—~ Execution Version SEARS CENTRE CHICAGO BULLS DEVELOPMENT LEAGUE LICENSE AGREEMENT THIS LICENSE AGREEMENT (the "Agreement’) is made and entered into this ‘41th day of November 2015 (the “Effective Date"), by and between the VILLAGE OF HOFFMAN ESTATES, an Illinois home rule municipal corporation (the “Village”), and Northwest Sports LLC, an Ilinois limited liability company (the ‘Licensee") WITNESSETH: WHEREAS, the Licensee is simultaneously herewith being granted the right to ‘own and operate a National Basketball Association Development League ("NBADL") team that will be affiliated with the Chicago Bulls National Basketball Association (NBA’) team (the “Team’). WHEREAS, the Village is the owner of a mulfi-sports and entertainment facility located at 5333 Prairie Stone Parkway, Hoffman Estates, Illinois 60192 currently known. as the Sears Centre Arena, including administrative offices, kitchen space, food and beverage facilities, box office, locker rooms, basketball court designed for playing League games, general seating (including standing viewing areas, if any), premium seating areas (including club seats, private luxury suites and related lounge areas and the like), retait stores, storage areas, common areas available to the public (e.g., walkways, hallways, corridors, stairways, concourses, elevators, public restrooms), parking, press areas, control rooms for all audio and visual communications systems. (eg., scoreboards, television and loudspeaker systems, public address systems, timers, clocks, video monitors, transmission equipment antennas, signs, marquee and internet systems) and lighting control areas within or adjacent to such area (collectively, the "acility’). WHEREAS, pursuant to a management agreement (a “Management Agreement’) between the Village and a third party manager (a ‘Manager’), including, as of the Effective Date, that certain Management Agreement, dated as of January 1, 2010, as amended on September 24, 2012, and November 3, 2014, by and between the Global Spectrum, L.P., d/b/a Spectra Venue Management and the Village, the Village shall grant to a Manager the right to manage the Facility. WHEREAS, the Village has the power and authority to license the use of the Facility (and all portions thereof) to others for the purpose of holding and presenting certain events. WHEREAS, the Licensee, as a member of the League is concurrently herewith receiving all necessary approvals of the League to use the Arena (as defined below) and all portions thereof for the Term (as defined below) and in accordance with the provisions set forth herein. As used in this Agreement, “League” includes the NBADL and any successors or other leagues or associations of professional basketball teams affiliated with the NBA in which the Licensee owns or operates a professional basketball Chicago Buts Development League Lloanse Agreementfranchise or is a member. “Arena” means all portions of the Facility other than its administrative offices (except for the office space described in Section 16.4), storage areas (other than as described in Section 15.C.), kitchen space, food and beverage facilities and marquees. WHEREAS, the Licensee desires to license the use of the Arena from the Village, and the Village desires to license the use thereof to the Licensee, for the purpose of holding (i) pre-season, regular season and post-season League games of the Team that are designated by the League as “home games" of the Team (but not including games of the Team played in what is currently known as the NBA D-League Showcase) (‘Home Games’) beginning with the 2016-2017 League season and running through and including the 2036-2036 League season and (ii) other basketball, community or fan engagement events, including, but not limited to, practice or scrimmages (which may include the Chicago Bulls), exhibition games against non- League teams, ticket sales “open house” events, meet the Team events and fan fest events (‘Other Licensee Events’ and, together with the Home Games, the ‘Licensee Events’), all subject to the terms and conditions set forth below. NOW, THEREFORE, in consideration of the covenants and agreements contained herein, and intending to be legally bound hereby, the parties agree as follows. 1, License. A. Use. Subject to the agreements, conditions and provisions contained in this Agreement, the Village hereby licenses to the Licensee, and the Licensee hereby licenses from the Village, the right to use any portion or all portions of the Arena during the Term for the purpose of (j) playing, exhibiting and presenting Licensee Events and the related set-up, take down and other pre- and post-game and halftime activities; (ji) conducting day-to-day business and basketball operations and activities and events related to the Team; (iii) marketing and advertising the Team, the League and the Licensee Events; (iv) watching, producing, broadcasting and reporting on Licensee Events and covering other Team activities by Multimedia Distribution (2s defined in Section 10); (v) selling tickets to Licensee Events in accordance with Section 7; (vi) exploiting the right to display, transmit or utilize advertising rights in accordance with Section 8; and (vil) any other use directly related to the foregoing uses set forth in clauses (j)-(vi) (collectively, the "Intended Purpose"). Subject to the terms and conditions of this Agreement, the Intended Purpose may be conducted directly by Licensee or indirectly through other persons or entities pursuant to contracts with Licensee or any of its affiiates. B. Set-up for Licensee Events. On the day of each Home Game and, to the extent applicable, Other Licensee Event, the Village shall set-up, or cause to be set-up, the Arena in basketball configuration (as depicted in Exhibit A), including all facilities, systems and equipment then necessary for the performance of such Home Game and, to the extent applicable, Other Licensee Event, to satisfy the Operating Standards (as defined in Section 5.B.), including the basketball court, the Team and (Chicago Bulls Development League License AgreamentVisiting team chairs, scorer’s table and any extensions attached thereto (including courtside LED display), basketball stanchions, backboards and hoops, complete and effective lighting system and audio and visual communication systems, including scoreboards, loudspeaker systems, public address systems, timers, clooks, video monitors, transmission equipment, antennas and signs (other than signs that constitute Basketball Inventory (as defined in Section 8.A.) that are set-up before, and taken down after, each Home Game and/or Other Licensee Event, as applicable), within the Arena (collectively, the “Basketball Configuration’). The Basketball Configuration shall be available and operational at least four (4) hours before tip-off, and shall continue throughout each Home Game at the Arena and, to the extent applicable, Other Licenses Event, after which time the Village shall ‘tear-down such facilities (unless the immediately succeeding Event is a Home Game or applicable Other Licensee Event, in which case the parties may reasonably determine to not tear-down such facilities) The Village will also provide one-time labor or other costs associated with establishing permanent sufficient power supply to the area beneath or adjacent to the location of the scorer's table in the Arena. The Village shall ensure that staffing levels for the set-up, execution and take down of Licensee Events are at all times in accordance with the Operating Standards. Cc. Exclusive Use on Licensee Event Days. The Village shall provide the Licensee with use of all portions of the Arena as and when reasonably necessary to carry out the Intended Purpose during the Term, including, but not limited to, exclusive (other than with respect to the Arena box office) use of the Arena (i) with respect to any Home Game, from 4:00 a.m. on the date of such Home Game to the later of 11:59 p.m. on the date of such Home Game and two (2) hours after the conclusion of such Home Game if it ends after 10:00 p.m. (provided, that the Vilage shall consider providing the Licensee with exclusive use of the Arena on the date of such Home Game beginning earlier than 4:00 a.m. on the date of such Home Game upon Licensee's request) and (i) with respect to each Other Licensee Event, for a reasonable amount of time necessary to hold such Other Licensee Event, including related set-up, tear-down, cleanup or other conversion activities related thereto (the "Exclusive Use Period’); provided, that the Village may exclusively use a portion of the Arena parking lots during the Exclusive Use Period until two (2) hours immediately prior to the doors opening to the public for a given Licensee Event to the extent that the Village's use of such portion of the Arena parking lots does not impede or otherwise negatively affect the Licensee's use of the Arena or any portion thereof. Except as otherwise provided in this Section 1.C., the Licensee shall have uninterrupted exclusive (other than employees of the Village and/or any Manager) access to and from the Arena, including ingress and egress, during the Exclusive Use Period. Notwithstanding the foregoing, with a minimum notice of ten (10) days, the Village may, subject to Sections 15 and 16, limit the use of portions of the Arena by the Licensee and visiting teams prior to a Licensee Event to the two (2) hours immediately preceding the scheduled start time (e.g., opening tip-off for a Home Game) of a given Licensee Event solely for the Village's (or its licensees’) use of the Arena for a revenue generating event at the Arena or to allow a changeover to be completed from a prior event for up to thirty-three percent (33%) of the Home Games in a given League Chicago Bulls Development League License Agreementseason (beyond which consent must be provided by the Licensee); provided, that such limitation shall not affect Licensee's Exclusive Use Period after conclusion of any Licensee Event. Subject to Sections 15 and 16, the Village retains the right to use and/or license the use of the Arena during times other than the Exclusive Use Period D. Additional Exclusivity. Except with the prior written consent of the Licensee with respect to clauses (}(ii) below (which consent may be withheld or conditioned in its sole discretion) or as otherwise set forth in this Section 1.D., at no time during the Term shall the Village use, or permit any other third party to use, the Arena (or any part thereof): (j) for any regular season or post-season basketball game involving any professional basketball team, any professional basketball league, but shall not include the presentation of family shows (by way of example the Harlem Globetrotters and And Mixtape Tour may be scheduled), (ii) for any regular season basketball game (which, for avoidance of doubt, shall not include exhibition, neutral site, post-season or tournament games) involving any Division | NCAA college team, any Division | NCAA Conference or any other organization using the competitive services of Division | NCAA basketball players or (ii) in violation of applicable iaws Notwithstanding clause (i) above, the Village may, subject to Sections 1.C., 6.G., 15, 16 and clauses (ii)-il) above, permit a Chicago-based Women's National Basketball Association (‘WNBA’) team to use the Arena for such team’s regularly scheduled pre- season, regular season and/or post-season games that are designated by the WNBA as the *home games” of such team; provided, that (1) all such home games played by such WNBA team at the Arena must take place during the Team's off-season, (2) neither such WNBA team nor any of its affiates shall be granted any rights with respect to Licensee Inventory and revenue derived therefrom, (3) any amounts allocated to such WNBA team with respect to the sale of Fixed Advertising shall not be deducted from gross revenue derived from the sale of Fixed Advertising for purposes of calculating Net ‘Advertising Revenue (as defined in Section 8.E.) and (4) prior to entering into an ‘agreement with any such WNBA team, the parties will engage in good faith discussions regarding sharing of net revenue between the parties under this Agreement. 2. Team. The Licensee is simultaneously herewith being granted the right to own and operate the Team pursuant to an Ownership and Operation Agreement with the NBADL (the ‘Ownership and Operation Agreement"). The Licensee agrees to cause the Team to play at least seventy percent (70%) of its regular season Home Games at the Arena during the Term; provided, that the Licensee shall not be required to cause the Team to play the following Home Games at the Arena: (i) any pre-season Home Games scheduled by the Licensee or the League, and post-season Home Games scheduled by the League to be played at an alternate, neutral venue; provided such Home Games may not be played at an arena located within a fifteen (15) mile radius from the Facility, (ii) any Home Games scheduled for dates on which the Arena is not suitable for presentation, exhibition, playing or viewing of such Home Game, including, without limitation (in addition to, and in no way jimiting, any other remedies available to the Licensee hereunder), due to an Alternate Site Condition, Event of Force Majeure and/or Condemnation Action and (ji) any Home Games scheduled for dates on which the Arena is not available to the Licensee due to a scheduling conflict with the Chicago Bulls Development League License Agreement -4Village (in addition to, and in no way limiting, all other remedies available to the Licensee hereunder), For the avoidance of doubt, the Licensee shall not be in breach of the Agreement if any Home Games are not played due to a League work stoppage 80 long as the Licensee provides the Village with notice of any cancellation of Home Games due to a League work stoppage within seven (7) days of the League notifying the Licensee of any such cancellation. 3. Term. A Subject to Sections 3.F and 3.G, the “Initial Term’ shall commence on the Effective Date and, unless terminated earlier in accordance with the terms herein, shall expire on June 30, 2024 (the “Initial Expiration Date"). If this Agreement is not terminated in accordance with the terms herein prior to the Initial Expiration Date, after the expiration of the Initial Term, this Agreement shall continue for three (3) successive five (5) year additional terms (each, an “Additional Term") unless terminated earlier in accordance with the terms herein, For avoidance of doubt, the first Additional Term shall commence on July 1, 2021 and end on June 30, 2026, the second Additional Term shall commence on July 1, 2026 and end on June 30, 2031 and the third Additional Term shall commence on July 4, 2031 and end on June 30, 2036, in each case unless this Agreement is terminated earlier in accordance with the terms herein. ‘The “Term” shall mean the initial Term, together with all applicable Additional Terms for which this Agreement is kept in effect as provided herein. B. This Agreement may be terminated by the Licensee without penalty prior to the commencement of each Additional Term. Such termination by the Licensee must be exercised in writing to the Village not later than May 1, 2021 with respect to the first Additional Term; not later than May 1, 2026 with respect to the second Additional Term; and not later than May 1, 2031 with respect to the third Additional Term. C. Should the Licensee not average a Drop Count (as defined below) at regular season Home Games of at least 2,200 patrons per regular season Home Game played at the Facility for two (2) consecutive League seasons during the first Additional Term, the Village has the right, but not the obligation, to terminate this Agreement as of the expiration of the first Additional Term by providing written notice to the Licensee not later than May 1, 2025. “Drop Count’ shail mean the sum of all paid tickets sold plus the sum of all complimentary tickets provided for a given Licensee Event whose holders attend such Licensee Event. D. __ This Agreement may be terminated by the Licensee without penalty if the Arena’s configuration or seating capacity is materially changed to the detriment of the Licensee. E. This Agreement may be terminated by the Village without penalty if the Team is no longer affiliated with the Chicago Bulls NBA team. ‘Chicago Bulls Development Lesgue Licnse Agreement -5F. Notwithstanding anything in this Agreement to the contrary, the rights and obligations of the parties set forth in this Agreement shall not be binding until the NBADL provides approval of this Agreement and the terms and conditions of this Agreement shall be null and void if this Agreement has not been approved by the NBADL by January 1, 2016. G.__ Notwithstanding anything in this Agreement to the contrary, the rights and obligations of the parties set forth in this Agreement shall not be binding and the terms and conditions of this Agreement shall be null and void if this Agreement has not been executed by the parties within ninety (90) days after approval by the Village Board of Trustees, 4. Compensation, A. Base Fee. 1. Licensee shall pay the Village a “Base Fee" per Home Game held in the Arena as follows: Initial Term $5,000 per Home Game first Additional Term $5,500 per Home Game second Additional Term $6,000 per Home Game third Additional Term $6,500 per Home Game Notwithstanding the foregoing amounts, the Base Fee is subject to increase if either the federal or State of Illinois’ minimum wage (but, for avoidance of doubt, not the Village or county minimum wage) is increased at any point during any Term. Any such increase in the Base Fee will be proportional to the actual increase in Arena expenses due to such minimum wage increase as demonstrated by expense history and as agreed to by the Village and Licensee, 2. Services for Home Games to be provided by, or caused to be provided by, the Village, that are included in the Base Fee include audio-visual personnel (two (2) for assistance in tech booth), box office personnel, changeover costs, cleaning, basic Intemet (as in place currently), security, box office ticket sellers, ticket takers, ushers, and (subject to Section 5.€.) utilities. Arena staffing of the foregoing services shall commence at least one (1) hour prior to doors open for each Home Game and continue through one (1) hour after the conclusion of each Home Game. Licensee may host pre/post Home Game activities (with approval of the Village not to be unreasonably withheld, conditioned or delayed), but Licensee must manage crowds and Home Game day activities in a safe and reasonable manner with Licensee staff and/or volunteers to the extent such Home Game day activities are outside the hours set forth above in this Section 4.4.2. In the event the Village, at its reasonable discretion, deems the need for additional staffing for crowd management for Home Game day activities outside the hours set forth above in this Section 4.A.2, the Village Chicago Bulle Development League License Agreement -6.will advise Licensee in advance and provide staff to assist the Licensee with managing Home Game day activities. Licensee will bear the incremental cost of such additional staff, The Licensee shall reimburse the Village for documented additional charges due and payable by the Village related to any pre or post Home Game concerts or promotional events held by the Licensee that create staffing or out-of-pocket expenses above and beyond the costs covered by the Base Fee as set forth herein. B. Advance Payment, In any League season, the Licensee shall pay in advance the Base Fee for four (4) Home Games if the expenses deducted set forth in the applicable Settlement Statement by the Village are greater than revenue remitted back to the Licensee for two (2) consecutive months. If expenses set forth in the Settlement Statement are greater than revenue remitted back to Team for a third month during such League season, the Licensee shall pay in advance the Base Fee for four (4) Home Games. In no event shall the Licensee be required to make any advance payments with respect to any Home Games scheduled during the following League season. Additional Fees, 1. Drop Count Fee. With respect to Home Games, based on Drop Count, Licensee shall pay an additional fee as set forth in Exhibit B attached hereto. 