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WEST VIRGINIA UNIVERSITY EAST CAROLINA UNIVERSITY Football Game Agreement THIS AGREEMENT entered into this 1st day of May 2008, by and between the West Virginia University Board of Governors, on behalf of West Virginia University, and East Carolina University, a public institution of higher education of the State of North Carolina: 1. Purpose The purpose of this Agreement is to confirm the arrangements and conditions under which West Virginia University and East Carolina University will compete in one or more games of football as set forth in Section 2. 2. Event Each party shall cause its varsity football Team to play the other in a game of football (a "Game or "Games') in accordance with the terms of this Agreement. The games shall be held as set forth below: Date Place Time Home Team October 5, 2013 Morgantown, W.Va TBA West Virginia October 4, 2014 Greenville, N.C. TBA East Carolina September 12, 2015. Morgantown, W.Va. TBA West Virginia September 10, 2016 Greenville, N.C. TBA East Carolina September 16, 2017 Morgantown, W.Va. TBA West Virginia September 15, 2018 Greenville, N.C. TBA East Carolina 3. Rules of Contest Each Game shall be governed by the applicable rules of the National Collegiate Athletic Association ("NCAA") as in effect at the time of the Game. 4. Eligibility of Team Members The eligibility of each Team member to participate in the Game shall be governed by the rules and regulations of the NCAA, its institution and the rules of the athletic conference, if any, of which each institution is a member. 5. Officials The officials for the contest shall be a solid crew appointed by the officia's association representing the Visiting Team. 6. Compensation to Visiting Team That in consideration of playing the game, the Visiting Team. shall receive a flat fee guarantee of $200,000.00, payable within 90 days following the date of the contest 7. Tickets A, Ticket prices will be set by the Home Team. B. The Visiting Team shall be allowed 400 complimentary tickets. C. Bands, cheerleaders and mascots for each Team shall be admitted without charge when in uniform and shall not be included in the complimentary ticket allotment. Seating for the Visiting Team band may come from the Visiting Team's ticket allotment and seats for the band shall not be in the coaching area Page 1 of 4 D. The Visiting Team shall be allotted 3,500 tickets for sale toits fans. The Visiting Team shall pay the Home Team for all said tickets ~ other than tickets utilized by the Visiting Team's band pursuant to Section 7.C ~ which are not returned to and received by the Home Team per the following schedule: () One month prior to the date of the game, the Visiting Team should retain no ‘more than 500 unsold tickets from the original allotment sent by the home team; (i) Two weeks prior to the date of the game, the Visiting Team should retain no more than 200 unsold tickets from. the original allotment sent by the home team; (ii) On the night before the game, the Visiting Team may return no more than 100 unsold tickets from the original allotment sent by the home team; (iv) With prior approval of the Home Team ticket manager, this policy may be amended to allow the Visiting Team more flexibility in returning unsold tickets. The Visiting Team shall be solely responsible for any and all costs it may incur as a result of the sale and distribution of said tickets. 8. Sideline Passes The Visiting Team shall be allowed 60 sideline passes at no charge, which passes shall be in addition to complimentary tickets and to the admission of bands, cheerleaders and mascots. Such passes are for use by coaches, trainers and working personnel only. Sideline passes must be worn by all personnel with the exception of Team players in uniform. All visiting team sideline passes will be restricted to the Visiting Team area (between the 25-yard lines), 9. Radio Rights A. Except as stated in Section 9(B), the Home Team shall retain the revenue from, and shall have full control of, all locally originating and national radio rights to broadcast the Game, however disseminated, including, without limitation, by radio, satellite radio andior internet. B. The Visiting Team shall be allowed two free radio outlets: one fora live, commercial, locally originated radio broadcast however disseminated — including, without limitation, by radio, satellite radio and/or internet - for which the Visiting Team shall retain the revenue from such broadcast; and one student non-commercial radio broadcast. The Home Team shalll provide adequate space for each radio outlet. All other radio broadcast rights and privileges, and receipts therefrom, shall belong exclusively to the Home Team. C. Only those stations which carry more than fifty percent (50%) of the locally originated radio broadcasts of a Team shall be permitted to carry that Team's locally originated radio broadcast of any Game under this Agreement. 