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adidas This Team Agreement fs entered Into between adidas America, Inc, an Oregon corporation and UNC ASHEVILLE (UNCA) Asheville, NC effective as ofthe first day of the Term (95 defined below) with First Team Sports, Greerville, SC being the sole provider of adidas products. The parties agree as follows: ‘Term, This Agreement starts on 06/01/2028 and ends 5/30/2023, and shall automaticaly renew for one year each time unless adidas or UNCA terminates according to this Agreement. This sa binding agreement. This agreement includes butis not limited to the following sports and thelr participants: ALL UNCA Athletes adidas Produets. During the Term, adidas will provide UNCA with merchandise listed below, during each Schoo! Year (defined as June 1 through May 30) of the Term. Promotional Merchandise” means orders from the adidas Team Sales Catalog. For each Schoo! Year, during the Term, adidas shall provide the following types and values of Promotional Merchandise Products Included: Team adidas Footwear, Apparel, Uniforms, Equipment and Accessories Promotional Products provided in exchange for exclusive product purchases as outlined above: a. Ineach year ofthis Agreement, schoo! will receive: UNCA will receive $20,000 up front each year from Adidas at Retall LUNCA will receive #5,000 Up front each year from First Team Sports at Retail LUNCA Men's Basketball will receive #14,500 up front each year from Adidas at Retall LUNCA Women’s Basketball wil recelve $24,500 upfront each year from Adidas at Retal LUNCA 1o sports will recelve $2000 each upfront on 6/1/38 from acldas at Retall UNCA teams winning a conferenceyregion championship will receive $2000 In Adidas at Retall, and teams making an NCAA appearance will receive $2,000 in Adidas at Retal. Teams winning a national championship wil receive $5,000 Jn Adidas at Retall. Coach ofthe year wil recelve $2,000 in Adidas at Retail. One Men's & one Womer’s team per year achieving the highest GPA (above 3.0) will receive $1,000 in Adidas at Retal. All players must be wearing adidas Uniforms and footwear in competition. ‘Adidas will do school logo banners, mecis wall and table cloths. $1,500 promo Permanent signage will be negotlated by UNCA AD and adidas rep. Promotional merchandise allocation Is the sole responsibilty of the UNCA AD. NIC Freight on all promo from adidas. Pricing: 4d. During the term of ths Agreement, UNCA willbe eligible to purchase adidas at the following discounts: iv adidas Footwear 40% off etal price li, adidas Apparel + Accessories 40% off retal price fi, adidas Uniforms (Stock + adiCustom 40% off retail price Iv. adidas miTeam 40% off retail price Exclusive Use, During the Term, UNCA shall ensure that each Tearn/Booster Club/Organtzation (including all students, staf, coaches, and athletic administrative staff, which are individually defined as"Participant’) exclusively uses and wears adidas Products whenever engaged in any sporting event and any other athletic activites, including games and practice sessions, being photographed or filmed by motion picture or video tape, posting to social media, and conducting or participating in camps or dlinics. Rights of First Refusal. UNCA shall not enterinto an endorsement or similar agreement with a third party without fist giving adidas an opportunity to enter into an agreement with UNCA for such rights on the third party terms and conditions, ‘measured solelyin terms which are material, measurable and matchable (“Third Party Terms"). UNCA shall natify adidas of the Third Party Terms Itrecelves for any Third Party Deal. Evidence of such an offer must be on the third partys letterhead and a copy thereof must be supplied to adidas. adidas shall have 30 days from its receipt of the Third Party Terms to match such Third Party Terms. Ifadidas matches the Third Party Terms, then UNCA shall enter into a new agreement with adidas consistent with the Third Party Terms. 5 Miscellaneous. Confidentiality, Subject to applicable state public records law, the terms ofthis Agreement are strictly confidential and neither party may disclose the terms hereof to any third party without th prior written consent of the other party. = Cotnpliance with Lave. Each party shal comply with al laws, rules and regulations applicable toi in the performance of its obligations under this Agreement. Severability, any provision of this Agreement is held to be invalid or unenforceable in any respect for any reason, the validity and enforceability of such provision in any other respect and ofthe remaining provisions of this Agreement will not be in any way impaired, ~ Binding Effect, This Agreement vill be binding on and inure to the benefit ofthe parties and their respective hits, personal representatives, successors and permitted assigns. + Assignment, UNCA may not assign, sel or transfer this Agreement or any of ts rights, interests or obligations under this Agreement without adidas's prior written consent. = Construction, The captions used in this Agreement are provided for convenience only and will not afect the meaning or interpretation of any provision ofthis Agreement, ‘School/adides Relationship, Nothing contained inthis Agreement shallbe construed as establishing an employer/employee, agency, partnership or joint venture relationship between the parties. + Ente Agreement, This Agreement, together withthe terms and conditions ofthe adidas Team Sales catalog andof the account or credit application completed in connection with execution of this Agreement, allof wich are incorporated into this Agreement by reference, constitutes the entire understanding between the parties with respect to the subject matter hereof and cannot be amended or modified except by an agreement in writing, slgned by each ofthe parties. All previous understandings or agreements between the parties related to the subject matter herein shall have no further force and effect. ‘Warranties. adidas shall not be liable for any injury or damage suffered by UNCA ort students from wearing or using adidas Products, and UNCA hereby expressly knowingly and irrevocably waives all such liability, except to the extent such injury or damage is caused by adidas's gross negligence or wilful misconduct. ALL. GOODS PURCHASED OR OTHERWISE ACQUIRED BY UNCA PURSUANT TO THIS AGREEMENT ARE TRANSFERRED AS-IS, ADIDAS HEREBY DISCLAIMS ANY AND ALL IMPLIED WARRANTIES, INCLUDING THE WARRANTIES OF MERCHANTABILITY AND FITNESS FOR A PARTICULAR PURPOSE AND THOSE THAT MAY ARISE BY COURSE OF DEALING, COURSE OF PERFORMANCE OR USAGE OF TRADE. ‘Representations and Warranties. Each party represents and warrants that such party (isnot party to any agreement, contract or understanding, whether oral or written, that would prevent, limit or hinder the performance of any of ts ‘obligations under this Agreement; and ( has the due and proper authority to enter ito and perform its obligations under this Agreement, ‘Termination, adidas may, in ts sole discretion, reduce the amount of Promotional Merchandise if UNCA fas to wear adidas Products as requlred or spats. The right of termination under this Agreement is not exclusive and i in addition to any andall ‘other rights and remedies aveilable to the parties under applicable law. The termination of this Agreement shall not relieve a party from liablity for prior breach of this Agreement. The provisions ofthis Agreement that by their context or nature are intended to survive the expiration or termination of this Agreement, including Sections s and 6 shall survive the expiration or termination of this Agreement. IN WITNESS WHEREOF, the undersigned individuals hereby certify that they are duly authorized to execute this Agreement on behalf ofthe parties. adidas America Inc ‘Name: Rohn Mulkey NCISC/GA Manager Name: Greg Beckwith East Regional Manager Gregg Nelson — First Team Sports UNIVERSITY OF N.C, ASHEVILLE i yon JANET CONE - DIREGTOR OF ATHLETICS Ls ft favy ‘Ws dactenent his bowen 1 a LING Ashovt sista san Senaral Counsot raided hs oan fic to eomapiy stele and federal av and vith pertinent

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