2. Pyrotechnics/Confetti Fee. The Licensee shall reimburse the Village for any reasonable and documented out of pocket charges due and payable by the Village for additional costs associated with the use of pyrotechnics and/or confetti at Licensee Events held at the Arena. 3. Facility Fee. A One Dollar ($1.00) facility fee (the “Facility Fee) will be charged on ail paid tickets (including all paid Suite tickets) for Licensee Events and complimentary tickets for Home Games except as set forth below: a. No Facility Fee or any other ticketing fees will be charged to the Licensee and/or any ticketholder (and any ticketholder and/or the Licensee will be reimbursed, as applicable) for the Licensee Suites set forth in Section 74. b. No Facility Fee or any other ticketing fees will be charged to the Licensee and/or any ticketholder (and any ticketholder and/or the Licensee will be reimbursed, as applicable) for any paid tickets (including all paid Suite tickets) for Licensee Events to the extent the ticket price is refunded to the holder of such paid ticket. c. No Facility Fee will be charged to the Licensee and/or any ticketholder (and any ticketholder and/or the Licensee will be reimbursed, as applicable) for any Other Licensee Events that (i) are free to the public or (ii) require ‘Chicago Bus Development League License Agreement -7-paid admission, but for which the net proceeds will be donated by the Licensee to a non-profit organization (e.g., American Heart Association, American Cancer Society), d. For avoidance of doubt, no Facility Fee or any other ticketing fees will be charged to the Licensee and/or any ticketholder (and any ticketholder and/or the Licensee will be reimbursed, as applicable) for (i) any complimentary tickets to Licensee Events as set forth in Sections 7.J.4 and 7.K and/or i) any other complimentary tickets the Village may receive for Licensee Events. 4, Credit Card Fees. The Licensee will reimburse the Village for the actual documented out of pocket credit card costs related to Arena box office ticket sales for Licensee Events that are due and payable by the Village to a third party with respect to processing tickets for Licensee Events. The Licensee will be responsible for all credit card costs related to ticket sales for Licensee Events other than through the Arena box office (ie, intemet, phone and outlet ticket sales) that are due and payable to a third party with respect to processing tickets for Licensee Events. 5. Fees for Other Licensee Events. With respect to Other Licensee Events, the Licensee shall reimburse the Village for reasonable and documented incremental staffing or out-of-pocket expenses (eg., costs related to security, box office ticket sellers, ticket takers, ushers retained for the Other Licensee Event) due and payable by the Village directly related to Other Licensee Events, but, for avoidance of doubt, not including overhead costs. Licensee shall be permitted to offset any fees due and payable to the Village pursuant to this Section 4.C.5 against the Other Licensee Event credit set forth in Section 9. Arena staffing of the foregoing services shall commence at least one (1) hour prior to doors open for each Other Licensee Event and continue through one (1) hour afer the conclusion of the official event program for ‘each Other Licensee Event. Other than as set forth in this Section 4.C. and 4.F., there are no additional fees to be charged to the Licensee for license and use of the Arena for Licensee Events (including with respect to the office space described in Section 16. and pro shop described in Section 16.C) other than the Base Fee (e.g., no per ticket fee, no Suite license fee, no online ticketing fees, no convenience charges, no changeover costs, no office rent, no retail store rent, no internet fees, no phone charges other than as described in Section 16.4). 6. _ Labor Union Costs: if the Licensee wishes to further ‘enhance the Basketball Configuration on a one time or per Home Game basis beyond the Operating Standards, the Licensee shall be responsible for labor union costs associated therewith as set forth in the Village's then existing labor union agreement. If the Operating Standards necessitate incurrence of labor union costs as set forth in the Village's then existing labor union agreement (which, by way of example may include the setup of scorer’s table LED), whether on a one time or per Home Game basis, the Licensee and the Village mutually agree to share equally in such labor union costs Chicago Bus Development League License Agreementrequired to comply with the Operating Standards. Spotlight operators will be the sole cost of the Licensee. D. — Conoessi lit, The Village shall pay the Licensee for concession sales (including for concession sales in Suites) on a sliding scale based on Drop Count as set forth in Exhibit C attached hereto. The Village shall pay the Licensee such amounts based on net revenue from such concession sales after deducting all direct and indirect costs related to such concession sales as set forth in the applicable Concessionaire Agreement (as defined in Section 12 below). To the extent the costs and expenses related to concession sales are not directly attributable to a specific Licensee Event and are also applicable to Other Events, such costs and expenses shall be equitably allocated to the Licensee. E. Parking, The Village shall provide all staffing for parking operations at the Arena with respect to Licensee Events and shall pay all sales taxes, payroll and payroll taxes for parking personnel. Licensee shall receive fifty percent (50%) of the Village's share of parking revenue received after deducting documented costs due and payable by the Village for parking attendant (collectors/flaggers) wages, police, parking- related taxes, prorated parking ticket printing and money counters. Up to seventy-five (75) cars for Licensee personnel, including players, employees, part-time Licensee Event day employees and up to fifty (50) additional cars for Licensee's guests, sponsors and/or invitees will not be charged for parking whether on Licensee Event days or other days as necessary for work purposes. The Licensee shall have approval rights over parking prices to be charged to Arena patrons with respect to Licensee Events, provided that such approval may not be unreasonably withheld, conditioned or delayed and must take into consideration the parking prices charged at similarly situated facilities for sports and entertainment events. For avoidance of doubt, references to “employees of Licensee shall include employees of Licensee and its affliates. F. Online Ticket Purchases. On-line purchases for tickets to Licensee Events, subject fo ticket order fees as set forth in this Section 4, will be structured in accordance with the terms and conditions of the applicable Ticketing ‘Agreement (as defined below in Section 7.B.). With regards to any new or successor ticket service agreement the Village may enter into for box office and or on-line ticket services, the Licensee/customer shall be billed actual documented out of pocket costs due and payable by the Village with respect to such services for Events with no mark up. 5. Arena Standards. A. League Rules. Village agrees to comply with League Rules. “League Rules” means (@) all present and future rules, regulations, policies, memoranda, resolutions and directives of the League (including, but not limited to, the League Operations Manual), (b) any agreements or arrangements to which the Team or the Licensee is (or after the Effective Date may become) subject or by which it or its asseis are (or after the Effective Date may become) bound with, or in favor of, the Chicago Bus Development League Liconse Agreement -@-League (including, but not limited to, the Ownership and Operation Agreement (as defined below)), (c) any agreements and arrangements to which the League teams generally or the League, or its respective affliates are (or after the Effective Date may become) subject or to which they or their assets are (or after the Effective Date may become) bound, and (d) as otherwise set forth in Exhibit D as revised and attached hereto, in each case as they may be adopted, or amended or supplemented from time to time, Any substantial direct financial costs or obligations imposed upon the Village as a result of the parties’ compliance with League Rules will be allocated between the Team and the Village as mutually agreed upon by the parties. Independent of the obligations of League Rules, the Village will maintain the Facility in accordance with the Maintenance and Repair Standard (as defined below). B. Operating Standards. The Village shall, or shall cause a third party (e.g., any Manager) to, at its sole cost and expense, manage and operate the Arena in a professional manner and at a level of quality and consistency necessary to provide a First Class attendee experience for all Licensee Events, including: (i) sufficient on-site, uniformed security in accordance with industry standards for customer safety in and around the Arena, (i) trained box office, ticketing and ushering staif that provides cordial ticketing and ushering services as necessary to accommodate efficient patron seating and other related services, (ii) high standards of cleanliness in all Arena facilities open to patrons supported by regular, prompt and quality janitorial and housekeeping staff, and (iv) clean, efficient and well-staffed concessions operations appropriate to provide adequate and First Class supplies and services to patrons in a First Class, professional, businesslike and efficient manner and otherwise meeting the requirements of the applicable Concessionaire Agreement. In furtherance of the foregoing, the Village shall cooperate with the Licensee to ensure that due consideration is given to the Licensee's customer service goals for Licensee Event attendees and the Licensee's requests concerning staffing and customer service matters with respect to Licensee Events. The Village shall consult with the Licensee regarding the determination of security measures. The obligations set forth in this Section 5.B. shall be referred to hereinafter as the ‘Operating Standards” For purposes of this Agreement, “First Class" shall mean above the median level (ie., in the top half) of arenas in North America that serve as home arenas for League teams during the Term. C. Staffing at Licensee Events. To the extent the costs and expenses related to staffing at Licensee Events are not directly attributable to a specific Licensee Event and are also applicable to staffing Other Events, such costs and expenses shall be equitably allocated to the Licensee as an expense to Licensee based on the number of Licensee Events relative to such Other Events during the period of determination. D. Maintenance and Repair Standard. The Village, at its cost and expense, shall timely make and underiake ali maintenance and repairs at the Arena at a level such that the Arena (i) is in First Class condition ready for all Licensee Events, (i) and complies with all applicable laws (the “Maintenance and Repair Standard”). In furtherance of the foregoing, the Village shall operate and maintain in good, clean order, (Chicogo Bus Development League License Agreement. - 10condition and repair the Arena, including its fixtures, machinery, equipment, improvements and all other components (including all utilities and hookups set forth herein), so that the Arena satisfies the Maintenance and Repair Standard. In connection with the foregoing, the Village shall be responsible for garbage removal from the Arena, None of the facilities or equipment required for Licensee Events shall be eliminated (in whole or in substantial part) without the Licensee's prior written consent, other than replacing damaged or obsolete furniture, fixtures, machinery or equipment. The Village shall provide adequately trained janitorial, pest control, maintenance and support staff to perform the Village's maintenance obligations. If and to the extent Licensee wishes to further enhance elements of the Arena beyond the Maintenance and Repair Standard, Licensee will be responsible for any additional labor or other costs associated with such elements, including expenses as set forth in the then existing labor union agreement E. Utilities. Subject to Section 16.A., the Village shall, at its sole cost and expense, furnish sufficient water, sewer, natural gas, heat, air-conditioning, electric {including interior and exterior lighting), game-related telephone, internet connection (basic intemet as already provided), and other utilities and hookups at existing levels as, are necessary to operate the Arena for the Intended Purpose. ‘The electricity for the Arena shall at all times be sufficient to permit the Licensee to fully enjoy all of the Intended Purpose under this Agreement. F. Capital Expenditures. The Village shall be responsible for and, at its sole cost and expense shall timely make, all capital expenditures to the Arena (the “Capital Expenditures”) required to be made to the Arena or the fumiture, fixtures, machinery or equipment located therein in order to meet the Maintenance and Repair Standard. The Village shall (a) undertake such Capital Expenditures with reasonable efforts and (b) perform such work at times and in a manner that, to the extent reasonable under the circumstances, minimizes interference with the Licensee's use, occupancy and possession of the Arena. In the case of an Emergency (as defined below), Licensee shall notify the Vilage of such Emergency and the Village shall take whatever steps are necessary to alleviate the Emergency. “Emergency” means any condition or situation that presents an imminent and significant threat (or if not immediately acted upon will present an imminent and significant threat) to the health or safely of users of the Arena or to the structural integrity of the Arena. G. The Licensee acknowledges the playing surface to be provided by the Village will require painting and surface applications to League Rules at Licensee's cost. H. _ Atits cost, the Village will install and maintain a curtain system that sections off the end of the Arena consistent with Exhibit A attached hereto. |. Licensee is responsible for any damages to Arena equipment if caused by Licensee and/or patrons at Licensee Events, beyond normal wear and tear typical for professional basketball (by way of example, normal wear and tear does not include a shattered backboard) CChicage Bute Development League License Agroomont = 11 ~6 Scheduled Dates. During the Term, the parties shall schedule Home Games in accordance with the following: A. Reqular Season Home Games. By March 16 of each calendar year during the Term, the Village will provide the Licensee with a minimum of fifty (50) dates (subject to adjustment in accordance with Section 6.C.) for the upcoming League season on which the Arena will be available for regular season Home Games as follows’ 4. Aminimum of twenty-two (22) such dates shall fall on Friday ‘or Saturday nights during the applicable League season, excluding Christmas Eve and Christmas Day and NBA All-Star Weekend, as follows: a. A minimum of two (2) Friday or Saturday nights in November of each League season during the Term. b. A minimum of four (4) Friday or Saturday nights in December of each League season during the Term, c. A minimum of four (4) Friday or Saturday nights in January of each League season during the Term. d. A minimum of four (4) Friday or Saturday nights in February of each League season during the Term. e. A minimum of four (4) Friday or Saturday Nights in March of each League season during the Term. f. The maximum number of Friday or Saturday nights to be provided in any one month of each League season during the Term is six (6). g. The total number of Friday or Saturday nights to be provided by the Village between January 2nd, and the conclusion of the applicable League regular season is sixteen (16). 2. A minimum of fifteen (15) weekday (Le., Monday through Thursday) dates during the applicable League season, excluding Christmas Eve and Christmas Day and NBA All-Star Weekend, at least twelve (12) of which shall not be consecutive to other submitted dates. 3. Following March 16 of each year during the Term, but prior to release of the League schedule for the applicable League season, and subject to League approval in each instance, should the Village require one or more of the Licensee protected dates set forth in Section 6.A.1, the Village will provide a like date(s) as a replacement, For example, if the Village needed to ‘take back’ a Saturday, then CChioage Bus Development League License Agroomert. 12the Village would provide the Licensee with a ‘new’ Saturday during the same time period as a replacement date. With the approval of Licensee and the League, the Village may exchange a Saturday for a Friday and Friday for a Saturday should the need arise. 4, Dates not needed by the Licensee for the upcoming League season as of the later of (a) August 30 of the applicable calendar year and (b) the date ‘on which the League schedule for the upcoming League season is released will be retumed to the Village. If League delays release of the schedule until after August 30, Licensee shall use reasonable efforts to cause the League to “release” any held dates to the Village (to the extent no longer needed by the League) by August 30 of the applicable calendar year with respect to the upcoming League season. 