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Michael Jackson's Dad

83-Year-Old Hits Vegas Club

... at 2 PM!

3/12/2012 8:30 AM PDT BY TMZ STAFF

0312_joe_jackson_partying_EX83-year-old Joe Jackson threw on his best track jacket ... and goldest chain ... and hit the club scene in Vegas this weekend ... at 2 IN THE AFTERNOON.

Michael Jackson's father was chillin' at Lavo Champagne Brunch at the Palazzo Hotel ... a full-on nightclub-style party scene ... that serves almond crusted French toast.

Sources at the club tell TMZ ... JJ arrived with a male friend ... and wasn't boozing, only drinking water.

But he WAS pimpin' it ... hangin' out at a table with a group of hot chicks. At one point, he handed his camera to someone and said, "I want a picture with the girls."

After the pic, the girls described JJ as a "sweet old man."

What happens in Vegas ... is weird sometimes.

93 COMMENTS

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61.

Pegasus    

More about it here: Michael Jackson’s agreement with AEG – FRAUD from the very start of it? part 1. Here is page 1:

What the next page essentially says is that everything, including the number of shows of course, is the matter of discussion between AEG and MJ’s company and not Michael Jackson himself. The company (meaning Tohme) preapproves up to 31 shows, but no less than 18.

The beginning of the shows is set for July 26, 2009 and this makes you wonder why they announced a much earlier date if their own “contract” speaks of July 26? I thought they were pressed for time when working on the show… so what was the idea behind naming an earlier date?

Various conditions, which sound more like an ultimatum, explain the clearly preferential rights of AEG by the need to “recoup the advances”.

As regards the Artist’s Compensation you will never be able to understand what it is unless you see the “Definitions” attachment (provided below). The contract does speak about “Contingent Compensation” but what all those “pool revenue”, “pool expenses” and “production costs” mean will become clear only when the attachment explains it.

Let me also say that the attachment was made we don’t know when, as it carries neither date, nor signatures. More about it here Michael Jackson’s agreement with AEG – FRAUD IN THE ARTIST’S COMPENSATION. part 3.

Here is page 2:


The next page sets conditions for giving to the Artist the Initial advance. These include signing the Inducement Letter and Promissory Note.

$5 mln. of the Initial advance will be transferred upon settling the matter with the Prince of Bahrein - his company 2 Seas Records should be wired $3mln. out of the sum. The remaining $2 mln. will go in the direction instructed by the Artist’s company (not MJ).

The house will be rented for 12 months (?) though at least half the time the Artist will be away. The Artist’s company is to first pay the rent, and then the sum will be reimbursed from the Letter of Credit opened by AEG.

Payment by a L/C means that $1,2 mln. is not cash money but a sum frozen in the bank. It will become accessible to the Artist’s company only when the paid rent bill is submitted to the bank after which it releases the necessary portion of money to cover it.

In the same way AEG also “freezes” $15mln. for future payments to the Artist’s company (not the Artist). This money is meant for the shows already performed.

The Artist’s company is represented by Tohme as he will be signing papers “on behalf of the Beneficiary” which is MJ Company LLC (see exhibit D for proof of it, please).

Out of the $15 mln. frozen in the bank the Artist’s company will get money for every 5 shows done, after a certain share of production costs and advances already made are deducted by AEG. Out of the little remaining 90% will be paid out to the Artist’s company (not MJ).

AEG prefers to call payments for each 5 shows “additional advances” though it is actually the money earned by the Artist for the job done. This play of words is essential for AEG as their deal is based on the idea that if they terminate the contract (at any time) all “advances” are to be returned to them – even if it was actually payment for the shows already performed.

Thus the Artist’s company is constantly given “advances” only (and not just an initial advance followed by payments for the job, as you and I would imagine). The difference is that payment for the job done is not to be returned, while the “advances” are to!

Here is page 3 speaking of all these “advances”:


Now the whole thing becomes even more intricate.

Pages 3 and 4 call the above payments for the shows already peformed “Interim Advances”. It explains the complicated procedure of calculating these sums, and this – among other things – means that instead of relaxing after the strenuous shows the Artist is to “execute written statements” verifying that 5 shows were performed and checking up the humiliating calculations.

After that the Artist’s company either draws the money from the bank, or AEG (interesting point!) “at their election” chooses to pay directly to the Artist’s company.

