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SUBSTANTIAL FINAL DRAFT 11/27/12 12:35 (i) Any injury to any Person at the Arena Facility that requires either immediate on site, or subsequent off-set medical attention; or (ii) Any incident that the Arena Manager reasonably determines is likely to lead to the commencement of one or more legal actions or proceedings by a Person. (b) The Arena Manager shall notify the City no less than one Business Day following any fatality or serious bodily injury to any patrons or employees working at the Arena Facility, assaults or incidents involving five or more individuals, and theft or property damage greater than, in a single instance, $5,000. 8.17.28.18.2 Notices and Information. The Arena Manager shall, promptly after acquiring knowledge of the commencement of any legal action or proceeding relating to the Arena Facility, give any insurer and the other parties notice of such commencement, and keep the other parties reasonably advised of the status of, and all significant developments in, any such legal action or proceeding. 8.17.38.18.3 Retention of Counsel. In consultation with the other parties, the Arena Manager shall, in good faith, retain counsel with respect to the defense, settlement, or tender of defense to an applicable insurer, with respect to all legal actions or proceedings regarding the Arena Facility. 8.17.48.18.4 Costs. Unless the costs and expenses are incurred as a result of an intentional breach of this Agreement, the gross negligence, intentional misconduct or criminal acts of the Arena Manager or the Team Owner or any of their respective agents, employees, officials or other representatives, all costs and expenses incurred by the Arena Manager in defending, settling, or prosecuting such legal actions and proceedings shall be Operating Expenses. 8.17.58.18.5 Participation. The City or Team Owner shall have the right to participate, at their own respective expense, and not as an Operating Expense, in any legal action or proceeding described in this Section. 8.188.19 Use by the Team and Occurrence of Home Games. In connection with the Arena Manager’s management of the Arena Facility, the Arena Manager shall secure the substantial, regular and continuing use by the Team and the occurrence of Home Games at the Arena Facility during the Term as provided in the Noncompetition/Non-Relocation Agreement by causing the Team Owner to the execute and deliver the Noncompetition/Non-Relocation Agreement. The Arena Manager shall cause Team Owner to fully comply with the terms of the Noncompetition/Non-Relocation Agreement. 9CHARGES AND FEES.. CHARGES AND FEES. 9.1 City Surcharge.. 9.1.1 The Arena Manager shall take the following actions to collect and hold in trust for the City for the purposes of depositing into the City Surcharge Account, and which shall not be Operating Revenue, a surcharge in the amount described in this Section 9.1 for each Qualified Ticket (the “City Surcharge”): 43
SUBSTANTIAL FINAL DRAFT 11/27/12 12:35 amounts: 9.1.2 Amount of the City Surcharge. The City Surcharge shall be in the following (a) For the first five years following the Closing Date, $2.75 per Qualified Ticket with respect to each Fee Activity (for which the City has not waived the City Surcharge); and (b) Beginning on the sixth anniversary of the Closing Date and continuing until end of the Term, $3.00 per Qualified Ticket with respect to each Fee Activity (for which the City has not waived the City Surcharge); 9.1.3 Hockey Events. The Arena Manager shall, with respect to each Hockey Event that is a Fee Activity, deposit into the City Surcharge Account, within one Business Day after the Arena Manager’s receipt thereof, all amounts received by the Arena Manager from the Team Owner and payable as City Surcharge pursuant to this Section with respect to such Hockey Event., within two Business Days after such City Surcharge is deemed to have been earned (as provided in Section 8.10.3 hereof). 9.1.4 Team Revenue Events and City Revenue Events. The Arena Manager shall, with respect to each Team Revenue Event and City Revenue Event that is a Fee Activity, deposit into the City Surcharge Account, within one Business Day after the Arena Manager’s receipt thereof, all amounts received by the Arena Manager from the Licensee and payable as City Surcharge pursuant to this Section under the License forwith respect to such Team Revenue Event. and City Revenue Event, within two Business Days after such City Surcharge is deemed to have been earned (as provided in Section 8.10.3 hereof). 9.1.5 City Sponsored Events. The Arena Manager shall, with respect to each City Sponsored Event that is a Fee Activity and for which the City has not waived the City Surcharge, deposit into the City Surcharge Account, within one Business Day after the Arena Manager’s receipt thereof, all amounts the City causes to be paid to the Arena Manager payable as City Surcharge pursuant to this Section for the City Surcharge for with respect to such City Sponsored Event., within two Business Days after such City Surcharge is deemed to have been earned (as provided in Section 8.10.3 hereof). 9.1.6 Licenses for Other Fee Activities. With respect to a Fee Activity that is not a Hockey Event, Team Revenue Event, City Revenue Event or City Sponsored Event, the Arena Manager shall deposit into the City Surcharge Account, within one Business Day after the Arena Manager’s receipt thereof, all amounts received by the Arena Manager and payable as City Surcharge pursuant to this Section from the Licensee under the License forwith respect to such Fee Activity., within two Business Days after such City Surcharge is deemed to have been earned (as provided in Section 8.10.3 hereof). 9.2 Separate Statement of Fees on Tickets.. To facilitate the verification of City Surcharge: 9.2.1 The Team Owner shall cause the retail price of each Hockey Ticket to be stated on the face of such Hockey Ticket, and shall require that admission for a Hockey Event (including for Suites and Premium Seats) be pursuant to a Hockey Ticket; 9.2.2 The Arena Manager shall cause each License for a Team Revenue Event or a City Revenue Event to require that the retail price of each Ticket for such Event be stated on the face of 44
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Page 3 and 4: 6.6 Base Rent .....................
Page 5 and 6: 12. LENDER’S PROTECTION .........
Page 7 and 8: 21.4 Equitable Litigation .........
Page 9 and 10: Exhibits Index: Exhibit A: Exhibit
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