ADDENDUM TO STANDARD INDUSTRIAL LEASE



Amending Agreement

The following amends that certain undated Rental Agreement ("Agreement") between Mesquite Productions, Inc. ("Company") and Attitude Specialty Lighting ("Grantor") in connection with Company's use of Grantor's equipment/property ("Property") for the television motion picture currently entitled "Powers" ("Picture"). Paragraph references are to the paragraphs set forth in the Agreement, and all defined terms used herein are as defined in said Agreement.

1. In the “Shipping/Usage Info” paragraph of the Agreement, the pick up date is changed from “8/12” to “9/12”.

2. In the paragraph following the list of “Items” rented and prior to the signatory lines of the Agreement, the following changes are made:

• The words “Except if due to the negligence or willful misconduct of ASL,” are inserted at the beginning of the paragraph.

• In the second line, the period “.” is deleted following the words “Attitude Specialty Lighting” and the word “reasonable” is inserted prior to the words “amount as may”.

• In the third line, the words “or, if applicable, repair” are inserted following the words “necessary to replace”. Also in the third line, the words “Except if due to the negligence or willful misconduct of ASL,” are inserted prior to the words “it is also”.

• In the fourth line, the period “.” is deleted following the words “Attitude Specialty Lighting”.

• In the ninth line, the word “named” is deleted and replaced with the word “additional”.

3. In the second paragraph of the first page of “Terms and Conditions”, the words “, except if due to the negligence or willful misconduct of ASL,” are inserted at the end of the first sentence.

4. In the fourth paragraph of the first page of “Terms and Conditions” entitled “Your Responsibilities With Respect to the Equipment”, the words “, except if due to the negligence or willful misconduct of ASL,” are inserted at the end of the first sentence.

5. In the third line of the “Loss and Damages” subsection of the section entitled “Equipment Damaged or Destroyed While in the Field” on the first page of “Terms and Conditions”, the word “reasonable” is inserted prior to the words “judgment shall be conclusive”. In the fourth line of the same paragraph, the words “, except if due to the negligence or willful misconduct of ASL,” are inserted prior to the words “you will be responsible for the cost”.

6. At the end of the “Lost, Stolen or Destroyed Equipment” subsection of the section entitled “Equipment Damaged or Destroyed While in the Field” on the first page of “Terms and Conditions”, the words “, except if due to the negligence or willful misconduct of ASL.” are inserted.

7. In the second line of the second paragraph of the subsection entitled “Rental Charges and Late Charges” on the first page of “Terms and Conditions”, the words “or replace non-repairable equipment” are deleted. In the third line of the same paragraph, the words “or until ASL is paid full replacement cost for the applicable item(s).” is added following the words “general inventory”.

8. In the second line of the third paragraph of the subsection entitled “Rental Charges and Late Charges” on the first page of “Terms and Conditions”, the word “promptly” is inserted following the words “until the item(s) is”. In the third line of the same paragraph, the words “and/or replaced“ are deleted. In the third line of the same paragraph, the words “or until ASL is paid full replacement cost for the applicable item(s).” is added following the words “to the Rental Company”.

9. In the first line of the “Payment Terms” subsection of the section entitled “Credit Information and Payment Terms” on the second page of “Terms and Conditions”, the word “undisputed” is inserted before the words “loss and damage invoices”. In the fourth line of the same subsection, the words “reasonable outside” are inserted before the words “attorney fees”.

10. In the sixth line of the first paragraph of the subsection entitled “Insurance Requirements” on the second page of “Terms and Conditions”, the new sentence “Evidence of Workers Compensation Coverage may be supplied by your payroll services company.” is inserted.

11. In the first line of the “Property Insurance” subsection of the section entitled “Insurance Requirements” on the second page of “Terms and Conditions”, the word “worldwide” is deleted and replaced with the words “North American”. In the third and fourth lines of the same paragraph, the words “, and all policies shall provide for 10 days written notice to the rental company before any policy shall be modified or canceled.” are deleted.

12. In the second line of the “Liability Insurance” subsection of the section entitled “Insurance Requirements” on the second page of “Terms and Conditions”, the words “in accordance with the indemnity provisions herein.” are added following the words “non-contributory insurance”.

13. At the end of the last paragraph of the “The Rights of the Rental Company are not Affected by your Non-Performance” subsection of the “Insurance Requirements” section on the second page of “Terms and Conditions”, the sentence ”Notice of policy cancellation shall be in accordance with policy provisions.” is added.

14. In the second line of the “Title and Ownership” subsection of the “Insurance Requirements” section on the second page of “Terms and Conditions”, the words “related to your use or possession” are added following the words “levies and encumbrances”.

15. In the third line of the “Indemnifying the Rental House” subsection of the “Insurance Requirements” section on the second page of “Terms and Conditions”, the words “reasonable outside” are added before the words “legal expenses”. In the same line, the words “condition (including, without limitation, latent and other defects“ are deleted. In the fourth line of the same paragraph, the words “except if due to the negligence or willful misconduct of ASL.” are inserted following the words “during the rental term”.

16. Except as supplemented and modified above, all of the provisions of the Agreement are hereby ratified and confirmed. The parties acknowledge that, to the extent any provisions of this Amending Agreement are inconsistent with the Agreement, the provisions of this Amending Agreement shall govern

ACCEPTED AND AGREED TO:

COMPANY: GRANTOR:

Mesquite Productions, Inc. Attitude Specialty Lighting

By: ____________________ (Signature) By: _______________________ (Signature)

By: ____________________ (Printed Name) By: _______________________ (Printed Name)

Its: Authorized Representative Its: ________________________ (Title)

Date: ______________________

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