Given that AEG will pay what we consider to be earned money, but they consider to be advances (which can be asked back any minute) this point acquires a strange meaning. Whether you like it or not AEG can “at their election” pay directly to the Artist’s company and after that its management (Tohme) can direct the money where he sees fit, while the Artist will still face the possibility of having to repay the “advances” back… Or is this possible course of events the result of my vivid imagination only?

After every five or more shows AEG also has an option not to remit those “advances” to the MJ Company’ s account, but give the company (Tohme) cash to buy a certain residence at a designated address.

The nuance is that if we consider this money to be earned, the Artist can spend it without any control from AEG, but the problem is that AEG considers it advance money, so in return for their kindness they want a Promissory Note again (for the cost of the house now), another security agreement and the right to receive title to the house in case the Artist fails to pay back those “advances”.

Another important point is that the money for the house will be given to the Artist’s company from the $15mln. frozen in the bank only if the Artist agrees to the conditions stated in clause 16.4.1, one of which requires him to approve the itinerary for the next leg of the tour.

897 days ago
62.

Pegasus    

Here is page 4 (the point about Interim Advances starts on the previous page):


The next page says that the Artist’s company cannot receive more than the agreed $15mln.

If we consider it advance money this is understandable, but if it is the money earned by the Artist this limitation looks somewhat strange.

Clause 4.2.4 confirms that AEG regards the money for the house (from the $15mln. limit) as a loan. If the Artist asks for more money which he has already earned during the tour, AEG may in their sole discretion pay him additional money, but will consider it to be advance money again.

All these so-called advances taken together will naturally have to be returned if certain cir***stances arise.

It is rather strange that even though paid to the Artist’s company they will be considered “Artist advances” (or the advances given to the Artist individually). Given that all money will be received solely by the Artist’s company managed by Tohme, and the Artist will be individually responsible for the advances, this point seems to me terribly dangerous to the Artist. What if Tohme embezzles the money and the Artist is forced to pay it back?

The sentence opening clause 4.2.5 once again shows the danger of this discrepancy:

“Promoter shall be entitled to recoup all Artist Advances from Contingent Compensation earned by Artistco…”.
Why is it always the Artist’s company which “earns” and always the Artist who is to pay, while in reality it is the other way about?
Page 5 also says that if the Artist’s company does not obtain a cancellation (medical) insurance by March 1, 2009 at a cost approved by AEG, or if AEG is not named the beneficiary (loss payee) of such insurance, or if AEG itself does not receive an insurance for “pool expenses”, the Artist and the Artist’s company are to return all the advances no later than 6 months from AEG’s written request.

Here is page 5 speaking of the above:


The next page states exceptionally scarce AEG’s responsibilities.

The responsibilities of the Artist’s company and the Artist include the first-class performance by the Artist and approving “a sufficient number of show on itineraries to maximize the Promoter’s ability to recoup the full amount of the Advances”.

Of course.

Here is page 6:


The next page says that the Artist is also to execute the Inducement Letter attached as Exhibit B (for some reason no word is said about the Promissory Note accompanying it).

Clause 6.8 on this page is VERY IMPORTANT.

It says that the Artist’s company will be responsible for all costs of its management fees except the monthly fee to Dr. Tohme Tohme which is to be paid under a separate agreement with TT International LLC. This fee is “not to exceed $100,000 a month” and is to be included in the Production Costs.

The above means that:

the Artist’s company is not responsible for paying management fees to Tohme as the word “except” clearly shows it
the reason for this exception is because the fee to Tohme will be included in Production Costs
and this in its turn makes us think that Production Costs are not the Artist’s responsibility either.
The “Definitions” attachment (Exhibit A) will give a different interpretation to the above ideas, however that paper is of dubious validity as it doesn’t carry any signatures or dates.

Besides the huge discrepancy between the contract and its attachment as to who will pay Tohme, the fact that he is supposed to be working for Michael Jackson, but will not be paid by him (according to the text of the ‘contract’) makes us wonder – and who was Dr. Tohme working for then? Out of the two parties mentioned in the contract?

Page 7 also surprises us by allowing the Artist’s company only 10 complimentary tickets per show:


“Production of the shows” (pages 7, 8) is another CRUCIAL CLAUSE and will also require a detailed comment.

It innocently starts with what we always expected of AEG – they will provide “producer services”, will employ third party vendors in the show production and will manage production “in accordance with mutually approved production budget” .

This, together with our earlier understanding that the production costs will be AEG’s responsibility, creates the illusion that AEG is sponsoring the show within the agreed budget.