10. Television, Film and Video Rights A. National Live Telecasts The right to negotiate national television contracts (such as ABC, CBS, NBC, FOX, ESPN, Tumer, USA or other network whose distribution is national rather than regional) shall belong to the Homie Team andior its Conference and all revenue shall be distributed according to existing or future agreements between the conferences within which each team plays. at the time of each Game. B. Regional Telecasts In the event the Game is not telecast live nationally, the Home Team has the right to authorize syndicated television coverage. All rights fees from syndications shall be distributed according to existing or future agreements between the conference within which each team plays at the time of each Game. C. Delay and Highlight Shows. Subject to conference agreements, each Team shall have the right to produce one or more delayed television broadcasts of the Game andior use video of Page 2of 4 the Game in its regular television program(s). Each Team shall retain all income it may receive from such opportunities. D. Other Audio and Video Rights — Except as specified in Sections 9 and 10, above, the Home Team shall retain any and all of its rights to the commercial exploitation of all audio and all video transmission or dissemination by any and all means (including without limitation internet transmission or dissemination), now known or hereafter existing, E. Game Film or Tape - Each Team shall have the right to produce films/videotapes of the ‘Game for coaches' analysis ("Coaches films”). The Home Team shall provide reasonable facilities for equipment and personnel. Except as explicitly agreed in writing signed by both Parties, under no circumstances shall the Coaches films be used for commercial or promotional purposes or for any other purpose other than coaches’ analysis. 11. Programs The Visiting Team shall be furnished 100 complimentary game programs, to be delivered to its dressing room at least one hour before game time. 12, Concession, Parking and Program Income The Home Team shall have the exclusive rights to sell programs and run concessions and parking, All income from program sales, concessions and parking shall be the sole property of the Home Team, 13. Settlement Payment due under this Agreement shall be made 90 days following the date of each Game. 14. Arrival of Teams The Teams shall present themselves at the site of the Game in condition to. play at least 30 minutes before the time advertised as the starting time of the Game. 15. Impossibility Ifan unforeseen catastrophe or disaster —such as, without limitation, acts of God or of a public enemy, fires, floods, epidemics, quarantine restrictions, or unusually severe weather — makes impossible the playing of a Game by either party, that Game shall be canceled, and neither party shall be responsible to the other for any loss or damage. Notwithstanding the preceding sentence, any financial obligations incurred by either party for promotion of the Game shall not be deemed a breach of this Agreement. Notice of such a catastrophe or disaster shall be given as soon as possible. No such cancellation shall affect the parties’ obligations as to subsequent Games covered by this Agreement 16. Damages A. If this Agreement is breached by the Visiting Team, and no Game occurs between the Home Team and the Visiting Team as a result of such breach, and if no game with a team of similar stature is scheduled by the Home Team after reasonable effort to replace the Game canceled as a result of the breach, then the Visiting Team shall pay to the Home Team: (i) expenses incurred by the Home Team, if any, in preparing for the event, which expenses shall include actual expenditures prior to the breach, and expenses obligated prior to the breach which cannot be avoided after the breach upon reasonable effort by the Home Team; and (ii) a sum of $300,000.00 as liquidated damages, unless the breach occurs within twelve (12) months of the scheduled date of the Game, in which case liquidated damages shall be a sum Page 3 of 4 of $500,000.00. The parties agree that itis difficult to predict attendance and revenues for any event, and that such $300,000.00 (or, where relevant, $500,000.00) is a reasonable estimate of damages for the Home Team's loss of revenue. B.Ifthis Agreementis breached by the Home Team, and no Game occurs between the Home and Visiting Teams as a result of such breach, and if no game with a team of similar stature is scheduled by the Visiting Team to replace the Game canceled as a result of the breach, then the Home Team shall pay the Visiting Team a sum of $300,000.00 as liquidated damages, unless the breach occurs within twelve (12) months of the scheduled date of the Game, in which case liquidated damages shall be a sum of $500,000.00. The parties agree that itis difficult to predict attendance and revenues for any event, and that such $300,000.00 (or, where relevant, $500,000.00) is a reasonable estimate of represent liquidated damages for the Visiting Team's loss of revenue. 