5, The Licensee shall use reasonable efforts to cause the League to identify all neutral site Home Games for the upcoming League season at the time the schedule for such League season is released. B. Post-Season Home Games. in addition to the fifly (50) dates for regular season Home Games set forth in Section 6.4.1, the Village will also reserve eight (8) evenly-distributed dates for post-season Home Games on dates that fall during the period commencing on the date that is three (3) days after the end of the regular season for the then-current League season and the last day of the post-season for then- current League season, Such dates for post-season Home Games shall be reserved by the Village on or before February ‘st of the then-current League season. Licensee agrees to provide proposed dates for post-season Home Games to the League. The Licensee shall notify the Village as soon as practicable if the Licensee shall require use of the Arena for any post-season Home Game occurring after the completion of the regular season of any League season. Upon its elimination from playoff contention, the Licensee shall immediately release any dates previously held for post-season Home Games to the Village. C. —Adjusiments to League Schedule. The parties acknowledge that the rights and obligations set forth in this Section 6 are based on a given League regular season beginning on or around November 10 of a given calendar year and ending on or around April 2 of the following calendar year and the League post-season beginning on ‘or around April § of such following calendar year and ending on or around April 25 of such following calendar year. The Village acknowledges that the length of each League season (including the post-season) may be changed (e.g., the number of games piayed in the League season may be increased andlor the number of calendar days in a given League season may be increased) during the Term. If during the Term, a change in the length of the League season necessitates a change in the number or timing of distribution of dates Licensee needs to schedule Home Games, subject to this Section 8.C., the Village agrees to change the number and timing of available dates provided to the Licensee pursuant to this Section 6 commensurate with such change in the League season. By way of example only, () if the number of regular season Home Games played in @ given League season increases from twenty-five (25) regular season Home Chicago Bus Development League License Agroament 18Games to thirty (30) regular season Home Games, the Village shall provide the Licensee with sixty (60) dates on which the Arena will be available for regular season Home Games and (ji) if the League season increased from eight (8) potential post- season Home Games to twelve (12) post-season Home Games, the Village shall provide the Licensee with twelve (12) evenly distributed dates on which the Arena will be available for post-season Home Games. Notwithstanding the foregoing, the minimum number of Friday and Saturday dates on which the Village is obligated to make the Arena available to the Licensee for regular season Home Games during a given League season shall be increased only to the extent that the number of calendar days by which the regular season and/or post-season of such League season, as applicable, is increased and then only by an amount commensurate with and proportional to the number of calendar days by which the applicable League regular season and/or post-season, as applicable, is increased (e.g., if the final date of the League regular season is changed from on or around April 2 to on or around April 17 then the Village shall use best efforts, and subject to the Facility event calendar and existing commitments, make available only a minimum of two (2) additional Friday or ‘Saturday nights for Home Games during such League season). D. _ Pre-Season Home Games. If the Licensee shall require additional dates during the Term to play pre-season Home Games, the parties will work together with the League in good faith to determine dates for such Home Games. E. Other Licensee Events. On or before September 15 of each calendar year during the Term, the Licensee shall submit a request for ten (10) dates for hosting Other Licensee Events during the period beginning on November 1 of such calendar year and ending on October 31 of the following calendar year (the “Operating Year’) as follows: four (4) dates during the League season in such Operating Year and six (6) dates during the off season in such Operating Year; provided, that the initial Operating Year shall commence on the Effective Date and end on October 31, 2016 and the Licensee shall submit its request for dates to host Other Licensee Events during the initial Operating Year by December 31, 2015 (it being understood by the parties that Licensee shall not host any Other Licensee Events during the initial Operating Year prior fo date on which it submits its request for dates for the initial Operating Year unless otherwise agreed to by the parties). The Village shall then provide a list of available dates in response to Licensee's request within fifteen (15) days. The Village shall exercise best efforts to schedule the Licensee's preferred dates for Other Licensee Events, but cannot guarantee any or all requests by the Licensee to reserve dates to host Other Licensee Events. For example, if the Village is unable to satisfy Licensee's request for a Sunday date, then the Village would provide the Licensee with a ‘new’ Sunday date during the same time period as a replacement date, subject to Facility event calendar. In any event, the Village may provide at least four (4) weekend dates {ie., Friday through Sunday) to the Licensee to use the Arena for Other Licensee Events during the off-season of each applicable Operating Year. F. Other Events. The Licensee acknowledges that the Arena is home to other events that occur during the League seasons during the Term, The Village may Chicago Bulls Development League License Agroement = 14~allow Arena events other than Licensee Events ("Other Events" and together with the Licensee Events, "Events") to use the basketball court within the Arena for such events, subject to the Village bearing all costs for refurbishment or repair necessary to restore the court to Maintenance and Repair Standard and subject to the exciusivity rights provided by the Village to the Licensee under this Agreement (including as set forth in Sections 1.C., 1.D., 15 and 16). G. Licensee's _ Pri The Licensee shall receive scheduling preference over all other teams that use the Arena to play home games (if any) during the Term. 7. Box Office, Settlement Statements, Services, and Fees. A. InGeneral. Except as expressly set forth herein, the Licensee shall have the exclusive right, in its sole discretion, to market, promote, sell (subject to Section 7.B.), control and determine the purchase price and other terms for, and contract with’ respect to, all tickets to Licensee Events and to control the seating assignments in the Arena for Licensee Events, including, subject to Sections 7.J.4. and 7.K., to determine the number and location of complimentary and/or discounted tickets to Licensee Events, B. Ticketing System. Pursuant to an agreement between the Village and a third party ticketing company that grants to such company the right to sell tickets to Licensee Events (a “Ticketing Agreement’), including, as of the Effective Date, that certain Ticketing Agreement, dated as of February 8, 2010, as amended on June 12, 2012 and January 25, 2015 between the Village and Patron Solutions, L.P. (‘Patron’) that grants Patron the right to sell tickets to Licensee Events, the Arena box office shall use a computerized ticketing system to print and distribute tickets to Licensee Events, subject to Ticketing Agreement. The Licensee, at its cost, may have computer terminals and ticket printers for communication with such ticketing system and advance ticket sales (in addition to as set forth Section 7.£.). A complete and accurate copy of the existing Ticketing Agreement has been provided to the Licensee prior to the Effective Date. The Village shall enforce the terms of any Ticketing Agreement to the extent related to Licensee Events. If a third party has breached any provision of a Ticketing Agreement or a third party asserts that the Village has breached any provision of a Ticketing Agreement, then the Village shall provide the Licensee with notice thereof as promptly as practicable. During the Term, no Ticketing Agreement shall be amended, supplemented, replaced, renewed or extended to the extent such amendment, supplement, replacement, renewal or extension relates to Licensee Events without the prior written approval of the Licensee, which shall not be unreasonably withheld, conditioned or delayed. C. Ticket Records. The Village shall maintain, at its expense, the hardware and software for an access control system reasonably acceptable to the Licensee. The Village shall retain for audit purposes all electronic or other records of admitted patrons collected during each year during the Term. Electronic or other CChicage Buils Development League License Agrsoment = 18records of admitted patrons to the Arena shall be kept by the Village in accordance with its document retention policy (or if no such policy exists, for a period of at least one hundred eighty (180) days following the end of the year during the Term to which they pertain). D. — Single Game and Other Licensee Event Ticket Sales. The Village shall perform all duties normally associated with the Arena box office function for the sale of single game tickets Home Games and single event tickets to Other Licensee Events. Such activities shall include the sale of single game tickets to Home Games and single event tickets to Other Licensee Events, accounting procedures associated with Licensee Events and the Settlement Statement (as defined in Section 13). The Village agrees to make the Arena box office open to the public for the purchase and distribution of Licensee Event tickets (i) subject to clauses (ii) and (i) of this Section 7.D., during normal business hours on business days and Saturdays throughout the League season, at the Village’s cost, (i) on all days of a Home Game for the same time period as for all Other Events (ie., starting at 10 am. for Home Games beginning before 3 p.m, and 12 p.m. for Home Games beginning after 3 p.m.) but in any event in accordance with Section 4.8.2 and (il) at Licensee's request, on all days of an Other Licensee Event in accordance with Section 4.C.5. Except as provided in Section 4, no fees shall be charged to Licensee for these functions (including with respect to salaries ‘owed to Arena box office personnel, subject to Section 9). The Village shall at all times maintain control and direction of the Arena box office, the Arena box office personnel, and until the finalization of the applicable Settlement Statement, shall_ maintain possession and control of all revenue derived from ticket sales through the Arena box office. The services provided by the Arena box office shall comply with the Operating Standards. The Village will provide the Licensee, upon the Licensee's request and at no charge, user account access for any employee and/or agent of the Licensee to the ‘Arena ticketing system so that Licensee can access such Arena ticketing system at the Arena or remotely. Pursuant to such licenses, the Licensee shall be permitted to sell tickets to Licensee Events. The Licensee shall pay or reimburse the Village, as applicable, for all fees related to credit card purchases at the Arena box office. Licensee may elect to add credit cards fees to customer service charge for non-box office ticket sales. E, Season Ticket and Group Ticket Sales. The Licensee may sell group tickets to Licensee Events and season tickets to Home Games, however, all ticket printing, handling, and distribution of all such season and group tickets shall be facilitated through the Arena’s ticketing system. The Licensee shall, at the Village's expense, be provided with one (1) ticketing printer for the purpose of selling and issuing such season tickets and group tickets. The sale and issuance by the Licensee of such season and group tickets shall be coordinated with the Arena’s box office so as to allow for proper order handling and accounting. Licensee will not use Arena resources for printing such season and group tickets without the Village's permission. F. Neither the Village nor the Licensee guarantees or represents that a minimum number of tickets will be sold to a given Licensee Event (Chicago Bulls Development Lesgue License Agiooment = 16-G. The Village will cause any Manager to reasonably cooperate with Licensee so that information on Arena patrons contained in Arena’s customer relationship management system Is imported into Licensee's customer relationship management system in a mutually agreeable format as is reasonable from time to time during the Term, H. Floor Seating, 1. The Village will provide Licensee with courtside seats (other than the “poker round” tables referenced in Section 7.H.2), including tables, risers, and seating. 2, Licensee will provide “poker round” tables for courtside seating. Set up and take down of poker rounds and all floor seating by the Village is covered under the Base Fee. | Club Seating. "Club Seating", defined as sections C100, C101, €102, and C103 in Exhibit A attached hereto, will be considered general seating and subject to ticket pricing (single Home Game, multi-Home Game, full season) as determined at the sole discretion of the Licensee. Notwithstanding the foregoing, unless and until the Village establishes an annual Club Seat membership or license program that includes Licensee Events, the Licensee shall be permitted to establish such a Club Seating membership or license program for Home Games in its sole discretion, f the Village insfitutes a recurring and annual Club Seating membership or license program for all Events that includes Licensee Events, such a membership or license program will supersede and replace any existing membership or license program established by the Licensee and the Licensee will receive, on a per Licensee Event basis, at a minimum, the proceeds from the then-current highest priced ticket available at the Arena box office for such Licensee Events. Licensee may waive this provision at its discretion. J. Suites. 1, Pursuant to an agreement between the Village and a third party (a “Commercial Rights Marketing Agreement’), including, as of the Effective Date, that certain Commercial Rights Marketing Agreement, dated as of January 1, 2010 and amended September 24, 2012 and November 3, 2014, by and between the Village and Front Row Marketing Services, L.P. a Global Spectrum (Spectra) company, the Village may grant to a third party the right to sell and manage all suites in the Arena (“Suites”), The Village has provided a complete and accurate copy of the existing Commercial Rights Marketing Agreement prior to the Effective Date. The Village shall enforce the terms of any Commercial Rights Marketing Agreement to the extent related to Licensee Events. Ifa third party has breached any provision of a Commercial Rights Marketing Agreement or a third party asserts that the Village has breached any provision of a Commercial Rights Marketing Agreement, then the Village shall provide the Licensee (Chicago Buls Development League License Agreement. = 17 -with notice thereof as promptly as practicable. The Village will provide prompt notice to the Licensee of any extension, renewal, replacement, amendment or supplement of any Commercial Rights Marketing Agreement during the Term. 2. Unless otherwise mutually agreed to by the parties in writing and in advance of sale (annual license or single Licensee Event), all Suite pricing for Licensee Events shall include fen (10) tickets and three (3) parking passes. 3. The Village retains one (1) complimentary lower level Suite with ten (10) tickets for each Licensee Event. 4. Licensee shall receive two (2) complimentary lower level Suites with ten (10) tickets for each Licensee Event. 5. Current annual Arena Suite holders will receive tickets and parking passes to Licensee Events at no additional charge provided that their Suite fees are not increased as a result of the Licensee Events at the Arena. If (a) such Suite holders renew their respective Suite license agreements and (b) there is an annual price increase or if current Suite licenses are otherwise increased as a result of the Licensee Events at the Arena, the Licensee receives fifty percent (50%) of the annual price increase, net of reasonable and documented out of pocket expenses, during the Term. 6. The Village represents and warrants that as of the date hereof thirteen (13) Suites are currently under contract. 7. Suites currently not under annual contract may be sold by the Licensee or by the Village ang the parties will use good faith efforts to coordinate the sale of Suites. If sold by the Village, Licensee will receive a fiat fee of One Hundred Sixty Dollars ($160) per Licensee Event per Suite regardless of whether itis sold on an annual basis or on a per Licensee Event basis. If a Suite is provided on a complimentary basis by the Village or used in a barter agreement, Licensee will still receive the One Hundred Sixty Dollars ($160) per Licensee Event per Suite fee. If an annual Suite license agreement is sold by the Licensee at the then-current annual rate, Licensee will receive a flat fee of One Huncred Sixty Dollars ($180) per Licensee Event per Suite with any remaining funds due the Village. 8 If Suites are sold ala carte (ie., per Licensee Event) by the Licensee, the Village will receive a flat fee of One Hundred Sixty Dollars ($160) per Licensee Event, per Suite, as well as a Facility Fee and taxes, with any remaining amounts received allocated to the Licensee, 9. If the price of an annual Suite license increases at any time during any term from Twelve Thousand Five Hundred Dollars ($12,500) then rates paid to the Licensee or to the Village by Suite holders under Sections 7.J.5, 7.1.7. and 7.J.8, as the case may be, will Increase by the net pro rata percentage amount. CChicage Buts Dovelopment League License Agrecment. 16 ~EXAMPLE: /f annual Suite licenses were to increase by ten percent (10%), then fees due and payable for Suites sold by the Village and Licensee to Suite holders as indicated in Sections 7.J.5., 7.J.7. and 7.J.8 would be increased by ten percent (10%). 40. The price of annual Suite licenses shall be reasonably determined by the Village. The price of ala carte (i.¢., per Licensee Event) Suites shall be determined by good faith mutual agreement of the parties. 