37_ENTERTAINMENT_COMPANYEXP10_24_26.pdf

This is a Letter of Intent (LOI) executed on March 25, 2026, between the Board of Regents of the University of Nebraska on behalf of the University of Nebraska-Lincoln (UNL) and its Department of Intercollegiate Athletics, and 37 Entertainment Company, LLC, a Nebraska limited liability company. The agreement establishes the framework for a facilities limited use license to host the Big Red Bash Concert, a live music event organized and promoted by 37 Entertainment Company at Memorial Stadium in Lincoln, Nebraska. The LOI is binding and will be superseded by a comprehensive Facilities Limited Use License Agreement to be negotiated and executed within 60 calendar days, with an event date of Saturday, October 24, 2026.

The Licensee (37 Entertainment Company) provides an unconditional guarantee to UNL of $1,500,000.00 in University Fees regardless of the event's financial performance or cancellation (except for force majeure or University breach), with payment due within 10 days after the event. The Licensee must provide two non-refundable Security Deposits of $125,000.00 each (within 48 hours and no later than 90 days prior to the event). The event is projected to have approximately 90,000 attendees with ticket prices ranging from $50 to $200. Revenue allocation includes the Licensee retaining 100% of ticket revenue, parking revenue, merchandise revenue (with a $1.00 per ticket buyout to UNL), and sponsorship revenue (except for University-secured sponsorships). UNL retains 100% of food and beverage revenue and maintains control over premium seating pricing approval. Expense responsibilities are delineated in Exhibit B, with 37 Entertainment Company responsible for artist fees, travel, hospitality, crew catering, staging, sound, lighting, signage, and production-related costs, while UNL covers security, custodial services, operations staff, EMS/medical, and facility maintenance. The agreement is governed by Nebraska state law, subject to the Nebraska State Contract Claims Act, with disputes resolved in Lancaster County courts.