This illusion is further supported by extremely vague sentences like “Promoter shall make advances to cover mutually-approved Production Costs up to $7.5 mln. plus the mutually-approved cost of the cancellation insurance.”

Their responsibility for producing the show looks to us so obvious that it never dawns on us to ask a question – and to whom are they making these advances?

As regards the Production advances for $7,5 mln AEG only says that they will “keep the Artist’s company informed” of them. A nice way of putting it, isn’t it? Especially if you later find out that you are responsible to cover practically all Production costs!

To be fair to AEG I have to say that there is one sentence in the contract which mentions (somewhat in passing) that AEG will be entitled to recoup Production Advances from Contingent Compensation “otherwise payable to Artistco” - however this information goes unnoticed because the very next sentence diverts our attention to the Artist’s company being responsible for costs in excess only – “all such Production Costs which are “requested by Artistco in excess of the Production Advances”.

This lulls us into thinking that the Artist is to pay only for the costs exceeding the budget (which is perfectly understandable) and this illusion of ours is confirmed by the contract specifically saying that the Artistco will “reimburse to Promoter… all funds necessary to pay such Excess Production Costs.”

But as regards the other Production Costs this ‘contract’ does not say a word about their reimbursement by the Artist’s company!

For all the good AEG is doing to the Artist, AEG will receive a Producer’s fee which will be equal to 5% of the Artist’s Net Income. The Net income is what Artist keeps after he pays out everything. Now we are beginning to realize why the Artist was supposed to receive only 90% of the net sum due to him – the Producer’s 5% fee will be deducted from the remaining 10%.

By the way the contract further says that as regards “recordation opportunities” in connection with “Artist’s performance at one or more Shows” the Artist will own these rights and AEG will only jointly ‘exploit “the same and all derivations”.

This made me wonder about the rehearsal footage - wasn’t it actually Michael’s property which AEG was supposed to only ” jointly exploit”? And if so why did AEG sell it for $60......mln? If Michael Jackson had the right to it, why weren’t those $60......mln. used to cover his debt to AEG? Or do I misunderstand something here?

897 days ago
63.

Pegasus    

Here is page 8:


The next page says that AEG will make all the bookkeeping and the Artist’s company can check up their records. What it won’t be able to check though is whether AEG quoted the best prices for the services rendered - if the production costs are to be covered by Michael Jackson anyway is there a reason for them to economize? They are spending their money temporarily as it will be fully compensated by the Artist from the money he probably earns during this tour.

All approvals concerning the dates, number of shows and itinerary will be made by AEG and the Artist’s company (not the Artist). But the last sentence in point 11 shows that consulting Artistco is a mere formality.

It says: “Notwithstanding Artistco’s approval rights, in the event Artistco, unreasonably withholds, delays or qualifies Artistco’s approval … Artistco shall be deemed to have given its approval over such matter”. (This reminds me of our elections – no matter how or whether you vote at all the result will be the same).

Force Majeure means the cir***stances beyond the parties’ control. If such cir***stances arise it is no surprise for us that the Artist is to return the “advance” for the show cancelled. Each party will be responsible for covering its own expenses.

This means that Michael will still be responsible for all production expenses wasted (as a result of the force majeure cir***stances preventing the show from taking place), while AEG will recoup even the Pool expenses because of the “exception” made for them.

You wonder why it will be AEG who will have the pool expenses recouped? Because the Definitions attachment (Exhibit A) will explain to you that pool expenses are actually AEG’s expenses!

Here is page 9:


Page 10 is CRUCIAL again. It covers several insurances all of which are called “cancellation insurances”. By now we are slowly beginning to differentiate between them.

It seems that both sides wanted to insure themselves against possible trouble – AEG wanted to insure itself against MJ’s illnesses and asked him to cooperate in obtaining the medical insurance for AEG. The Artist’s company evidenly wanted to insure itself against loss of its profits.

Since production costs are also mentioned in this connection and AEG is named the beneficiary of such an insurance (“loss payee”), all the fuss around “production losses insurance” creates the impression that AEG is worrying about its production costs and wants to have a guarantee that their possible losses will be covered by the insurance obtained by the Artist’s company.

The contract says that in case AEG does not recoup all the “advances” from the Artist’s company, AEG will receive compensation for their losses from this cancellation insurance - however this will not relieve the Artist’s company from the obligation to pay back all the advances. AEG reassuringly says that it will keep the insurance proceeds temporarily – as soon as all the advances are paid back they will return the insurance proceeds to the Artist’s company.