11. Beginning September 1 of each year during the Term, ala carte Suites for Licensee Event may be sold by the Licensee or the Village for Licensee Events during the upcoming League season. By mutual agreement between the Licensee and the Village, ala carte Suites may be sold by the parties at a date earlier than September 1 of a given year during the Term. K. Complimentary Tickets, 1, Upon the Village’s timely request, Licensee will provide complimentary Club Seat tickets and parking passes for the following current sponsors of the Arena in the following amounts to the extent they are still sponsors of the Arena: (a) Sears (may request up to forty (40) tickets plus thirty (30) parking passes per Home Game), (b) Pepsi (may request up to eight (8) tickets per Home Game) and (c) Comcast (may request up to ten (10) tickets per Home Game) pursuant to their current respective sponsorship agreements with the Village (see Exhibit E attached hereto). The Village has provided a current copy of its sponsorship agreements with each of Sears, Pepsi and Comcast prior to the Effective Date. The Village will provide prompt notice to the Licensee of any extension, renewal, replacement, amendment or supplement of its respective sponsorship agreement with any of Sears, Pepsi or Comcast during the Term. The Village shall enforce the terms of such sponsorship agreements to the extent related to Licensee Events. If any of Sears, Pepsi or Comeast has breached any provision of their respective sponsorship agreement or asserts that the Village has breached any provision of such sponsorship agreement, then the Village shall provide ‘the Licensee with notice thereof as promptly as practicable 2. Upon the Village's timely request, Licensee will provide the Village with up to thirty (30) complimentary non-premium tickets per Home Game for internal use. 3. Complimentary tickets to Licensee Events as required by the League for Team players and coaching staff, visiting team players and coaching staff, League officials and League sponsors will not be subject to the Facility Fee or any other ticketing fees. 4, In addition to the complimentary tickets set forth in Section 7.K.3., the Licensee is allotted up to two hundred (200) complimentary tickets per Licensee Event, which will not be subject to the Facility Fee or any other ticketing fees. Chicago Bulls Development League License Agreement. -18-L. Taxes and Fees. Each of Licensee and the Village agrees to collect the appropriate taxes (currently six percent (6%) for the Village and three percent (3%) for Cook County) on all tickets to Licensee Events sold by such party and will rermit the same to the taxing authority; and to the extent either Licensee or Village has not collected and remitted taxes due, the other party may do so and account for it as a part of its Settlement Statements. M. Municipal Fee Protection. Should any new taxes or charges, including additional fees beyond the Facility Fee, be enacted by the Village, Licensee will receive a rebate on its Base Fee consistent with any such new taxes or charges paid by the Licensee during the Term or any renewals or extensions thereof. Any taxes enacted by other governing bodies or organizations not controlled by the Village will not be subject to rebate If the Licensee’s compliance with regulations and/or ordinances (other than with respect to life safety) promulgated by the Village (to the extent such promulgation is not required under federal, state or county law) requires incurrence of substantial costs the Licensee and the Village agree to share in such costs. N. Refunds. The Licensee shall establish and operate any ticket refund program (the ‘Refund Program") at its discretion, Except as otherwise determined by the Licensee, tickets to Licensee Events shall be refunded only pursuant to the Refund Program. Licensee shall provide the Village with the reasonable ‘opportunity to consult with Licensee prior to establishing the Refund Program. ©. Gameday Passes. During Licensee Events, the basketball court, the press and other designated media areas within the Arena shall be under the exclusive control of the Licensee, The Licensee may issue press and related passes for Licensee Events for all media, visiting team, performers (e.g., dance teams and halftime performers) and League personnel, including all persons engaged in the broadcasting and reproduction of any Licensee Event and those persons necessary for the installation and removal of broadcast and reproduction equipment, pursuant to the directions of the Licensee from time to time. All such persons shall be entitled to gain ‘access to all areas of the Arena that the Licensee is authorized to use under this ‘Agreement and shall have access to the Arena and all relevant portions thereof (at Licensee's discretion) for the six (6) hours immediately preceding a given Licensee Event. 8 Advertising, Signage, and Sponsorships, ‘A. The Licensee shall have the right to enter into agreements, and receive, allocate, use and distribute (at its sole and absolute discretion) all revenues, with respect to all Team-related advertising, sponsorship and promotional inventory, ineluding, without limitation, designation as official sponsor of the Team, advertising on ‘Team or Licensee-controlled platforms, hospitality offerings, use of Team-related intellectual property, Basketball Inventory (as defined below) and advertising (e.9., (Chicago Guts Development Losgue License Agioomont 20publications, digital and social media, commercials and promotional spots) in connection with the transmittal, broadcast, distribution and/or exhibition of Licensee. Events via Multimedia Distribution (such inventory collectively, “Licensee Inventory’) “Basketball Inventory” shall include (a) temporary and/or moveable advertising, such as banners, signs, displays, curtains or audio or video messages at the Arena identifying the Licensee, the Team andior the sponsors of the Team to the extent they are visible and/or transmitted during the Exclusive Use Period, including in the following locations: the basketball court or courtside logos (except as noted in this Section 8), player benches, player chair backs, seat back coverings, courtside seating, basketball goal supports’ padding, 24-second clock, ball racks, basketball goals and stanchions, press table, scorer’s table and any extensions attached thereto (including rotational signage), other rotational courtside signage, the Licensee, Team and trainer equipment and Visiting team and trainer equipment, Team uniforms, the media areas, Licensee Event tickets issued by the Licensee, ticket envelopes issued by the Licensee, the video mairix on electronic scoreboards (including ribbon board digital content (except as noted in this Section 8) for display or distribution of video or audio messages during Licensee Events), programs and printed material, blimps that operate inside of the Arena and all other marketing opportunities exploited by the Licensee at the Arena (which opportunities may be created by the Licensee's utlization of new technologies) and (b) advertising and other promotional activities conducted at the Arena during the Exclusive Use Period, including, promotional events or activities (including on the basketball court) sponsored by sponsors of the Team, the exhibition and promotion of products and services at the Arena (e.g., kiosks and special areas in the concourse) and promotional or premium item give-aways. B. _ Either party shall have the right to sell Fixed Advertising, and shall split any revenue generated therefrom in the manner set forth in Sections 8.D. through &M. “Fixed Advertising” is defined as signage (digital and static) and all other advertising at the Arena (other than Basketball Inventory) on display at the Arena for all Events on a fixed or consistent rotating basis across all such Events, including as located in (1) the seating bowl of the Arena ("Seating Bowl Fixed Advertising") and/or (2) the Arena concourse. To the extent Seating Bowl Fixed Advertising is digital in nature, {() it shall not be animated or contain live video or motion and (ji) if it falls within a Protected Category (as defined below), it will only be displayed during the pre and post game portions of Home Games. On or before August 31 of each calendar year during the Term, Licensee shall provide the Village with a list of up to eight (8) product ‘categories which shall be deemed ‘Protected Categories” for the subsequent twelve (12) month period. {f Licensee fails to provide a list of Protected Categories to the Village in any given calendar year, the list of Protected Categories from the previous twelve (12) month period shall continue to apply to the subsequent twelve (12) month period. Subject to the foregoing, the Village and Licensee agree to use reasonable efforts to avoid exhibiting conflicting digital signage programing in the same sponsorship category during Home Games. Fixed Advertising shall also include advertising on tickets to Licensee Events issued by the Arena box office and ticket envelopes issued by the Arena box office, Should the League require temporary signage that interferes with or obstructs current or future Fixed Advertising, the Licensee and the Village shall Chicago Suls Dovelopment League License Agreement = 21‘work together in good faith to accommodate such requirements. The Village agrees to use commercially reasonable efforts to cooperate with the Licensee with respect to the Licensee's fulfillment of its obligations pursuant to any agreements entered into by the Licensee with respect to Licensee Inventory and/or Fixed Advertising. For avoidance of doubt, Fixed Advertising shall not include Décor (as defined below). "Décor" shall mean signage (digital and static) on display at the Arena for all Events that is intended to promote either the Team or a Licensee Event (not including Licensee Inventory). Décor shall be installed at the discretion of the Village and, if approved by the Village, may include incidental references to Team sponsors. c. During Licensee Events, Licensee will advertise upcoming Events on the Arena scoreboard and ribbon board at its discretion. Scoreboard and ribbon board will be provided to Licensee. D. Notwithstanding that while the Arena is open for Licensee Events the Arena ribbon boards constitute Basketball Inventory, Licensee agrees to provide display time on the Arena ribbon board to the Village at no additional cost for the Village's use for its sponsors and subject to the provisions of this paragraph: (1) two (2) minutes of real time during pre-game portion before the opening tip-off of Home Games; (2) four (4) minutes of real time during in-game portion of first half of Home Games; (3) four (4) minutes of real time during in-game portion of second half of Home Games; and (4) two (2) minutes of real time during the post-game period after the completion of Home Games. 1, The advertising time set forth above in this Section 8.0. may be used by the Village solely to advertise its sponsors that (a) have purchased Fixed Advertising as part of a sponsorship package that provides for total annual sponsorship revenues to the Village of at least Forty Thousand Dollars ($40,000) in 2016-17 (such threshold increasing by three percent (3%) of the prior season's threshold amount each season thereafter) and (b) are approved by Licensee, which approval shall not be unreasonably withheld. With Licensee approval, advertising time on the digital ribbon board may be made available for a sponsorship deal providing revenue to the Village of less than the applicable threshold amount. 2, Any additional ribbon board display time during Home Games desired by the Village beyond the allotments set forth above in this Section 8.D. must be purchased from the Licensee at the rate for that League season. E. Licensee has the right, but not the obligation, to sell Fixed Advertising in the Arena seating bowl and concourse areas with the rate, duration, location and size of such signs subject to the Village's reasonable approval. Advertising revenues, net of reasonable and documented out of pocket expenses of such advertising (“Net Advertising Revenue"), generated from the sale of Fixed Advertising by the Licensee shall be split sixty-five percent (65%) to Licensee and thirty-five percent (35%) to the Village. Any amounts received by the Village from the sale of Fixed Advertising by the Licensee pursuant to this Section 8.E. shall be included for purposes Chicago Buts Development League License Agrasment = 22of calculating whether Fixed Advertising revenue exceeds the Established Baseline (as defined below). F. Cooperation. The Village agrees to use commercially reasonable efforts, and/or cause any Manager to use commercially reasonable efforts, as applicable, to cooperate with the Licensee with respect to the Licensee's fulfillment ofits obligations pursuant to any agreements entered into by the Licensee with respect to advertising as permitted by Section 8.4. G. Net Advertising Revenue received by the Village from the sale of Fixed Advertising below or equal to the Established Baseline (after taking into account amounts received by the Village pursuant to Section 8.E and amounts received by the Village from its own sales of Fixed Advertising) will be retained 100% by the Village. Net Advertising Revenue received by the Village from the sale of Fixed Advertising above the Established Baseline (after taking into account amounts received by the Village pursuant to Section 8.£ and amounts received by the Village from its own sales, of Fixed Advertising) will be split eighty percent (80%) to the Village and twenty percent (20%) to the Licensee. The current Net Advertising Revenue is equal to $63,000 and will serve as the “Established Baseline" upon which revenue distributions for Fixed Advertising sold by the Village will be calculated for each season during any Term, H. Revenue received by the Village specifically for naming rights for the Arena and for the outdoor marquee shall not be inoluded for purposes of calculating elther the Established Baseline or whether Fixed Advertising revenue exceeds the Established Baseline |. The parties acknowiedge that if a sponsorship is sold that includes Licensee Inventory and Fixed Advertising, the parties will allocate the value of such sponsorship according to relative fair market value. J. Licensee acknowledges that the Village currently considers the following Arena sponsors to be exclusive for the categories set forth below with respect to Arena advertising inventory: 1, Pepsi ~ See Exhibit F attached hereto 2. Miller/Coors ~ See Exhibit G attached hereto 3. ‘Sears -- See Exhibit H attached hereto 4, Comcast - Cable/Satellite Television Category 5, Daily Herald ~ Print Media Category Notwithstanding the foregoing, the Village acknowledges and agrees that the Licensee shall have no obligation to provide any Licensee Inventory (other than as. Chicago Bulle Development League Licence Agroomont -23-set forth in the applicable Naming Rights Agreement (as defined below) with respect to placing the logo of the applicable Naming Rights Sponsor (as defined below) on the basketball court in the Arena) to any of the Arena sponsors set forth in this Section 8.J. K The Licensee agrees not to authorize any sponsor to use Basketball Inventory to promote goods and services in the categories set forth in the exclusivity clauses described in Section 8.J. (each, a ‘Prohibited Category’ and together, the "Prohibited Categories") during the current term of the applicable sponsorship agreement containing such exclusivity clauses, as the same may be renewed, extended or replaced by a sponsorship agreement with a new sponsor in the applicable Prohibited Category. Notwithstanding the foregoing, the Licensee may authorize sponsors to use Licensee Inventory other than Basketball Inventory to promote products in the Prohibited Categories. 1. No additional or replacement Prohibited Categories will be permitted during the Term(s) without Licensee's prior written approval with the exception of a new Naming Rights Sponsor pursuant to an Naming Rights Agreement as provided in Section 8.L. 2. Licensee acknowledges that a sponsor in the automotive category will not be permitted to display cars on the concourse, but Licensee will be free to promote such sponsor and its products using its Basketball Inventory and/or any ‘other Licensee inventory. L. Naming Rights ment. 1. Pursuant to a naming rights agreement (a "Naming Rights Agreement’) between the Village and a third parly sponsor (a “Naming Rights Sponsor’), including, as of the Effective Date, that certain Naming Rights Agreement, dated as of July 21, 2008, by and among the Village, Sears, Roebuck and Co. (‘Sears’), and MadKatStep Entertainment LLC, CCO Entertainment, LLC, the Licensee will grant to such Naming Rights Sponsor naming rights to the Facility, including the right to display such Naming Rights Sponsor’s name and logo on the Arena basketball court, The Village has provided a complete and accurate copy of the existing Naming Rights Agreement prior to the Effective Date. The Village shall enforce the terms of any Naming Rights Agreement to the extent related to Licensee Events. if a Naming Rights ‘Sponsor has breached any provision of any Naming Rights Agreement or a Naming Rights Sponsor asseris that the Village has breached any provision of any Naming Rights Agreement, then the Village shall provide the Licensee with notice thereof as promptly as practicable. The Village will provide prompt notice to the Licensee of any extension, renewal, replacement, amendment or supplement of any Naming Rights Agreement during the Term. For avoidance of doubt, the Licensee will display the name of any Naming Rights Sponsor party to a Naming Rights Agreement in a reasonable manner and location on the Arena basketball court, as described in the Naming Rights Agreement at no charge to the Village. Licensee acknowledges CCicage Sule Development League License Agioemont -24~-Sections 3.2.6, 3.5 and 9 of the Naming Rights Agreement and agrees to abide by the terms and conditions set forth therein. If any new Naming Rights Agreement prohibits the Licensee from authorizing any sponsor of the Arena and/or the Team to use Basketball Inventory to promote goods and services set forth in such new Naming Rights Sponsor's category (a "New Prohibited Category") the Prohibited Category belonging to the existing Naming Rights Sponsor will, upon the termination of the existing Naming Rights Sponsorship Agreement, cease to be a Prohibited Category, and the Licensee will not enter into any new sponsorship agreements in which Basketball Inventory is used to promote goods and services in the New Prohibited Category. Notwithstanding the foregoing, any Licensee sponsorship agreements under contract at the time the New Prohibited Category is established will remain in effect until the conclusion of the original sponsorship agreement between the Licensee and the applicable Licensee sponsor, but subject to any back end rights (e.g., right of first negotiation, matching rights, extension/renewal rights) granted to such Licensee sponsor to unilaterally extend such sponsorship agreement for up to two (2) additional years, nor will the Licensee exercise any right fo renew or extend any such sponsorship agreement that uses Basketball Inventory to promote goods and services in the New Prohibited Category. The parties agree to discuss with each other their respective ongoing negotiations with potential naming rights and other sponsors and shall make reasonable efforts to avoid making conflicting sponsorship commitments in the same sponsorship category. With respect to any new Naming Rights Sponsor in a New Prohibited Category (i.2., not including Sears), the Licensee shall provide the Village with the opportunity to display video advertising for such new Naming Rights Sponsor on the Arena scoreboard for thirty (20) seconds per half of each Home Game. 3. Licensee shall make mention of the full and complete Arena name as specified in the current (or future, as applicable) Naming Rights Agreement Licensee shall submit to the Village for its prior written approval all such uses of the ‘Arena logos prior to dissemination of any promotional materials, which approval shall not be unreasonably withheld, conditioned or delayed. Any approval once given shall be deemed to extend to the same or substantially similar future uses during the Term, M. — Cooperation/Shared Agreements/Exclusive Sponsors. The Village and the Licensee agree to work together in good faith to maximize sponsorship revenue by potentially packaging the sponsorship opportunities described in Sections 8.A through 8.K and 8.N. N. Digital Platforms. To the extent feasible, the Licensee and the Village hereby agree to develop and establish on each of the Team's and the Arena’s primary website, mobile application, social media platform or other digital platform ‘one-step hyper-text links that are each graphically represented by prominently displayed icons that allow “one-click” direct access to the Internet sites of the Team or the Arena, as applicable. The Licensee and the Village also agree that each of the Team's and the ‘Arena’s primary website, mobile application, social media platform or other digital Chicago Bue Development League License Agreement 25platform, if any, will provide textual and graphic information about the Team and upcoming Licensee Events. Nothing in this Section 8.N. shall prohibit the Licensee or the Village from creating and developing any website, mobile application, social media platform or other digital platform in addition to their individual primary sites, applications and platforms. ©. Displays. In furtherance of Section 8.A., but subject to Sections 8.J., 8.K, and 8.L., the Licensee shall have the right to sell or license to others the right to display products, distribute product samples (other than food or beverages) and other otherwise promote their products and other advertising at display tables or