17. Miscellaneous This Agreement is the entire agreement between the parties with respect to the subject matter hereof and supersedes in all respects all other agreements either written or oral. No amendment to this Agreement shall be valid unless reduced to writing and signed by both parties hereto. No condition, covenant, duty or obligation contained in this Agreement can be waived except by written agreement signed by authorized representatives of each party. Forbearance or indulgence in any form or manner by either party shall not be construed as a waiver, nor in any way limit the legal or equitable remedies available to that party. The captions in this Agreement are inserted for convenience of reference only and in no way define, describe or limit the scope or intent of this Agreement or any of the provisions hereof. The interests, rights, powers, duties and liabilities of the parties hereto shall attach to the benefit of and shall be binding upon each party's respective successors, assigns and other legal representatives. If one or more Paragraphs or provisions of this Agreement shall be declared invalid, illegal or unenforceable under applicable laws, said invalid, illegal or unenforceable paragraphs or provisions shall be severed from this Agreement and the remaining paragraphs and provisions of the Agreement shall remain in full force and effect. IN WITNESS WHEREOF, the parties hereto by their respective officers duly authorized, have caused this Agreement to be executed as of the date first above written. WEST VIRGINIA UNIVERSITY EAST CAROLINA UNIVERSITY, BOARD OF GOVERNORS a public institution of higher education on behalf of West Virginia University of the State of North Carolina Michael S. Garrison, President wy 5h Fart. ul f cf tlernd Ed Pastiiong “Terry Holand® Director of Athletics Director of Athletics Page 4 of 4 ‘WEST VIRGINIA UNIVERSITY EAST CAROLINA UNIVERSITY AMENDMENT TO FOOTBALL GAME AGREEMENT. THIS AMENDMENT to the Football Game Agreement (“Amendment”), entered into this __ day of January 2014, is made by and between the West Virginia University Board of Governors, on behalf of West Virginia University, and the East Carolina University. The parties agree: 1. West Virginia University and East Carolina University entered into a Football Game Agreement dated May 1, 2008 (“Agreement”). 2. West Virginia University and East Carolina University now desire to amend the Agreement by modifying it as follows: a, Amendment of Paragraph No. 2. Paragraph No. 2 of the Agreement is hereby deleted in its entirety and replaced by the following: Event. Each Team agrees to play an official college football game(s) as follows (each a “Game"): DATE PLACE TIME [HOME TEAM ‘September 9,2017 |" Morgantown, W. Va._| TBA ‘West Virginia September 12, 2020 Greenville, NC. TBA East Carolina 3. Except as expressly amended in the preceding paragraph, the provisions of the Agreement shall remain in full force and effect in accordance with their terms. 4, Except for the Agreement, this Amendment supersedes in all respects all other agreements or amendments either written or oral. IN WITNESS WHEREOF, the parties hereto by their respective officers duly authorized, have caused this Amendment to be executed as of the date first above written. WEST VIRGINIA UNIVERSITY BOARD EAST CAROLINA UNIVERSITY OF GOVERNORS ON BEHALF OF WEST VIRGINIA UNIVERSITY By. By: Oliver Luck Its:_Director of Athletics Its: Date,_March 4, 2014 Dae_Mareh 3, 27/4 WEST VIRGINIA UNIVERSITY EAST CAROLINA UNIVERSITY SECOND AMENDMENT TO FOOTBALL GAME AGREEMENT THIS SECOND AMENDMENT to the Football Game Agreement (“Second Amendment”), entered into this 30" day of August 2017, is made by and between the West Virginia University Board of Governors, on behalf of West Virginia University, and the East Carolina University. The parties agree: 1, West Virginia University and East Carolina University entered into a Football Game Agreement dated May 1, 2008 and then an Amendment to Football Game Agreement in March 2014 (collectively “Agreement”, West Virginia University and East Carolina University now desire to amend the Agreement by modifying it as follows: a. Amendment of Paragraph No.2, Paragraph No. 2 of the Agreement is hereby deleted in its entirety and replaced by the following: Event. Each Team agrees to play an official college football game(s) as follows (each a ~Game"): DATE | PLACE TIME | HOME TEAM | * September 9, 2017 | Morgantown, W. Va._[ 12:00pm [West Virginia [September 19, 2036 | Greenville, N.C. TBA East Carolina 3. Except as expressly amended in the preceding paragraph, the provisions of the Agreement shall remain in full force and effect in accordance with their terms. 4. Except for the Agreement, this Second Amendment supersedes in all respects all other agreements or amendments either written of oral. IN WITNESS WHEREOF, the parties hereto by their respective officers duly authorized, have caused this Second Amendment to be executed as of the date first above written. WEST VIRGINIA UNIVERSITY BOARD EAST CAROLINA UNIVERSITY OF GOVERNORS ON BEHALF OF WEST VIRGINIA UNIVERSITY By: até Vice President Its:_ Director of Athletics By: Its: x ts: Director of Athleties/As Date: August 30, 2017 Date:_September 5, 2017

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