So what Randy Phillips was crying his crocodile tears over I do not understand – not only did they have an insurance covering the “unrecouped advances” from the Artist’s company, but they still had the right to demand payment of these advances, even though the insurance covered their losses. To me it looks like double safety for AEG.

The cost of the insurance was by the way included in the Production Costs and so was the responsibility of the Artist’s company (only I am not sure that the Artist knew about it).

“Termination” is also a VERY interesting point. The contract can be terminated within 10 business days in case of the “Event of Default” which for example, according to the Promissory Note, may happen when the Artist’s company does not make a ”monthly payment” on time. Unfortunately the Note does not explain where we can find this monthly schedule as not a single paper mentions it.

The Termination clause of course says that the Artist (the individual) and Artist’s company (MJ Company LLC) are to pay back the advances if the contract is terminated.

No surprise at all. This was probably the whole idea of their business from the very beginning of it – they suddenly terminate the contract and he has to pay back everything he has.

Here is page 10:


But the next page is the MOST IMPRESSIVE of them all.

It contains the so-called Miscellaneous clause which generally is the least significant clause in all contracts. But not here. Over here it is the MAIN CLAUSE OF THE CONTRACT. Why?

Because its first point 16.1 says that this is an “Integrated Agreement”. The definition of “integrated agreement” is as follows:

An agreement is integrated when the parties adopt the writing as the final and complete expression of the agreement.
The above is a clear contradiction to the contract last page (with signatures on it) which states that their business deal is absolutely not final. The last page says:

“By signing below each party acknowledges its agreement to the foregoing and agrees to negotiate the definitive agreement expeditiously and in good faith”
But AEG decided to correct the drawback of the last page and worked out into the middle pages of their contract a point about “integrated agreement” which says that the agreement is final. This makes us think that the first and last pages of this Letter of Intent are a kind of a “shell” the inside of which was later replaced by a new content.

Read more about this manoeuvre here: Michael Jackson’s agreement with AEG was NOT FINAL. We can RELAX now. part 5

Next point 16.2 of “Miscellaneous” says that the “contract” is strictly confidential. Of course it was important to keep it a secret - how could AEG ever imagine that this BS would ever become public knowledge?

But point 16.3 outplays them all. It says the following about Artistco (MJ Company LLC) and Artist (the individual) and a lien (one of its meanings is “the possibility to arrest the assets of the other party”):

“To secure the faithful performance of Artistco of Artistco’s and Artist’s obligations under this Agreement (including to repay the Advances), Artistco hereby grants Promoter a lien in all Artistco’s right, title and interest in, to, and under the following properties, assets and rights, wherever located, whether now owned or hereafter acquired or arising, and all proceeds and products thereof (all of the same being hereinafter referred to collectively as, the “Collateral”): contract rights or right to the payment of money in which Artisco and /or Artist has an interest, insurance claims and proceeds, commercial tort claims, securities and all other investmenet property, and all general intangibles (including all accounts receivable and payment intangibles). Artistco shall reasonably cooperate with Promoter in its efforts to perfect such security Interest”.
The main idea of the above is that the Artist’s company is responsible both for itself and the Artist. Therefore the Collateral pledged as a guarantee of their obligations includes everything the Artist’s company and the Artist had and will ever have.

For example:
By now we know that Michael Jackson Company LLC did not own the 50% share of the ATV catalog – however Michael Jackson the individual did own it, so I hope you will agree with me that the mere idea that AEG wanted to receive everything the Artist had or would ever have an interest in sounds somewhat unpleasant.
This “everything” (the Collateral) was closely connected the ability of the Artist’s company and/or the Artist to repay the Advances. And as you know, by “advances” AEG understood all the sums paid to the Artist’s company and considered for some reason to be the “Artist Advances”.

These included the Initial advance of $5mln, plus $1,2mln for renting the house for a whole year, plus $7,5 mln. of production advances (spent by AEG, but meant to be covered by the Artist), plus all the money paid to the Artist for the shows already performed (the so-called Interim Advances) which were to be drawn from the $15mln. Letter of Credit opened for this purpose, plus some advances (probably) given by AEG to the Artist’s company to pay for several insurances, and what not!

I really find it difficult to calculate how much the resulting sum could amount to. It might have been astronomical and the “best” part of the story is that all this would be technically considered the advance money!

All this generosity would be very nice indeed if the Artist’s company (and/or the Artist individually) weren’t to pay these so-called advances back within 10 business days from the moment of a possible Event of Default – which could arise any time, for example if the very first “monthly payment” was not made. No one knows where the schedule of these “monthly” payments is, but everyone knows that the contract allows termination of the AEG business relations with Michael Jackson very easily.