portable stations and displays at and throughout the Arena during Licensee Events in connection with the promotion of products and services at the Arena. Licensee shall set up and take down all such product displays. a. Marketing. From the Effective Date through the conclusion of the 2016- 2017 League season, the Village will allocate up to thirty thousand dollars ($30,000) to spend on or provide credit towards, as applicable, Other Licensee Events and initiatives for Other Licensee Events, including, without limitation: a) open practice or scrimmage; b) ticket sales open house events; c) meet the Team events; d) fan fest events; e) or any other community or fan engagement events as the Licensee sees fit. Commencing with the 2017-18 League season, during each League season through the end of the 2020-21 League season, Arena will provide Licensee with a Ten Thousand Dollars (610,000) annual Other Licensee Event expense credit. The annual credit set forth in this Section 9 will apply towards the Licensee's portion (as determined in accordance with Section 4.C.5) of all labor and other costs (i) to prepare the Arena for such Other Licensee Event (separate and apart from those attributable to a related Home Game), (ii) execute such Other Licensee Event, (separate and apart from those attributable to a related Home Game) and (il) to return the venue to its pre-Other Licensee Event condition. Any documented out of pocket credit card costs due and payable by the Arena box office to a third party for one of these marketing events will be the responsibility of the Licensee. After the Initial Term, the Village will cover the cost (not to exceed Ten Thousand Dollars ($10,000)) of one mutually agreed upon Other Licensee Event per season for the duration of the Term. 10. Broadeast Rights. The Licensee shall own the right to transmit, broadcast, distribute and/or exhibit Licensee Events via Multimedia Distribution (Licensee Broadcast Rights”) and all revenues derived therefrom and no fees shall be charged by the Village to the Licensee or its broadcast partners and their affiliates for Licensee Broadcast Rights. Subject to Section 4, all costs associated with such Licensee Broadcast Rights shall be paid by the Licensee, including union labor, internet connection (beyond basic internet already provided), hardware and_ software. ‘Multimedia Distribution” shall mean any and all forms, means or modalities of electronic. ‘or other tangible or non-tangible exhibition or transmission (whether now known or hereafter developed) of video, audio or audio/video programming, including radio, over- the-air television, cable television, over-the-air pay television, multipoint and multichannel multipoint distribution system television, direct broadcast satelite (Chicago Bulls Development League License Agreement. -26~-television, satellite radio, subscription television, master antenna and satellite antenna television and lower power television, closed circuit television, Internet distribution and other interactive media 11. Novelties. The Village grants the Licensee the right to sell Novelties (as. defined below) in agreed upon locations within the Arena immediately prior to, during and immediately after Licensee Events. *Novelties" shall be: apparel, programs, equipment, goods, products, pay-for-play entertainment, souvenirs or other sports, Team, NBADL and/or Arena-related merchandise that is held for sale or sold at the Arena, whether sold from fixed, temporary or moveable locations, including shops, kiosks oF by individual vendors circulating through the Arena, in each case, excluding concessions. Licensee receives one hundred percent (100%) of revenue derived from Novelties sales and is responsible for all staffing, sales taxes, payroll and payroll taxes associated with the Novelties sales operations, Licensee shall obtain an illinois State Sales Tax Identification Number prior to first Licensee Event and shall provide proof of the same to the Village, The Licensee shall be responsible for the set up and take down of Novelty locations (subject to Sections 1.B. and 16); provided, that Village personnel shall assist with furnishing house goods. Subject to the Operating Standards, the Village shall not be responsible for the protection andior destruction of any Novelties while such Novelties are available for sale unless the loss is due to negligent or intentional acts or omissions of the Village or any Manager or its employees, representatives or agents, 12, Food and Beverage. A. Control, Pursuant to a concessionaire agreement (a *Concessionaire Agreement’) between the Village and a third party concessionaire (a *Concessionaire"), including that certain Commission Fee Agreement, dated as of ‘September 27, 2010 and November 5, 2012 with Levy Premium Foodservice Limited Partnership, the Village shall grant a Concessionaire certain rights to operate and control, either directly or through a contractor, all food and beverage sales (including alcoholic beverages). The Village shall cause any Concessionaire to provide food and beverage services at all Licensee Events. The Village shall cause all food and beverage services at the Arena (including, without limitation, the kind and quality of food and beverages and the menu, name brands and pricing of food and beverage products) to be delivered at Licensee Events (i) in compliance with the applicable Concessionaire Agreement, (i) in a manner no worse than the required standard in the existing Concessionaire Agreement and (ii) in any event, in an efficient manner in accordance with the Operating Standards. The Village has provided a complete and accurate copy of the existing Concessionaire Agreement to the Licensee prior to the Effective Date. The Village shall enforce the terms of any Concessionaire Agreement to the extent related to Licensee Events. If a Concessionaire has breached any provision of a Concessionaire Agreement or a Concessionaire asserts that the Village has breached any provision of a Concessionaire Agreement, then the Village shall provide the Licensee with notice thereof as promptly as practicable. During the Term, prior to amending, supplementing, replacing, renewing or extending any Concessionaire Agreement, the Village shali provide Licensee with reasonable notice of, and the CChicage Bulls Development League Licance Agreement. =27~reasonable opportunity to consult with the Village regarding, the negotiations related thereto to the extent such amendment, supplement, replacement, renewal or extension relates to Licensee Events, Food and beverage revenues for Licensee Events shall be shared with Licensee as set forth in Section 4.0, B. Exclusivity, The Village represents and warrants that the existing Concessionaire is currently the exclusive provider of all Arena food and beverage services, excluding Back of House. “Back of House” inoludes those areas not accessible to the general public, including, but not limited to, backstage, dressing rooms, offices and locker rooms. Licensee shall be permitted fo use its own catering or food service providers for pre- and post-game meals for the Team, visiting teams and referees in its discretion and for other events at the Arena not open to the general public (to the extent permitted by the applicable Concessionaire Agreement). Any reasonable and documented out of pocket catering expenses payable by the Licensee to any Concessionaire shall be inciuded on the Settlement Statement. Catering in parking lots other than by Concessionaire shall be with Village approval only. C. Trade. To the extent permitted by the applicable Concessionaire Agreement, the Licensee may, with advance notice to the Village, engage in reasonable trade for food and beverage for Back of House, but only with respect to Licensee Events and subject to the Village's approval not to be unreasonably withheld, conditioned or delayed. 43. Settlement Statement. On a monthly basis during the Term, the Village shall provide the Licensee with a proposed settlement of all income and expenses related to Licensee Events from the previous calendar month in accordance with Sections 4, 7-9, 12 and this Section 13 (a "Settlement Statement’) which the parties shall finalize, subject to their mutual agreement, within seven (7) days. Any payment made by a party pursuant to a Settlement Statement shall be made by the applicable party within seven (7) days of the parties’ final approval of the applicable Settlement Statement. Any payment that is due and payable to a party pursuant to this Agreement (including pursuant to this Section 13) shall be made by way of check, draft, or wire transfer to such bank account(s) es may be designated in writing by such other party from time to time, or by such other means as such party may designate in writing or by check made payable to such party and delivered as instructed by such party. Each of the parties shall be entitled, within one (1) year after any Licensee Event, to question the sufficiency and accuracy of any Settlement Statement furnished by the other party and shall have the right from time to time at reasonable intervals to audit or examine at their own expense any of the books and records of the other party pertaining to such Licensee Events in accordance with Section 14, 14. Records and Aus A. The Village Record Keeping. Except to the extent the Licensee maintains such books and records pursuant to Section 14.B., the Village shall maintain correct and complete books and records with respect to the operations of the Arena and (Chicago Bulls Development League License Agreement - 28keep such records for six (6) years after the fiscal year during the Term to which they pertain, The Licensee, and its attomeys and accountants, shall be entitled to inspect such books and records maintained by the Village of the Arena at the offices of the Village at reasonable times during normal business hours upon not less than ten (10) days’ prior written notice. At the Licensee's expense, the Licensee may annually, during the Term, conduct a review of the books and records of the Arena operations. If the audit or such a review reveals an overpayment or underpayment by the Licensee with respect to a Settlement Statement, the Village shall either pay or collect from the Licensee the overpayment or the underpayment, as the case may be, within thirty (30) days after the reconciliation of such Settlement Statement, together with interest on the overpayment or underpayment at the annual prime lending rate, as the case may be, from the date of determination until the date of payment. In the event of a dispute between the parties with respect to the results of any such audit or review, the parties shall refer such dispute to a mutually agreed upon national independent accounting firm, and the parties shall cooperate with such accounting firm to enable such accounting firm to resolve the dispute as promptly as practicable. B. Licensee's Record Keeping. The Licensee shall maintain correct and complete books and records with respect to the calculation of ail payments to be made by the Licensee to the Village hereunder and keep such records for six (6) years after the fiscal year during the Term to which they pertain. The Village and its attorneys and accountants shall be entitled to inspect such books and records maintained by the Licensee at the offices of the Licensee at reasonable times during normal business hours upon not less than ten (10) days’ prior written notice. At the Village’s expense, the Village may annually, during the Term, conduct a review of such calculations. If @ review reveals an overpayment or underpayment with respect to a Settlement Statement, the Licensee shall either pay or collect from the Village the overpayment or the underpayment, as the case may be, within thirty (0) days after the reconciliation thereof, together with interest at the annual prime lending rate on the overpayment or underpayment, as the case may be, from the date of determination until the date of payment. In the event of a dispute between the parties with respect to the results of any such audit or review, the parties shall refer such dispute to a mutually agreed upon national independent accounting firm, and the parties shall cooperate with such accounting firm to enable such accounting firm to resolve the dispute as promptly as practicable. C. Dispute Resolution. In the event of a dispute between the parties with respect to the results of any autit or review, the parties shall refer only the disputed matters set forth in Section 14.4. and 14.8, to a mutually agreed upon accounting firm (the “Accounting Firm’), and the parties shall cooperate with the Accounting Firm to enable it to resolve the dispute as promptly as practicable. The Accounting Firm shall address only those items in dispute and may not assign a value greater than the greatest value for such item claimed by either party or smaller than the smallest value for such item claimed by either party. In the absence of manifest error, the resolution of disputed items by the Accounting Firm shall constitute an arbitral award that is final, binding and non-appealable. The costs and expenses of the Accounting Firm incurred ‘Chicago Bute Development League License Agreement -23-pursuant to this Section 14.C. shall be bome by the Licensee, on the one hand, and the Village, on the other hand, in proportion to the allocation by the Accounting Firm of the dollar amount of disputed matters, such that the prevailing party (or parties) pay a lesser proportion of such costs and expenses. 45. Facilities. The Village shall provide or make available for use by the Licensee the following portions of the Arena, subject to Exhibit A: A. Locker Rooms. The Village shall make exclusively available to the Licensee for the Intended Purpose the use of one dedicated primary locker room area throughout each League season. The locker room for the Team shall consist of the basic facilities, including a training room, player change room with locker accommodations, coaches’ office/dressing room, showers, sinks, toilets, and benches. A second and third locker room for each of the visiting team and the Home Game officials, respectively, shall consist of the basic facilities, including, sinks, toilets, and benches sufficient for other needs. The Village shall also provide locker room facilities as necessary for Licensee Event entertainers (e.g., cheerleaders and entertainers). The Licensee may only provide additional finishes and fixtures above the basic facilities provided by the Village upon the Village's specific written approval. The Licensee shall be responsible for any special equipment, including, but not limited to, furniture, whirlpools, hot tubs, saunas, exercise equipment, and video monitoring/editing equipment. B. Use Exceptions, During the League off-season, Licensee shall permit the Village to use the Team locker room if the Village has a reasonable need to accommodate an Other Event. In the event that the Team's season extends due to the post-season (or otherwise) resulting in the overlap any of the League seasons with other Arena licensees, the Licensee and the Village shall reasonably cooperate to accommodate the sharing of the Arena locker room facilities other than the Team locker room. C. Storage. The Licensee shall have exclusive use of two (2) storage units for the Licensee's use located on the Northwest and Southwest comers of the “Event Level" as currently designated in Exhibit | attached hereto. The Licensee shall provide, at its own expense, a lock for such storage units. The Village may, at its ‘expense, relocate such storage units within the Facility; provided that ()) such relocation shall be to a secure area, and (i) the Village shall reimburse the Licensee for any damage to Licensee’s property in connection with any such relocation. 16. License of Space. A. Office License. The Village and Licensee agree, as part of the Base Fee, the Village will provide the Licensee with exclusive year-round office space in ‘an area of no less than 1820 square feet located in the existing office space in "as is" condition, located on the north side of the Arena Event Level across from the kitchen and as set forth in the diagram attached hereto as Exhibit J. The Village will pay for basic utilities (e.g., electricity, heat and air conditioning, basic cable, wifi) to such office (Chicago Sulls Development League License Agreement -20-space. Licensee is responsible for all furniture, fixtures and equipment and redecorating for such office space as well as business intemet and telephones. B, Practice Space. The Village agrees to assist Team with locating and arranging for a suitable practice location in the vicinity of the Facility C. Bro Shop. The Village will provide Licensee, as part of the Base Fee, with exclusive year-round use of a pro shop in an area of no less than four hundred (400) square feet located in the northwest comer of the Arena on the concourse level adjacent to the club entrance as set forth in the diagram attached hereto as Exhibit K. 17. Personnel. Except as set forth in Sections 4.4.2. and 4.C.6., the Licensee or the League shail provide, at no expense to the Village, all basketball operations support personnel for each Licensee Event, including, but not limited to, referees, scorekeeper, timekeeper, and public address announcer and any staff necessary for the presentation of Licensee Events. The Licensee shall also provide at no expense to the Village, for each Licensee Event a Team doctor or other medical assistance for the Team and its opponents, if required by the Licensee or the League. 48. Permits and Licenses. A. Permits. The Licensee shall secure in advance of the 2016-17 League season, and shall renew from time to time as required by law, all licenses, permits and approvals that may be required by ordinances, rules, regulations of governmental authorities in connection with the Team's use of the Arena to present the Licensee Events (including with respect to the use of pyrotechnics and/or confetti at Licensee Events at the Arena). Notwithstanding the foregoing, the Village shall, at its sole cost and expense, obtain all necessary licenses and permits, and shall require Concessionaire to possess a liquor license. B. Music Performance Licenses. The Licensee is responsible for ASCAPIBMIISESAC fees relating to Licensee Events as well as any broadcast streaming requirements for Licensee Events which are in addition to the basic internet feed provided by the Village. The Licensee agrees to make direct payment and accounting to ASCAP, BMI, SESAC and any other similar organizations for the use of musicians and/or musical works in the Home Games and, at the request of the Village, shall provide evidence of such payment. 