or assigns and is responsible for deleting and adding all new users. If any employees, agents, or assigns that are no longer employed by Reseller and are not removed from the portal and make a reservation on the Seller’s portal, it is the responsibility of Reseller and is deemed to be a valid reservation and will be the sole responsibility of the Reseller, and Reseller agrees to pay for those reservations. In the event that Reseller wishes to also use the portal to provide tickets directly to the customer, thus eliminating the need for the customer to go to the box office to present a voucher, Seller agrees that the reservation itself will be deemed a voucher, and no voucher copies will be sent to the Reseller at the time of billing.

11) Taxes: Each party shall pay state and local taxes on the transactions described herein, in accordance with applicable law.

12) Termination: This Agreement may be canceled by Seller with written notice to Reseller at any time, with or without cause.

13) Entire Agreement: This contract is a legally binding agreement between Seller and Reseller under the terms and provisions of the laws of the State of Missouri. This contract contains the entire agreement covering the subject matter and supersedes any prior agreement, whether written or oral, among the parties. No obligation, agreement, or understanding shall be implied from any of the terms other than the terms and provisions of this Agreement. No change, modification, waiver, and/or deletion of this Agreement or any terms thereof shall be effective unless in writing and signed by all parties hereto.

14) Waiver: The waiver of any breach of any covenant, condition, or stipulation contained herein shall not constitute a waiver of any subsequent breach of the same or any other covenant, condition, or stipulation. Any failure of Seller to enforce rights to seek remedies upon any default of the other party with respect to the obligations hereunder, or any of one of them, will not prejudice or affect the rights or remedies of any other covenant, condition, or stipulation contained herein as well as such remedies. Election by Seller of one remedy hereunder for a breach shall not be deemed to be to the exclusion of any other remedy. The prevailing party in any suit involving this Agreement shall be entitled to receive (in addition to any other remedies) costs, expenses, and attorney’s fees from the other party(ies).

15) Force Majeure: Neither party shall be held liable for any delay or failure in performing its obligations under this Agreement to the extent such delay or failure is caused by events beyond its reasonable control, including but not limited to acts of God, natural disasters, war, terrorism, government actions, pandemics, or labor strikes. Upon occurrence of any such event, the affected party shall promptly notify the other party, and both parties shall cooperate to find a reasonable solution to fulfill the affected obligations as soon as possible.

16) Conformance to Law: If any provision(s) of this Agreement or its application is contrary to valid applicable law, ordinance, or regulation and is held invalid, such provision(s) shall be deemed to be severable and stricken from the Agreement so as to conform the Agreement to existing law, ordinance, or regulation for as long as such law, ordinance or regulation remains effective; provided however, such invalidity shall not affect the other provisions of this Agreement which can be given effect without the invalid provision(s) or application. This Agreement shall be deemed modified following any such severance to give effect as closely as possible to the meaning of the parties hereto prior to such severance. This Agreement shall be governed by the laws of the State of Missouri.

17) Authorization: I agree to the terms set forth in this Agreement. I further affirm that I am fully authorized to execute this Agreement, thereby obligating the Reseller to the terms stated herein.

APPROVED 2026 FIT RATES

SELLER:

Hughes Entertainment, Inc.,
DBA Hughes Brothers Theatre

RESELLER:

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