We even have proof that AEG tried it. The idea of termination was actially voiced by Randy Phillips to Michael Jackson when he threatened him to “pull the plug”. This was exactly the situation after which an Event of Default could arise. And what could be the result of that event?

The Artist’s company and/or Artist individually could part with the Collateral which included everything the MJ Company LLC and/or the Artist ever had or would have in the future!

And you said it was simply a ‘miscellaneous’ clause…

897 days ago
64.

Pegasus    

Here is page 11 pretending that these crucial points are unimportant:

The next page says that with the exception of the Initial advances ($5 mln+$1,2mln) AEG will not pay a single dollar if the Artist’s company does not:

obtain the insurance to cover the Productions Costs (the one which provided double safety to AEG),
pay $3mln. to the Prince of Bahrein (the 2 Seas Records company)
approve the tour itinerary “pertaining to such Advances”. This is a diplomatic way of saying that if the Artist (his company) wants to receive any money at all he should approve the future itinerary by all means. Please remember that what AEG considers advances, the rest of us consider hard-earned money – but even this earned money will be denied if the future itinerary is not approved.
no money would be paid also in case AEG didn’t obtain a cancellation insurance for loss of their expenses (called “pool” expenses for some reason). I cannot explain why the Artist’s so-called advances depend on the insurance AEG does or doesn’t get for their expenses…
Severability point is potentially dangerous to the Artist. It means that if one clause of the contract is found invalid all the others will still be effective. Considering the numerous points of this contract where AEG stretches the truth to an impossible degree, severability may force the Artist to follow its clauses even if part of them are found invalid (unless the whole “contract” is found void of course) .

As regards the infamous “Notices” you already know that all approvals could be sent by the Artist’s company (Tohme) simply by fax and the matter was considered settled. This was evidently the totally miraculous way the initial 10 shows turned for Michael Jackson into 50 shows overnight.

Here is page 12 covering these matters:


The next page pretends to be the official addresses of the parties every contract closes with and under which the parties put their signatures. However in this particular case the addresses simply show through whom correspondence is to be carried out.

You won’t find the name of Michael Jackson or his lawyer here – firstly, there is no lawyer for Michael Jackson and secondly, Michael Jackson as a human being, head of company or party to the contract is non-existent according to this page.

All we see here is Tohme Tohme and Tohme Tohme again (together with his lawyer Dennis J.Hawk) with no trouble taken to explain who Tohme is both for this contract and Michael Jackson Company LLC.

No differentiation is made as to who works for which party. We simply have to guess that Tohme is to send decisions on behalf of MJ’s Company to the “General Counsel” of AEG Live and Kathy A. Jorrie, while they have to send their decisions to Tohme, Tohme and Dennis Hawk.

Kathy Jorrie testified at Murray’s trial and impressed me very much by finally admitting that even before Murray was employed, AEG sent to Murray a list of medical equipment to be provided for Michael Jackson. This makes me think that they know much more than they say they do.

Finally, let me express an opinion that with so big a presence of Dr. Tohme Tohme in this contract it is clear why he didn’t want to leave the stage even after being fired by Michael Jackson in March 2009. The whole AEG “contract” was to be rewritten after that!

Here is page 13:


The next page is famous for the sentence closing this so-called contract. It says that the parties have agreed to the “foregoing” , but now will have to proceed to further negotiations to expeditiously reach the definitive agreement – which automatically means that everything you’ve read just now was absolutely NOT FINAL!

The other attraction of this page is the dramatic difference between Michael Jackson’s signature as an individual and Michael Jackson as a representative of MJ Company LLC.

Indeed, in comparison with all other Michael’s signatures in the AEG’s papers making up this “agreement” his signature for the company (on the left of the page) looks decidedly different from the rest of them and makes us suspect the worst – that it is forged.

Or it might be the other way about. The signature for the company might be correct, while all the rest of them may be forged – so it is up to you to choose which variant you like best.

Randy Phillips also signed this page after saying to Dr. Tohme “Very truly yours” – which is a very nice ending for this ‘contract’.

Here is the final page of it:


For your individual study I repeat page 14 from Leonard Rowe’s book:

Next comes Exhibit A which explains all the terms used in the paper we’ve just read. It is called “DEFINITIONS”

Definitions are crucial to any contract as its meaning wholly depends on how the parties define the main terms. Definitions are usually stated in the body of the contract as “attaching” them afterwards may fully change the meaning of the text written before.