19. Representations and Warranties. Each party represents and warrants to the other party that, as of the Effective Date: ‘A. Organization. Such party is a municipal corporation or limited liability company duly organized and validly existing under the laws of its state of organization. Such party has all requisite power and authority to enter into this Agreement. Chicago Bulle Development League License Agroemant -31~-B. Authorization, No Violation. The execution, delivery and performance by such party of this Agreement have been duly authorized by all necessary action, will not violate the organizational documents of such party and will not result in the breach of, or constitute a default under, any material agreement to which such party is a party or by which such party or its material assets may be bound or affected, This Agreement has been duly executed and delivered by such party and constitute valid and binding obligations of such party. C. No Conflicts. This Agreement is not prohibited by and does not confit with any other agreements, instruments, judgments or decrees to which such party is a party or is otherwise subject. D. Litigation. No suit is pending or, to the knowledge of such party, threatened against such party that could have a material adverse effect upon such party's performance under this Agreement or the financial condition or business of such party. There are no outstanding judgments against such party that would have a material adverse effect upon its assets, properties or franchises. E. No Broker's Fees or Commissions. Such party has not incurred or created any liabilities or claims for brokers commissions or finder's fees in connection with the negotiation, execution or delivery of this Agreement. F, Acknowledgment. The Village acknowledges that the Licensee has not made and is not making any representations, warranties or covenants of any nature whatsoever regarding the present or future performance of the Team, the identity or playing ability or availability for any given Home Game of any of the present or future players of the Team, attendance at Home Games of the Team or any other similar or related matters regarding the performance, operations or management of the Team. 20. Covenants. The Village shall cause any Manager to abide by the terms of this Agreement to the extent it delegates any of its authority or obligations hereunder to such Manager. A complete and accurate copy of the existing Management Agreement has been provided to the Licensee. The Village shall enforce the terms of any Management Agreement during the Term to the extent related to the Licensee Events. If a Manager has breached any provision of a Management Agreement or a Manager asserts that the Village has breached any provision of a Management Agreement, then the Village shall provide the Licensee with notice thereof as promptly as practicable. During the Term, in addition to the procedures set forth in Section 32.P., the Village will provide prompt notice to the Licensee of any extension, renewal, replacement, amendment or supplement of any Management Agreement during the Term. 24. Insurance. A. Licensee. Chicago Bute Development League Licence Agreement = 321, GL Coverage. The Licensee shall obtain, at its own cost and expense, commercial general liability insurance in the name of the Licensee that names the Village and any Manager (and their respective members, managers, officers, officials (elected and appointed), directors, partners, agents, employees and representatives) as additional insureds and which insures all operations of the Licensee {including the operations of the Licensee contemplated by this Agreement), and provides coverage for liability for personal injuries, including those resuiting in death and property damage resulting from any act or omission of the Licensee, its officers, agents and employees or by anyone for whose acts the Licensee is responsible, including officers, agents and employees of the Licensee's opponents, and the Licensee's contractual undertaking of the liability of another and the Licensee's assumption of liability, as set forth in this Agreement. Such insurance shall be written with a limit of at least five million dollars ($5,000,000.00) combined single limit (taking into consideration all additional available coverages) for bodily injury, property damage and personal injury. The Licensee shall cause such insurance to be endorsed with an endorsement that the insurance obtained by the Licensee shall be primary to and not contributory with any insurance coverage or self-insured program of the Village and any Manager or any of the other additional insureds, and include a waiver of subrogation, and that such insurance shall be excess to any insurance issued to the Licensee. Insurance effected or procured by the Licensee hereunder will not reduce or limit the Licensee's contractual, obligation to indemnify and defend the Village and any Manager (and their respective members, managers, officers, officals (elected and appointed), directors, partners, agents, employees and representatives) pursuant to Section 22. 2. Workers' Compensation Coverage. The Licensee shall also maintain, at its own cost and expense, workers’ compensation insurance in respect of all of its employees and any borrowed, licensed or other person to whom such ‘compensation may be payable by the Licensee. In accordance with the laws of the state of liinois, Said policy shall contain waiver of subrogation in favor of the Village. 3. Comprehensive Automobile Insurance. The Licensee shall also maintain, at its own cost and expense, automobile liability insurance in respect of all of its employees, officers, agents and representatives. Coverage to include all owned, hired, non-owned vehicles, and/or trailers and other equipment required to be licensed, covering personal injury, bodily injury and property damage. A Combined Single Limit of one million dollars ($1,000,000.00) should be provided. 4. Proof of Insurance. The Licensee, at least thirty (30) days prior to the commencement of the first Licensee Event and annually on the anniversary date thereafter, shall provide to the Village evidence of the insurance required (including certificates of insurance, policies, and endorsements) pursuant to Sections 21.A.1. and 21.A2, The policies shall also provide, and the certificate shall so note, that the coverages may not be canceled or that a major change in coverage may not be implemented without at least thirty (30) days prior written notice given to the Village and any Manager. All insurance policies shall be issued by insurance companies rated no Chicago Bue Development League License Agreement ~33-less than A VIII in the most recent "Bests" insurance guide, and licensed in the State of Illinois or as otherwise agreed by the parties. All such policies shali be in such form and contain such provisions as are generally considered standard for the type of insurance involved. 5, Subrogation and Waiver. The Licensee shall require all policies of insurance that are in any way related to the Licensee's use of the Arena to include clauses providing that each underwriter shall waive all ofits rights of recovery, under subrogation or otherwise, against the Village and any Manager (and their respective members, managers, officers, officials (elected and appointed), directors, partners, agents, employees and representatives). ‘The Licensee shall waive all rights of recovery against the Village and any Manager (and their respective members, managers, officers, officials (elected and appointed), directors, partners, agents, employees and representatives), which Licensee may have or acquired because of deductible clauses in or inadequacy of limits of any policies of insurance that are in any way related to the operations of the Licensee. 6. Licensee's Property Insurance, Licensee is required to maintain insurance against damage or destruction to the Licensee's personal property, including but not limited to fixtures, furnishings, equipment, furniture, inventory and stock, providing "all risk" peril coverage, in the amount of 100% of the replacement cost (collectively “All Risk Insurance"). Such coverage shall insure against all risks of physical loss and/or damage, including, but not limited to, the perils of ficod, earthquake, collapse, windstorm, fire, vandalism and malicious mischief, sprinkler leakage, theft and water damage coverage. The Village and any Manager (and their respective members, managers, officers, officials (elected and appointed), directors, partners, agents, employees and representatives) are each to be an additional insured as its interest may appear with respect to the Licensee repairs. 7. Business Interruption. Licensee is required to maintain business interruption/business loss and extra expense insurance in order to reimburse Licensee for reasonable and documented out of pocket relocation expenses and loss resulting from the unavailability of the Arena due to casualty, which shall be Licensee's sole remedy in the event of the unavailability of the Arena due to casualty. 8. Failure to Obiain Insurance. The Village shall also have the right to prohibit the Licensee or any subcontractor of the Licensee from entering the ‘Arena until such certificates and other evidence that insurance has been obtained in ‘compliance with this Agreement is received by the Village. The Licensee's failure to maintain the insurance required herein may, at the sole discretion of the Village, constitute a Licensee Default as provided in Section 24.4.1. B. The Village. 4, Fire and Extended Coverage Insurance Policy Provided by the Village: Waiver of Subrogation. The Village shall carry and keep in full force and effect, at its own cost and expense during the Term, insurance on the Arena against any ‘Chicago Bute Development League License Agresment -34-oss or damage including loss of use thereof, from any and all risks and perils as may be customarily insured against by commercially available insurance policies for Arena of League teams, but in no event less broad than “all risk” insurance including earthquake and flood. Should the Village elect to insure in an amount less than 100% of the full replacement value, or to selFinsure any perils or deductibles, such absence of coverage will be entirely the responsibility of the Village. The Village hereby waives any and all claims of liability, Licensee, and its respective officers, directors, members, agents or employees, for any loss or damage to the Arena whether or not such loss or damage may have been caused by or resulted from the negligence of Licensee or its officers, directors, members, agents or employees to the extent such loss or damage is within the classification of perils covered by the type of property insurance the Village is tequired to maintain by this Section 21.B.1., whether or not the Village maintains such a policy and whether or not Licensee or its officers, directors, members, agents or ‘employees are named as additional insureds under such a policy. ‘The insurance policy required to be carried by the Village under this Section 21.8.1. shall contain a provision that any right of subrogation the insurance company may have against Licensee or its, officers, directors, members, agents or employees, shall be waived, 2. __ Liability Insurance Provided by the Village. The Village shall at all times during the Term, at its sole cost and expense, carry or maintain, for the benefit of the Village and include as additional insured Licensee, general public liability insurance against claims for bodily injuries, death or property damage occurring on, in, above or about the Arena and/or arising out of the Village’s operations under this Agreement, including without limitation, the operation of the Arena parking areas and the food and beverage concession stands. Such insurance shall be written on an occurrence basis and shall include coverage for personal injury liability, premises/operations liability, products/completed operations liability, which shall be in broad form for property damage and shall contain no exclusion for liability for injury to participants. The limits of such liability insurance, which may be increased from time to fime, shall not be less than five million dollars ($5,000,000.00) combined single limits for damages under said policies arising from any one occurrence. The Village shall also submit to Licensee an endorsement to its liability insurance policies naming Licensee and its respective officers, directors, members, agents and employees, as additional insureds. 3. Blanket or Master Policy The insurance required to be carried by the Village pursuant to the provisions of this Section 21.B.3 may, at the Village's option, be effected by blanket or umbrella policies issued to the Village covering the Arena and other properties owned or leased by the Village or affiliates thereof, provided such policies otherwise comply with the provisions of this Agreement and provide to the Arena not less than the required coverage, including, the required coverage for all insureds required to be named as insureds under this Agreement. 4. Workers’ Compensation Coverage. The Village shall aiso maintain, at its own cost and expense, workers’ compensation insurance in respect of Chicoge Bulls Development League Licenea Agreement -95-all employees, and any borrowed, licensed or other person to whom such compensation may be payable by the Village. 6. Other Insurance Requirements. The Village may maintain any other forms and types of insurance that the Village shall deem reasonable in respect of the Arena, The Village shall provide the Licensee prompt written notice of any notice it receives of any cancellation, modification or renewal of any such insurance or program. 6. Failure to Maintain. If at any time and for any reason any of the Licensee or the Village falls to provide, maintain, keep in force and effect, or deliver to the other party proof of any of the insurance required hereunder and such failure continues for ten (10) days after notice thereof from such other party, then the other party may, but shall have no obligation to, procure single interest insurance for such risks covering the other party (or, if no more expensive, the insurance required by this Agreement), and the party that failed to meet its obligations hereunder, as the case may be, shall, within ten (10) days following the other party’s demand and notice, pay and reimburse such other party the costs incurred, Additional Policy Requirements a. Insurers: Certificate and Other Requirements. All insurance policies required to be procured under this Section 21.8.7. (including endorsements thereto) shall be effected under valid policies issued by insurers licensed to do business in the State of Iinois that have an A.M. Best rating of “A-ViI or better (or equivalent). Each and every insurance policy required to be carried hereunder by or on behalf of a party shall provide (and any certificate evidencing the existence of each such insurance policy shall certify) that the insurer will endeavor to notify the insured of any cancellation with a provision substantially as follows: “should any of the above described policies be cancelled before the expiration date thereof, the issuing insurer will mail not less than thirty (30) days written notice to the certificate holder." b. Delivery of Evidence of Insurance. With respect to each and every one of the insurance policies required to be procured or maintained under the terms of this Agreement, (A) on or before the date that each such policy is required to be first procured, (B) at least thirty (30) days before the expiration of any such policy, (C) with respect to insurance required by Sections 21.8.2 and 21.8.3,, prior to the first day of each calendar year during the Term, and (D) otherwise from time to time upon a party's reasonable request therefor, the Licensee or the Village, as the case may be, shall deliver to the other party evidence showing that such insurance (including any endorsements required by this Agreement) is in full force and effect. Such evidence shall include certificates of insurance issued by a responsible officer of the issuer of such policies, or in the alternative, a responsible officer of an agent authorized to bind the named issuer, setting forth the name of the issuing company, the coverage, limits, deduetibles, and the term thereon. By no later than (i thirty (30) days after the effective date of any insurance policy required under this Agreement, the Licensee or the Village, Chicago Bulle Dovolopment League License Agreement 28 -as the case may be, shall provide the other party with reasonable evidence that premiums have either been paid in full or, if the premiums are payable in installments, the installments have been paid to date and (ji) one hundred twenty (120) days after the effective date of any issuance policy required under this Agreement, the Licensee or the Village, as the case may be, shall provide the other party with a complete copy of such insurance policy and all endorsements thereto. 22. Indemnity ‘A. The Licensee. The Licensee agrees to indemnify and hold harmless the Village, any Mariager and each of their afiliates (which, for avoidance of doubt shall not include any Concessionaire or any other service provider of the Village) and their respective officers, directors, managers, employees, owners and agents from and against any and all liabilities, damages, suits, claims and judgments of any nature {including reasonable attorneys’ fees and expenses) ("Losses") arising from or in connection with (a) any gross negligence or wilful misconduct of the Licensee or its officers, employees, agents or contractors or (b) any breach by the Licensee of any representation or warranty or breach of its obligations under this Agreement, in each case, except to the extent such Losses arise from the gross negligence or willful misconduct of the Village. B. The Village. The Village agrees to indemnify and hold harmless the Licensee, its respective affiliates and their officers, directors, managers, employees, ‘owners and agents from and against any and all Losses arising from or in connection with (a) any gross negligence or willful misconduct of the Village or its officers, employees, agents or contractors, or (b) any breach by the Village of any representation or warranty or breach of its obligations under this Agreement or (c) any Other Event, in ‘each case, except to the extent such Losses arise from the gross negligence or willful misconduct of the Licensee. C. Procedures. If any party (an "Indemnified Party") shall discover or have actual notice of a matter for which the other party (the "Indemnifying Party") is liable under this Section 22 (each a "Claim'"), the Indemnified Party shall notify in writing the Indemnifying Party of such matter within a reasonable time. Thereafter both the Indemnified Pary and Indemnifying Party shall immediately notify their insurance carriers of such Claim. The Indemnifying Party shall be entitled, at its cost to defend any such Claim by appropriate legal proceedings provided the Indemnifying Party shall have first notified the Indemnified Party of the Indemnifying Party's intention to do so. If the Indemnified Party elects to join in any defense of a Claim (which shall be at the Indemnified Party's sole cost and expense), the Indemnifying Party shall have full authority to determine ali action to be taken with respect thereto. If, after such opportunity, the Indemnifying Party elects not to defend such Claim, the Indemnified Party shall have the right to defend such Clalm in good faith, which defense will be vigorously and diligently prosecuted by the Indemnified Party to a final conclusion or, with the consent of the Indemnifying Party, settlement, and the Indemnifying Party shall be bound by such final conclusion or approved settlement. If required by the (Chicago Bulls Development League Lisense Agreoment -97Indemnifying Party, the Indemnified Party shall cooperate fully with the Indemnifying Parly and the Indemnifying Party's attorneys in contesting any such Claim or, if appropriate, in making any counterclaim or cross complaint against the person or entity asserting the Claim against the Indemnified Party, but the Indemnitying Party will reimburse the Indemnified Party as appropriate for any reasonable expenses incurred by the Indemnified Party in cooperating as so required, except to the extent otherwise agreed upon by the Indemnifying Party's and Indemnified Party's insurance carriers, Notwithstanding that the Indemnifying Party is actively conducting a defense or contest of any Claim against the Indemnified Party, such Claim may be settled, compromised or paid by the Indemnified Party without the consent of the Indemnifying Party; provided however, that if such action is taken without the Indemnifying Party's consent, the Indemnifying Party’s obligations with respect thereto shall be terminated, and the Indemnifying Party shall have no obligation to the Indemnified Party. if the Indemnifying Party elects to defend such Claim, the Indemnifying Party shall have the right to conduct, the defense of such Claim in good faith and settle the Claim in good faith without the prior consent of the Indemnified Party so long as such settlement or compromise (i) does not require any admission or action or forbearance from action by the Indemnified Party, and (ii) the Indemnified Party is released from all losses, costs or other liabilities respecting such Claim. D. — Survival. The obligations contained in this Section 22.D. will survive the expiration or earlier termination of this Agreement but only with respect to an event that may give rise to a Claim that ocours prior to such termination. 