ACTOR OFFER LETTER

January 1, 2012 XXXXXXXXXXXXXXXXXXXXXXXXXXXXXXX XXXXXXXXXXXXXXXXXXXXXXXXXXXXXXX XXXXXXXXXXXXXXXXXXXXXXXXXXXXXX XXXXXXXXXXXXXXXXXXXXXXXXXXXXXX Re: "XXXXXXXXXXXXXXXXXXXXXXXXXXXXX" - Offer for XXXXXXXXXXXXXXXXXXXXXXXXXXXXX Dear XXXXXXXXXXXXXXXXXXXXXXXXXXXX: I represent producer XXXXXXXXXXXXXXXXXXXXXXXXXXXX "Producer" in regard to the upcoming production "XXXXXXXXXXXXXXXXXXXXXXXXXXXXX." Producer would like to employ XXXXXXXXXXXXXXXXXXXXXXXXXXXXX "Artist" for shooting for a XXXXXXXXXXXXXXXXXXXXXXXXXXXX week (six (6) day weeks) period between the dates of February 1, 2012 and XXXXXXXXXXXXXXXXXXXXXXXXXXX. Producer would like to have the option to employ Artist for an additional XXXXXXXXXXXXXXXXXXXXXXXXXXX week (six (6) day week) period from XXXXXXXXXXXXXXXXXXXXXXXXXX to XXXXXXXXXXXXXXXXXXXXXXXX. The role is playing XXXXXXXXXXXXXXXXXXXXXXXX. The shooting will take place in XXXXXXXXXXXXXXXXXXXXXXXXXXXX. Fixed Compensation: For the first two (2) weeks, Producer is willing to pay $1000 per six (6) day week of shooting on a pay or play basis. Producer is willing to pay $1000 for an additional week, if needed, at Producer's option. Deferment--Provided that Artist shall appear recognizably in the Picture as released in the role in which Artist is engaged hereunder, Artist shall receive a contingent deferment ("Deferment") in the amount of $0 payable, if at all, out of the first sums which would otherwise constitute "net proceeds" of the Picture. The Deferment shall be payable pari passu with all other contingent deferments. Contingent Compensation--Upon condition that Artist appears recognizably in the Picture as released in the role in which he is engaged hereunder, Artist shall be entitled to receive an amount equal to ____ percent of one hundred percent (____% of 100%) of the net proceeds, if any, of the Picture.

Credit--Upon condition that Artist shall appear recognizably in the Picture as released, the Producer shall accord the Artist credit in connection with the Picture as follows: (a) On Screen--On screen on a separate card, in the main titles, below or after the title of the Picture, in first or second position to be determined by alphabetical order with the other cast member guaranteed credit in first or second position, in a size of type no smaller than seventy-five percent (75%) of the size of type used to display the title of the Picture and in a size of type no smaller than the size of type used to accord an individual "directed by" credit to the director of the Picture; (b) Paid Advertising--In all paid advertising for the Picture issued by or under the control of the Producer (subject to the customary exclusions of each distributor/broadcaster of the Picture), below or after the title of the Picture, in first or second position to be determined by alphabetical order with the other cast member guaranteed credit in first or second position, in a size of type no less than thirty-five percent (35%) of the size of type used to display the title of the Picture, and in a size of type no smaller than the size used to accord an individual "directed by" credit to the director of the Picture. Notwithstanding the foregoing, the Artist shall receive such credit in all excluded advertising issued by or under the control of Producer in which any other cast member is accorded credit, other than award, nomination, congratulatory, institutional or film market or festival advertising. Travel and Expenses: Producer shall either provide Artist with transportation, or reimburse Artist the cost of the following in connection with services at any place outside of XXXXXXXXXXXXXXXXXXXXXXXXXXXX ("Location"): (a) Transportation--Three (3) round-trip air fares, first-class, if available, between XXXXXXXXXXXXXXXXXXXXXXXXXXXX and any Location where Artist is required to render services hereunder in connection with the Picture, plus one (1) additional round-trip airfare, first-class, if available, on an if-used and one-time basis only, between XXXXXXXXXXXXXXXXXXXXXXXXXXXx and any Location; (b) Expenses--The sum of $1000 for each week the Producer shall require Artist to be at a Location in order to render services hereunder, commencing on the date of Artist's arrival at the Location and continuing until Artist's departure therefrom. Sums specified in this Paragraph 5(b) shall be payable at the beginning of each week, in lieu of payment for any and all expenses incurred by the Artist while at the Location and shall be prorated on the basis of a seven (7) day week in the event of any partial week. (c) Motor Home--One (1) small motor home during any period in which the Producer shall require the Artist's services at a Location; (d) Car--The use of a car during any period when the Producer shall require the Artist's services at a Location, which car may be shared.

Dressing Facilities--At all times when the Artist is required to render services hereunder, the Producer shall provide the Artist with separate dressing facilities, if available. Arbitration: Any dispute under this Agreement shall be settled by arbitration in XXXXXXXXXXXXXXXXXXXXXXXXXXXXXX with the prevailing party being entitled to reimbursement of attorneys' fees. Additional Terms and Conditions: The parties will enter into a more formal agreement, which agreement shall incorporate the foregoing terms as well as other customary terms and conditions contained in comparable agreements, including customary representations and warranties, mutual indemnification, Actor's waiver of injunctive and other equitable relief, full depiction release including merchandising rights, Producer's right to assign rights, extensions for force majeure including any period in which a member of the principal cast and/or a director is unavailable, and application of XXXXXXXXXXXXXXXXXXXXXXXXXXXXXX law. Please discuss this offer with your client. If your client is willing to accept this offer, please contact me by December 31, 2015. If I do not hear from you by that date, this offer will lapse. If the offer is accepted, unless and until such more formal Agreement is executed, this letter agreement, supplemented by the aforementioned customary terms and conditions, shall constitute the parties' agreement. Thank you and I look forward to hearing from you. Sincerely, XXXXXXXXXXXXXXXXXXXXXXXXXXXXXXx XXXXXXXXXXXXXXXXXXXXXXXXXXXXXX