The attachment provided by AEG does not have a date or signatures of the parties which were supposed to agree on these definitions – so we do not know when it was attached or whether Michael Jackson saw it at all.

I’ll go over only the main points as it is discussed in some detail in this post.

1) The first thing to notice is that this Definitions attachment is the only place which does not even say, but implies that Production Costs are to be the Artist’s responsibility. AEG speaks about it in a round-about way – “the Artist’s Net income is his Compensation minus Production costs”.

2) This attachment also gives you the idea of how much the Artist will earn from his business with this “leading world producer”. See for yourself:

Pool Revenue is everything they collect. Net Pool Revenue is everything they collect minus Pool Expenses. Pool expenses are the expenses incurred by Promoter. When all the money is collected AEG deducts their “pool” expenses and gets a huge 10% of the rest.
But the 90% remaining to the Artist still includes the sum of Production costs. The Artist is to deduct this huge pile from his share (and pay it to AEG) after which he is left with very little. Then he deducts all the “advances” he received earlier and is left with even less. This balance becomes his Net Income.

Then he gets only 90% of his net income, because the remaining 10% are needed by AEG for deducting their 5% Producer’s fee (see page 8 above). We can be more or less sure that the balance of 5% will also go in the same direction under another ridiculous pretext.

Please compare the above scheme with a normal way to divide the profit when the parties share the expenses fairly (first they deduct mutual expenses and then divide what’s left) and you will see the difference between the two.

Even without calculating the actual sums the end result is clear to us – AEG does practically nothing but gets a lot, while the Artist does almost everything but gets very little.

Below is Exhibit A (Definitions Attachment) starting with page 15 (as it is meant to be a continuation of the ‘contract’).

To understand the full meaning of the AEG deal with Michael Jackson – the best entertainer in the world and the pride of the nation – you should combine the definitions from this attachment with Contingent Compensation on page 2 of the contract, or read this post: Michael Jackson’s agreement with AEG – FRAUD IN THE ARTIST’S COMPENSATION. part 3:


Exhibit A (“Definitions”). Page 16:

Page 17 of Exhibit A (“Definitions”) provides the staggering list of production expenses to be covered by the Artist.

It is easier to say what is NOT to be covered by him because EVERYTHING is his responsibility.

Everything done on stage is his responsibility (sound, lights, staging elements, videos, pyro, etc.), everything regarding the personnel is his responsibility (salary, taxes, food, accommodation, visas, travel, local transportation, etc.) , everything concerning the instruments, their transportaion and storage is his responsibility, trucking, bussing and freight are his responsibility, tour creative art is his responsibility, all cancellation insurances issued for the benefit of AEG are his responsibility, and of course Dr. Tohme Tohme’s monthly $100,000 salary is now his responsibility too!

Never mind that the contract specifically said that Tohme’s fee was none of the Artist’s or Artist company’s business…

897 days ago
65.

Pegasus    

The list of Production costs is nightmarish (see point 8 please):


Since ALL productions costs were to be placed on Michael Jackson’s shoulders this clause needs to be repeated in better quality. While you are reading it again please don’t cry and keep in mind that the “definitions” attachment was never signed either by Jackson or by AEG. I even hope that Michael Jackson never saw it …

Here is this clause again (for its detailed analysis please go to Michael Jackson’s agreement with AEG – EVERYTHING AT MICHAEL’S EXPENSE! part 2):

Here is the next page of the Definitions attachment. Please pay attention to the Territory and the Term:

The Territory and Term are exceptionally important, so they will be repeated here too.

The Territory (i.e. the World) means that AEG had far-reaching plans for Michael Jackson (in case he survived the first 50 concerts of course) and the Term means that AEG was going to make him work for them for at least two and a half years until December 31, 2001.

After that a very strange thing was to happen – AEG could “in its sole discretion” extend the period further and set any number of shows until “all the advances were recouped”.

This takes us completely by surprise – they can add new shows unilaterally and practically admit that even after 2,5 years of working with them the Artist could still be unable to pay back the advances!

The trick by which they could add more shows was primitive and rude. AEG could increase the number of shows PRIOR to December 31, 2001, while the Artist’s company had the right to express “desire to end the Term” only ON December 31 when all new shows had already been added by AEG!

To get rid of AEG the Artist was to submit a BUY-OUT NOTICE (!) on or after December 31, 2011 and this Notice was to finally release him of this burden … but not until after he completed all additional shows and paid back the advances still “unrecouped” by AEG!