23. Condition of Arena, Except as expressly set forth herein, the Vilage makes no warranty or representation to the Licensee of any kind (express or implied) regarding the suitability of or compliance with applicable laws by the Arena, or any portion thereof, as built, for any aspect of the use the Licensee expects or intends to make of the Arena, Accordingly, subject to the terms and conditions herein, the Licensee acknowledges and agrees that it has made an adequate investigation and inspection of the Arena and has made its own determination regarding the suitability of the Arena for the Licensee's proposed use and is satisfied with the condition, fitness and order thereof except as provided herein. Except for the installation of a curtain system and power supply for the scorer’s table within the Arena, and subject to the terms and conditions herein, the Licensee further agrees that the Arena shall be delivered by the Village to the Licensee "AS IS", "WHERE IS" and "WITH ANY AND ALL FAULTS" and without warranty, express or implied, as to the merchantability or fitness for the use thereof for any particular purpose. Except as set forth herein, the Licensee hereby waives any claims against the Village and any Manager for defects in the Arena, including latent defects. Commencement of the use of the Arena by the Licensee shall be conclusive that the Arena was in good repair and satisfactory condition, fitness and order when such use commenced. CChicage Bus Development League Licence Agieomont -38-24. Default; Remedies Upon Breach. A. Licensee Default. Any one of the following events shall constitute a “Licensee Default" by Licensee under this Agreement: 1. Subject to Section 24.4.3, material breach by the Licensee ‘of any material representation, warranty, covenant, condition or obligation set forth in this Agreement, which breach is not cured within thirty (30) days following written notice to the Licensee of such breach, provided that in the event the Village may suffer irreparable harm as a result of the Licensee's breach, it shall not be required to give notice or wait any period of time before pursuing any remedies hereunder or under applicable law; 2. Material violation by the Licensee of the Arena Rules (as defined in Section 26.C.), which breach is not cured within thirty (30) days following written notice to the Licensee of such breach, provided that in the event the Village may suffer irreparable harm as a result of the Licensee's breach, it shall not be required to give notice or wait any period of time before pursuing any remedies hereunder or under applicable law. A complete and accurate copy of the Arena’s rules and regulations has been provided to the Licensee and any amendment or update thereto shall be promptly provided to the Licensee; 3. If three (3) or more Home Games in any League season scheduled to be played at the Arena are cancelled during such League season (other than due to an Event of Force Majeure (including, for avoidance of doubt, any League work stoppage), Alternate Site Condition and/or Condemnation Action); provided, that if a scheduled Home Game is cancelled, rescheduled and played during the same League season, the Village will consider the circumstances surrounding the cancellation, including the likelihood of recurrence or questions regarding League viability, before exercising its rights hereunder, 4, Cessation by the Licensee of its business as a going concem, or the insolvency or bankruptcy of the Licensee or the initiation of any bankruptcy or assignment for the benefit of creditors or other insolvency proceedings by or against the Licensee, or the appointment of a receiver or trustee for the Licensee or the Licensee's property; or 5. The Licensee falls to maintain its membership in good standing in the League. B. Remedies Upon Licensee Defauit. If any Licensee Default occurs, the Village may use any remedies provided by law. C. Village Default. Any one of the following events shall constitute @ "village Default" by the Village under this Agreement: CChiago Bute Development League License Agreement. - 38 ~1. Material breach by the Village of any material representation, warranty, covenant, condition or obligation set forth in this Agreement, which breach is not cured within thirty (30) days following written notice to the Village of such breach, provided that in the event the Licensee may suffer irreparable harm as a result of the Licensee's breach, it shall not be required to give notice or wait any period of time before pursuing any remedies hereunder or under applicable laws; or 2, The insolvency or bankruptey of the Village or the initiation of any bankruptey or assignment for the benefit of creditors or other insolvency proceedings by or against the Village, or the appointment of a receiver or trustee for the Village or the Village's property; D. Remedies Upon Village Default If any Village Default occurs, the Licensee may use any remedies provided by law. 25. Compliance with Laws and Arena Rules. A. Legal Compliance. The parties shall each abide by, conform to and comply with in all material respects, and shall cause every person under its direction or control who is connected with the performance of any aspect of this Agreement to abide by, conform to and comply in all material respects with all applicable laws, rules, regulations and ordinances of the United States of America, the State of Illinois, the Village, and their respective agencies. The party controlling any sale or distribution of tickets will comply with all federal, state and municipal laws, statutes, ordinances or regulations relating to the payment of taxes or charges on tickets, admissions or reservations, and file returns and pay all such taxes or charges immediately when due B. Morals Clause. Neither party shall use or attempt to use any part of the Arena for any use or proposed use which would be contrary to law, common decency or good morals or otherwise improper or detrimental to the reputation of either party. C. Rules. The Village reserves the right, exercisable from time to time as determined by the Village, to promulgate, establish, rescind and modify reasonable rules and regulations concerning the Arena (so long as such rules and regulations apply to all Events) and related services, personnel, equipment, materials and appurtenances and the placing of furniture, fixtures, equipment and other property therein (‘Arena Rules"). None of the Arena Rules shall prevent Licensee's use of the Arena as contemplated under this Agreement. if the Licensee's compliance with Arena Rules requires incurrence of substantial costs, the Licensee and the Village agree to share in such costs. D. — Non-Discrimination. The Licensee agrees not to discriminate against any person relative to admission, services or privileges offered to or enjoyed by the general public for any reason prohibited by law. Cricago Bus Development League License Agreement -40-26. Use of Arena. A Return of Arena. The Licensee agrees not to perform any act or suffer any act to be done during the Term which shall mar, deface or injure any part of the Arena. Subject to the services required to be performed by the Village hereunder, the Licensee further agrees to leave the Arena in materially the same condition after each Licensee Event that it was in at the commencement of the Licensee Event, ordinary wear and tear excepted. The Licensee agrees to pay the cost of repairing or replacing any and all damage to any equipment or other property owned by the Village and to pay the actual documented out of pocket cost of repairing or replacing any and all damage to the Arena solely to the extent resulting from an act or omission of an employee, agent or contractor of the Licensee ordinary wear and tear excepted Subject to the services required to be performed hereunder by the Village, upon expiration of the Term, the Licensee shall deliver up to the Village the Arena in materially the same condition and repair received at the beginning of the Term, excepting usual wear and tear. B. No Combustibles. if the Licensee brings into the Arena any displays, props, decorations, materials or other personal property, it must fully comply with ail building and safety codes and all wiring on booths or display fixtures must meet the rules, standards, and codes of the Village. Among other precautions, cloth, paper decorations, pine boughs, leaves, tree branches and all other decorations must be flameproofed. Use of combustible material is forbidden. 1. The Licensee understands that approval and permits from the Fire Department must be obtained before bringing into the Arena pyrotechnics, explosives, gasoline, kerosene, acetylene or other fuel or combustibles. Such a permit shall be submitted for review to the Village upon receipt and prior to Licensee bringing any such items into the Arena. 2. The Licensee understands that the firefighting equipment in the Facility, such as fire extinguishers and fire hose cabinets and exits, shall not be covered or concealed in any manner whatsoever from public view or access. C. Hazardous Substances. The Licensee, its employees and agents, and any exhibitors, patrons, invitees or other participants in the Licensee Events covered by this Agreement are prohibited from allowing any hazardous substance to be brought into the Arena or surrounding property. If any governmental authority or other third party demands that a cleanup plan be prepared and that a cleanup be undertaken because of any release of hazardous substances that occurs as a result of the Licensee's use of the Arena or entry on the surrounding property, the Licensee shall, at the Licensee's expense, prepare and submit the required plan and all related bonds and other financial assurances, and the Licensee shall carry out all such cleanup pians, Chicago Bus Development League License Agreomant -41=D. No Gasoline Motor Vehicles or Live Animals. No gasoline motor driven vehicles will be permitted to enter into the Facility, except with prior written approval from the Village which will not be unreasonably withheld. Only service animals will be permitted to enter or remain in the Arena E, Licensee Representatives. A duly authorized representative of the Licensee shall be in attendance at the Arena when the doors are opened and throughout the Licensee Events scheduled hereunder. The Licensee shall provide all of its representatives and working personnel to be admitted to any part of the Arena with distinctive, visual identification which shall be reasonably approved by the Village for use during the Term. F. The Village Control, Except as set forth in this Agreement, in licensing the Arena fo the Licensee, it is understood that the Village does not relinquish the right to control the management thereof and to enforce all necessary rules and regulations. G. Obstructions. All portions of the sidewalks, entries, doors, passages, vestibules, halls, corridors, stairways, passageways and all ways of access to public utilities of the Arena shall be kept unobstructed by the Licensee and not used for any other purpose other than ingress or egress, H. Disorderly Persons. The Licensee hereby acknowledges the Village's right, in its reasonable judgment, to refuse admission to or to cause to be removed from the Arena any disorderly person, including the Licensee's employees, agents and contractors, as determined by the Village in its reasonable discretion. it any Licensee Event is cancelled by the Village due to concerns about personal safely as, determined by the Village, in its reasonable discretion, as a result of the disorderly conduct of any Licensee member, artist, participant, performer or other person appearing at such Licensee Event, the Licensee shall be in breach of this Agreement. |. Safety Precautions. The Licensee acknowledges and agrees that the Village shall have the power to extinguish all ullities and order the evacuation of all or any portion of the Arena, or cause to be removed therefrom any person or group of. persons, any materials, equipment or other items if, in its reasonable judgment, danger is imminent or dangerous circumstances have already occurred and such action is necessary to secure the safety and welfare of persons or property. J. Seoutity System, The Licensee acknowledges that the Arena utilizes a security system and that Licensee has been provided with the security access code to arm and disarm the system. The Licensee agrees to reimburse the Village for any charges or reasonable and documented out of pocket expenses related to any false alarms caused or triggered by the Licensee; provided that the Licensee shall have no liability with respect to any system malfunctions by the security system, The Licensee further acknowledges that to the extent it is in the Arena, other than during regular business hours (Monday through Friday between the hours of 9:00 a.m. and 6:00 p.m., ‘chicago Bute Development League License Agreement. 42excepting holidays) the Licensee will ensure that the security system is properly armed upon the Licensee's leaving the Arena. The Village shall ensure that the security system will operate in accordance with each of the Operating Standards and the Maintenance and Repair Standard. K. Announcements. The Village shail have a right to make announcements needed to ensure and protect the safety of persons and property in and around the Arena at any time the Village reasonably deems necessary. The Licensee agrees that it will cooperate with the Village whenever the Village reasonably deems it necessary to make such announcements, 27. Damage: Repair Obligation. in the event of damage, destruction or deterioration of the Arena that results in an Altemate Site Condition (as defined below), then this Agreement shall remain in full force and effect and the Village shall repair and restore the Arena to a condition that (i) is equal to or better than the condition immediately preceding such damage, destruction or deterioration, (ii) complies with the terms of this Agreement (including the Maintenance and Repair Standard), and (ii) allows the Team to present Licensee Events at the Arena (collectively the “Required Restoration Condition’), In connection with such repair and restoration, the Village shall provide the Licensee with reasonable notice of, and the reasonable opportunity to consult with the Village regarding, all design and construction plans. Chicago Bulls Dovolopment League License Agreement 43-In the event any of the Licensee Events has to be canceled as a result of an Alternate Site Condition, the parties agree to use their reasonable efforts to reschedule such Licensee Event. If rescheduling such Licensee Event is not possible, despite the best efforts of the parties to find mutual acceptable dates, Team shall have the right to play such Licensee Event at an Alternate Site. In the event that an Alternate Site Condition continues for the lesser of () 180 days or (i) a period of time covering twenty (20) scheduled Licensee Events in a given League season, such that the Team is Unable to use the Arena to play Licensee Events during such time period, either party may terminate this Agreement. In the event that the Arena is destroyed or damaged and the Village does not intend to make the necessary repairs to the Arena to allow the Team to play Licensee Events pursuant fo the terms herein, the Village shall promptly notify the Licensee thereof and upon Licensee's receipt of such notice this Agreement shall automatically terminate. “Alternate Site Condition” means the existence of one of the following conditions, but only to the extent that such condition(s) is not primarily the result of Licensee's failure to perform its obligations hereunder: (a) the League determines that the concition of the Arena is such that League prohibits the playing of Licensee Events at the Arena and such determination is confirmed in writing by Licensee; (b) a governmental authority, applicable laws, or Event of Force Majeure prevents the use or ‘occupancy of any portion of the Arena that is reasonably necessary for the playing, exhibiting, or viewing of Licensee Events; or (c) a legitimate scheduling confiict exists with respect to a given Licensee Event that permits Licensee to hold such Licensee Event at an Alternate Site. 28. Condemnation. A. Total Condemnation, if a taking by a government authority (or other person or entity with the power of eminent domain) by exercise of any right of eminent domain or by appropriation or condemnation (a “Condemnation Action’) occurs, the Village shall promptly provide notice thereof to the Licensee and then the Licensee shall have the right to terminate this Agreement by delivering written notice thereof to the Village within ninety (90) days thereafter. If the Licensee so terminates this ‘Agreement, any such termination shall be without penalty to the Licensee. If either party receives notice of any proposed or pending Condemnation Action affecting the whole or any part of the Arena, it shall promptly notify the other party B. Partial Condemnation. If the Licensee does not have a right to terminate this Agreement as a result of a Condemnation Action or elects not to do so, the Village will, at no cost to the Licensee, repair and restore any damage to the Arena resulting from such Condemnation Action to the Required Restoration Condition, C. — Proceedings; Condemnation Award. To the maximum extent permitted by applicable laws, the Village and the Licensee each shall have the right, at its own expense, to appear in any Condemnation Action and to participate in any and (Chicago Bulls Development League License Agreement -44~all hearings, trials and appeals relating thereto even if this Agreement has been terminated. Neither party shall settle or compromise any right of the other party to receive a Condemnation Award without the prior written consent of the other Party. Subject to the other provisions of this Section 28, in any Condemnation Action the Licensee shall have the right to assert a claim for, and receive all Condemnation Awards for, (a) the loss in value of its rights hereunder as if this Agreement had not terminated, (b) any damage to, or relocation costs of, the Licensee's business as a result of the Condemnation Action and (c) any other damages to which the Licensee may be entitied under applicable laws. If any Condemnation Award is not specifically allocated among the Parties by the applicable governmental