What is even more incredible is that AEG didn’t want to allow the Artist to leave this “joint business” of theirs even in case the Artist had already paid all the advances back !

The attachment explicitly says it – the Artist is to do additional shows “regardless of whether or not Promoter recoups one hundred percent of the Advances”!

So what they mean to say by this attachment is this – “Once we add more shows, you will do as we tell you, even if you do not owe us anything any more”:

“Artistco and Promoter shall have all of their respective rights and obligations under this Agreement with respect to any mutually approved Shows that have been scheduled prior to the Expiration Date and are to be performed after the Expiration Date as the result of Promoter’s decision to extend the Term regardless of whether or not Promoter recoups one hundred percent of the Advances prior to the completion of such Shows.”
I cannot believe my eyes.

Was it meant to be slavery?
Here is these points of Exhibit A once again:

Below is the last page of Exhibit A (“Definitions”).

This is how attachments should be made if you want to cheat on your partners – no date, no signatures, no nothing. This way you can add ANYTHING to it and at ANY time too, changing the meaning of what you have agreed about in the contract proper (of course if the judge allows you to).

Apparently some space in this attachment has been left in reserve for more ideas to be added in the future:

The next attachment is Exhibit B called “Inducement Letter”. The page enumeration starts anew.

Now that I see this paper again after a long break it looks to me even more ridiculous than ever – it is an inducement “to enter into” the agreement signed on January 26, 2009. How can it induce anyone to enter into an agreement which was already signed? No surprise that this paper does not carry a date of its own:


The next attachment is Exhibit C , called Promissory Note. The date on it is put in handwriting.

The Note is crucial as under this very do***ent Michael Jackson received the Initial advance and pledged as collateral everything that belonged or was to belong to his Michael Jackson Company LLC.

The beginning of the paper is not bad:


Page 2 of Exhibit C (Promissory Note). Here comes the COLLATERAL!

We can argue over the value of the Michael Jackson Company LLC as the Collateral in 2009 or in the future, but it doesn’t really matter much. Out of the many points specified in the Promissory Note the major one is that if it came to the worst AEG was to become an attorney-in fact for Michael Jackson’s company with “full authority” to take any action – up to “filing financial statements relative to the Collateral without the signature of the Holder” (Michael Jackson).

What we see here is the full Power of Attorney provided to AEG. It could enable them to act not only on behalf of MJ Company LLC, but according to the contract (remember that “miscelleneous” clause?) represent him where the Artist had “an interest in” as an individual. And this could include other Michael Jackson’s assets, probably even his ATV catalog…

Please note that the MJ Estate’s report of February 17 , 2011 disclosed that Michael’s liabilites to AEG reached the excess of $40 mln. and it was extremely difficult for him to pay back this huge sum in case they suddenly terminated the contract – unless this “contract” of theirs was not found void of course.

For detailed analysis of Promissory Note (a little outdated though) please go to: Michael Jackson’s agreement with AEG: EVERYTHING HE HAD for a $6,2 mln. PROMISSORY NOTE. part 4

Here is Exhibit C (Promissory Note), page 2:


The Collateral is so important that I am repeating its text in better quality:


Page 3 of Exhibit C Promissory Note gives to the Artist NO CHANCE TO ESCAPE.

In case of a minimal delay in paying back at least one portion of the advances AEG will demand the entire balance of them to be immediately paid:


The next page suddenly mentions that the advance money is to be paid back in “monthly regular payments”.

As almost every word in this deal this phrase is top important again! The previous page has just explained to us that if one portion of payment is not done on time, 5 business days later it will be called an Event of Default – and this will allow AEG to demand the whole sum of the advances to be paid immediately.

Page 4 of the Promissory Note is the only place where these monthly payments are mentioned (or barely touched upon). Information about them is so masterfully hidden in the prepayment clause that you cannot help thinking that AEG didn’t want it to be noticed by the Artist. But if business is done by AEG in such a stealthy manner all sorts of unpleasant surprises for the other side are possible…

Here is page 4 of Exhibit C (the Promissory Note):


You surely didn’t notice it, so I am repeating one of the above points again.

They claim that “herein” regular monthly scheduled payments are required. The implied schedule is a really big deal because if MJ breaks it by 5 days there will be a major default! But where is the schedule of payments they are talking of?