authority, as between the Village and the Licensee the entire amount of the Condemnation Award shall be allocated and distributed to the Village. "Condemnation Award” means all sums, amounis or other compensation for the Arena payable to the Village or the Licensee, as applicable, as a result of, or in connection with, any Condemnation Action. D. Restoration. If any Alternate Site Condition occurs and does not result in termination of this Agreement pursuant to this Section 28, then the Licensee, at its option, shall have the right to play Home Games in any facility approved by the League and the Licensee as a site for the Home Games (‘Alternate Site"), Further, during the existence of the Alternate Site Condition, the Village shall (a) perform its obligations in accordance with Sections 27 and 28.B. and, to the extent not prevented by the Alternate Site Condition, its other obligations hereunder and (b) seek to provide temporary additional areas in the Arena or elsewhere where the Licensee can perform activities otherwise permitted to be performed by the Licensee hereunder in the damaged areas of the Arena. If the Village is prohibited from repairing tne Arena to the Required Restoration Condition due to a final and non-appealable judgment by a court ‘or due to applicable law, then regardless of whether the Licensee has the right to terminate this Agreement pursuant to Section 28.A., the Licensee shall have the right to terminate this Agreement upon written notice to the Vilage, 29. Force Majeure. ‘A. Definition of Event of Force Majeure. The term "Event of Force Majeure" shall mean any and all acts of God, strikes, lock-outs, other industrial disturbances, acts of the public enemy, wars or warlike action (whether actual, impending, or expected and whether de jure or de facto), arrest or other restraint of government (civil or military), blockades, insurrections, riots, vandalism, terrorism, epidemics, lightning, earthquakes, hurricanes, storms, floods, washouts, fire or other casualty, civil disturbances, explosions, breakage or accidents to equipment or machinery, threats of bombs or similar interruptions, confiscation or seizure by any government or puiblic authority, nuclear reaction, radioactive contamination, accidents, or any other causes, whether of the kind herein enumerated or otherwise that are not reasonably within the control or caused by the party claiming the right to delay the performance on account of such occurrence; provided, however, in no circumstances shall the monetary inability of a party to perform any covenant, agreement or other obligation contained in this Agreement be construed to be an Event of Force Majeure. Chicago Bus Development League License Agrosment 45 -B. Effect of Event of Force Majeure. Failure in performance by any party under this Agreement Gue fo an Event of Force Majeure shall not be deemed a breach of this Agreement; provided, however, that such party shall make reasonable efforts to continue to meet its obligations throughout the duration of the Event of Force Majeure and the suspension of any obligations of such party shall only last during the time the Event of Force Majeure continues (and such reasonable time thereafter to allow such party to respond to such condition). 30. Intellectual and Proprietary Rights. A, Licensee Grant. The Licensee hereby grants to the Village a non-exclusive license and the right to use the Team name and iogo in promotion of the ‘Arena within the Licensee's home territory under League Rules. The Village shall have the right to display the Team name and logo and any promotional material regarding the ‘Arena and any media advertising the Arena provided that all such use is subject to Licensee's and League's prior written approval in each instance, Upon request, the Village shall provide the Licensee with copies of such promotional material for the Licensee's review. In the event the Licensee determines, in its reasonable discretion, that there has been any deviation or distortion of the Team's logo in any of these promotional materials, then the Village shall work in good faith with the Licensee to remedy such deviation or distortion on future promotional materials. The Licensee retains all of the rights, title and interest in the Team's name and logo. The Licensee further grants the Village a non-exclusive license and right to use photographs and video footage from any Licensee Events held at the Arena to promote the Arena. For the purposes of this paragraph, any rights obtained by the Village to utilize the name and logo of the Team shall also be applicable for any successor Team name or logo. B. Village Grant. The Village hereby grants to the Licensee during the Term a non-exclusive, irrevocable, royalty-free, paid-up right and license to use, and sublicense third parties the right to use, any replica, model, artistic or photographic rendering or other visual representation of the Arena or any portion thereof owned by or licensed to the Village in association with marketing, promoting and advertising Licensee Events and in connection with the Licensee's sale of advertisements pursuant to Section 8. 31. Non:Disturbance. So long as the Licensee performs all of the Licensee's obligations under this Agreement, the Village shall do nothing (other than the acts permitted or required by this Agreement) that will prevent the Licensee or its licensees, ‘guests or invitees from peaceably and quietly enjoying and using the Arena during the ‘Term in the manner described in this Agreement. 32, Miscellaneous. A. Entire Agreement, This Agreement (including any and all exhibits hereto) reflects the entire agreement between the parties respecting the subject matter Chicago Bulls Development League License Agresmant -46-hereof and supersedes any and all prior agreements, understandings or commitments, written or oral, between the parties hereto, No prior representation, inducements or agreements, oral or otherwise, between the parties with respect to the subject matter hereof not contained, expressly incorporated or embodied herein shall be of any force and affect. B, Notices. Notices by the Village and the Licensee to each other shall be deemed duly given if () delivered personally with a signed receipt evidencing such delivery, (ii) mailed by certified mail, return receipt requested, postage prepaid, (i) by electronic mail or (iv) delivered by duly recognized air courier service to the following addresses: The Licensee’ Northwest Sports LLC 1901 West Madison, Chicago, IL 60612 Attn: President Email: rpadmanabhan@bulls.com With a copy to: Chicago Professional Sports Limited Partnership 1901 West Madison, Chicago, IL 60612 Attn: General Counsel Email: padmanabhan@bulls.com The Village: The Village of Hoffman Estates 1900 Hassell Road Hoffman Estates, Illinois 60169 Attn: Sears Centre Owner's Representative Email: mark koplin@hofimanestates.org With Copy to: Sears Centre Arena 5333 Prairie Stone Parkway Hoffman Estates, Illinois 60192 Attn: General Manager Email: ben.gibbs@searscentre.com C. — Assignment. This Agreement shall not be assigned by either party {including any sublicense by the Licensee) without the prior written consent of the other party in each instance, which may be withheld at such party's sole discretion. Any attempt by a party to assign this Agreement (or, with respect fo the Licensee, to sublicense its right to use the Arena) without the prior written consent of the other party shall be null and void and shall constitute a Licensee Default or Village Default, as applicable, under this Agreement. In the event that the other party permits such an assignment (or, with respect to Licensee, sublicense), the party shall cause the assignee (or with respect to Licensee, sublicensee) to enter into an agreement, acceptable to the other party, whereby such assignee (or, with respect to Licensee, (Chicago Bus Dovolopment League License Aaresmnent 47 ~sublicensee) agrees to abide by all the terms, obligations and conditions of this ‘Agreement. The term “assignment” (or, with respect to Licensee "sublicense") as used in this Agreement shall include any and all transfers of a party's interest in this Agreement, whether voluntary or involuntary. Notwithstanding the foregoing, (i) the Licensee may assign its rights and delegate its obligations under this Agreement without the Village’s prior consent to (x) a successor who acquires the Team from Licensee, (y) any of its affliates (provided such affliate also controls the Team), or (z) the League and (i) either party may pledge, mortgage, grant a security interest in, encumber or collaterally assign its interest in this Agreement to seoure indebtedness for borrowed money of such party. D. — NoAgency. The relationship between the Vilage and the Licensee is that of independent contractors and not agents or employees. Under no circumstances shall this Agreement be considered a contract of partnership or joint venture. Neither party shall be liable for any of the debts, accounts, obligations or other liabilities of the other party, its agents or employees, and neither party shall have any authority to obligate or bind the other party in any manner except as may be expressly provided herein. Further, no agent, servant or employee of the Licensee or any of its subcontractors shall under any circumstances be deemed an agent, servant or employee of the Village. E. Governing Law. The laws of the State of Illinois shall govern the interpretation and enforcement of this Agreement. F Waivers. No waiver shall be effective unless in writing and ‘executed by the party to be charged with such waiver. No waiver shall be deemed a continuing waiver in respect of any subsequent breach or default, whether similar or dissimilar nature, unless expressly so stated in writing. G. Severability The invalidity or unenforceability of any particular provision of this Agreement shall not affect the other provisions hereof, and this Agreement shall be construed in all respects as if such invalid or unenforceable provision were omitted, H. Headings. Any headings preceding the text of the several sections, paragraphs or subparagraphs hereof are inserted solely for convenience of reference and shall not constitute a part of this Agreement, nor shall they affect its meaning, construction or effect. I. Binding Effect This Agreement, and the terms, provisions, promises, covenants and conditions hereof, shall be binding upon and shall inure to the benefit of the parties hereto and their respective permitted successors and assigns. J. Amendment. No alteration, amendment or modification of this ‘Agreement shall be valid unless approved and executed by an instrument in writing by the parties and approved by the League. (chicago ute Development League License Agreement ~48-K. _ No Third Party Beneficiaries. Any agreement to pay an amount and any assumption of liability herein contained, expressed or implied, shall be only for the benefit of the undersigned parties and their respective permitted successors and assigns (as herein expressly permitted), and such agreements and assumptions shall not inure to the benefit of the obligee or any other party whomscever, it being the intention of the undersigned that, no other party shall be or be deemed to be a third party beneficiary of this Agreement L. Confidentiality. Except as otherwise provided by applicable laws, each party agrees that such party shall not, directly or indirectly, disclose or otherwise make available to any third party, the terms or existence of this Agreement. Notwithstanding anything to the contrary in the preceding sentence, (a) each party may disclose (and provide a copy of) this Agreement to such party's managers, officers, members, lenders, legal counsel, accountants and other advisors who need to know such information in connection with providing applicable professional services to such party and (b) the Licensee may disclose this Agreement to the League. The parties hereto further acknowledge that this Agreement is subject to the Illinois Freedom of Information Act, as amended. M. Counterparts. This Agreement may be executed in multiple counterparts, each of which shall be deemed an original but together shall constitute one and the same instrument. N. Conflict with Leaque Rules. If and to the extent future League Rules create obligations for the Licensee or the Village that the Licensee and the Village agree are unduly burdensome on either party or both parties, the parties agree to cooperate to seek from the League a reasonable waiver from, or modification of, the effectuation of such rule(s), ©. No Recourse Against League. The Village acknowledges that it shall have no recourse against, and hereby covenants not to bring any claim against the League, any of its member teams (other than the Licensee), any of their respective affiliates or any of the employees, owners, directors, shareholders, partners, members, governors, agents or representative of any of the foregoing as a result of any breach by the Licensee of this Agreement or any other act or omission by the Licensee. P, Facility Management, If the Village desires to replace the existing Manager with a new Manager, the Village must comply the procedures set forth below: 1. If the existing Manager no longer provides management services with respect to the Facility for the Village, the Licensee (or an entity affliated with the Licensee) will have sixty (60) days to submit a proposal for Facility management services to the Village. The Village will accept or reject the proposal from the Licensee (or its affiliated entity) within thirty (30) days of its submission. If the Licensee's proposal is rejected by the Village, the Village will inform the Licensee as to (Chicago Gulls Development League License Agreemant -49-why its proposal was rejected and the Licensee will be included in the selection process with respect to the hiring of a new Manager as set forth in Section 32.P.2. 2. Recommendations as to the hiring of a new Manager will be made by a committee consisting of representatives of the Village. During the Term, the Licensee shall have the right to designate a representative of the Licensee to this committee to serve in a contributing capacity, For purposes of clarity, the Licensee will be entitled to have a representative on the committee irrespective of whether the committee has rejected the Licensee’s recommended candidate. Q — Survival. Sections 13, 14, 19, 20, 22, 24.B., 24.D., 25, 28, 29, 30 and 32, shall survive the expiration or earlier termination of this Agreement, together with any other provision which by its terms or nature is intended to survive such expiration-or termination R. In the event of a dispute between the parties regarding this ‘Agreement, this Agreement will be deemed to have been drafted by the parties in equal parts so that no presumptions or inferences concerning its terms or interpretation may be construed against either party. S. Each one of the number exhibits attached to this Agreement and identified herein is expressly made a part hereof as though fully stated herein. (SEE NEXT PAGE - SIGNATURE PAGE) Chicago Buts Development League License Agreement - $0 -IN WITNESS WHEREOF, the parties hereto have duly executed this Agreement the day and year first above written. The Licensee Northwest Sports LLC By: Name: Michael Kein c Tite: aga cedar 2 Date: alu Leos The Village: ‘THE VILLAGE OF HOFFMAN ESTATES By its agent Global Spectrum (Spectra), L.P. By: Name: Its: Date: CChicege Buls Development League License Agreement = 81 =IN WITNESS WHEREOF, the parties hereto have duly executed this Agreement the day and year first above written. The Licensee Northwest Sports LLC By: Name: Title: Date: The Village: ‘THE VILLAGE OF HOFFMAN ESTATES By its agent Global Spectrum By: Name: Its: Date: nny ‘Chicago Bus Development League License Agreement -51-REO TOMMoDOM> EXHIBITS Seating Map Drop Count Fee Concession Split NBA Development League Facility Standards (as revised) Arena Sponsor Ticket Requirements Pepsi Sponsorship Contract (partial) Miller-Coors Sponsorship Contract (partial) ‘Sears Naming Rights Agreement (partial) ‘Storage Unit Location Map Office License Location Map Pro Shop Location Map Cchicage Bulle Development League Licence Agraoment 2EXHIBIT A Seating Map (See Next Page) ‘Chicago Gulle Development League License Agreement -53-Hany swale box Capacities HB Floor Levet - 108 seats FB tower Level - 2962 seats HE upper tevet - 1637 seats [iste per Stes -22 Hien cour tana sites-12 ileus cone uppersuiter-t fibre vvversues-2 [_ ]ana~2 tower SuttesEXHIBIT B Drop Count Fee (See Next Page) (Chicago Bue Development League License Agrasment =54~Drop count a 2500 3,900 a0 ‘000 290 200 3409 3908 4909 3050 $250 3250 $250 $259 ‘Addec Rent Loven $100" $1.50 $500 ‘$500 $750, $500 $750 Basad on drop covet, Arena would ec aiona eta ows = 0-200 Nofee 2500-2900 $00 pe patron 31900-3400 ‘$1.00 pe patron 5500-3900 ‘31.60 per patron ‘4000-4409 ‘$2.00 ps patron ‘Asad rect wl ek exc $2500 Example Rent Casto = Drop count 2,000 Pa Tete 2.000 Row ‘35000 Facity Fee ‘32000 ‘astral Ret TelebRent 7.000 Esemnlad Drop Coe 3500 ald Tks 3500 Rent 5.000 acy Foe 3500 ‘Alors Reet ‘750 Tolan $9250 35,000 32500 $750 3000 35000 $3000 e250 s200 1.000 ‘3800 $5000 3500 3750 50250 Totat Added Rent $1500 4000 ‘4000 ‘5,000 31,500 5500 4500 4500 ‘5000 ‘4500 52500 S200EXHIBIT C Concession Split The Licensee shall receive the following percentages of net cancession revenue: * 40% of net concession revenue with respect to the portion of the Drop Count between 1 and 50,000 for a given League season; © 30% of net concession revenue with respect to the portion of the Drop Count between 50,001 and 60,000 for @ given League season; © 20% of net concession revenue with respect to the portion of the Drop Count above 60,001 for a given League season; (Chicago Bulle Development League License Agreament. = 85~EXHIBIT D NBA Development League Facility Standards (as revised) (See Next Page) CChicoge Bute Development League Licence Agroament 56NBA DEVELOPMENT a LEAGUE Rae ARENA FACILITY STANDARDS ane BASKETBALL EQUIPMENT «Playing court mist be constructed of grade 2or better quality wood (94x 50” playing surface). Preferred vendors. id Robbins. © Size of entire floor and all colors, designs and court markings appearing on any playing court ‘must be as designated by the D-League; no other markings will be permitted. ¢ Condition of floor must be maintained at a level of quality suitable for game play, as determined and approved solely by the D-League Basketball Operations Department, at all times, © No physical structure or item (¢.g., ceiling, ducts, center-hung scoreboard, banner, 7 \de be located less than thirty-five fest (35") over the loa. cr Game and Courtside Equipment: ‘# Three (3) basket stanchions/supports pursuant fo current NBA standards capable of being, anchored to the floor —- Basket supports pursuant to current NBA standards, including the fully-padded bottom and side surfaces of backboards, cross pieces and braces — manufactured by Spalding, as specifically approved by the D-League. ‘© Each team is required to replece any stanchion/suppon that is deemed unfit or unsafe for ‘competitive play by the D-League. Three (3) backboards (and rims) pursuant to current NBA stasi@hrds (flat and transparent, 6° ld horizontally x 3 4" vertically, as of 2008-09 season) ~ manufiotured-by-Spaldingras Storage SpaceEXHIBIT J Office Space Location Map (See Next Page) Chicago Gulls Development League License Agreement. -62-OFFICE SPACE Office SpaceEXHIBIT K Pro Shop Location Map (See Next Page) Chicago Bue Development League License Agreement -63-Pro Shop