Page 5 of Exhibit C (Promissory Note) shows a couple of Michael Jackson’s signatures – both as an individual and head of the company. Both look genuine to me:


The next do***ent is Exhibit D (Letter of Credit for $15 mln.) under which Tohme will receive money for the shows performed on behalf of the Beneficiary (MJ Company LLC).

TOHME IS EVERYWHERE here:


Exhibit D. Standby Letter of Credit, page 2:

And this is the last attachment (Exhibit 1) which is the form to be filled after each 5 shows performed.

It states the so-called Interim Artist Advances which are actually the Artist’s hard earned money. Well, at least in this paper AEG does not misname it by the word “advances” but has the decency to call it the money AEG owes to the Artist’s company for the job done.


Related articles

JOHN BRANCA as a villain, AEG as an angel and KAREN FAYE as a business adviser in Michael Jackson’s affairs (vindicatemjj.wordpress.com)
Judge dismisses AEG Live from Joe Jackson lawsuit (ctv.ca)
AEG Live Entertainment and Dr. Tohme Tohme in a game against Michael Jackson. FRAUD, LIES AND DEVILISH INTENTIONS
Conrad Murray and AEG Live. HAD IT NOT BEEN FOR THEM, MICHAEL WOULD BE ALIVE NOW
More related articles

Michael Jackson’s agreement with AEG – FRAUD from the very start of it? part 1
Michael Jackson’s agreement with AEG – EVERYTHING AT MICHAEL’S EXPENSE! part 2
Michael Jackson’s agreement with AEG – FRAUD IN THE ARTIST’S COMPENSATION. part 3
Michael Jackson’s agreement with AEG: EVERYTHING HE HAD for a $6,2 mln. PROMISSORY NOTE. part 4
Michael Jackson’s agreement with AEG was NOT FINAL. We can RELAX now. part 5

897 days ago
66.

sofi    

75. duilama: 1 day ago

So i don't know what Michael would think but you on the other hand know correct?

-------------

The evidence was plastered in his creepy house all over in forms of notes and writing in the mirror ( as the saying goes - writing in the wall). Yes, you need a good beating to see what is obvious! You are so stupid you justify domestic violence!


No you are stupid! THERE WAS NO INCRIMINATING EVIDENCE AT ALL! What Domestic violence are you talking about? Michael never hit his children.
You still haven't answered my question.Why WEREN'T THE SUPPOSSED VICTIMS EXAMINED BY A DOCTOR?

897 days ago
68.

Smiley    

What the fffff? I'm surprised they didn't tell him he was too old or he missed the senior citizen home, down the block. SMH. I love Michael, Janet and all the others.. But Joe.. -_- I can't stand his fake ass.

897 days ago
72.

MiMi    

ROFL.....


Guess duidumdum is so lonely that she keeps multiple boards open on TMZ just waiting for someone to post so he can talk more about his beloved MJ.

Thing is, he posted the above on this board first, which BTW was the WRONG board........... O-o

-

http://www.tmz.com/2012/03/16/jason-russell-video-naked-m...

895 days ago
74.

Pegasus    

“JACKSON’S DAY”; May 25th, 2012 in Cannes, France - During Cannes Film Festival
Posted by Simon Sahouri on February 18, 2012 at 1:51am
0 Comments 3 Likes +1

We at the Jackson Family Foundation want to thank Richard Nilsson & Associates the Owners of “Superieur Lounge” in Cannes, France for all the help and support that have given us all through the past year and also by hosting during Cannes Film Festival last year a Gala Event at his “Villa Oxygen” honoring Mr. Joseph Jackson The Chairman of the Jackson Family Foundation and the creator of the First Family of Music the Jacksons and for dedicating “Jackson’s Day” on the 25th, of May 2012 at the Grand opening of the “ Superieur Lounge” in Cannes, France during Cannes Film Festival. We appreciate your due-diligence and persistence in highlighting the vision and the Mission of the Jackson Family Foundation. You took it on your self to Support, introduce and present us whenever opportunity arises. We also thank you for creating through one of most Exclusive Clubs in the world “Superieur Lounge “ a recognition for The Jackson Family Foundation and to have part of the proceeds from merchandising to be donated to the Jackson Family Foundation. info@jacksonsday.com, www.superieur-lounge.com
.

895 days ago
75.

MiMi    

Ahhhh dumdum,


YOu don't have to keep trying to prove to everyone how much you hate MJ.

Your posts speak to the fact that you read every MJ fan site you can find and that you actually LOVE & Admire him. Heck you even post about him on non MJ related boards.

Now just who are you trying to kid??? Us? Or yourself?

895 days ago
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