Final Agreement Between UMass and The Mid-American Conference

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‘MEMBERSHIP AGREEMENT ‘THIS MEMBERSHIP AGREEMENT (“Agreament" is entered into as ofthis 15" day of ‘March, 2011 (“Eftectve Date”) by and between the MID-AMERICAN CONFERENCE, INC., an Ohio not-for-profit corporation having its prinipal place of business in Cleveland, Ohio (the MAC") and the UNIVERSITY OF MASSACHUSETTS AMHERST ('UMass"). Background ‘The MAC is Natiorl Collegiate Athletic Association (*NCAA") Division [athletic conference consisting of fll and afiate members. The MAC sponsors, among other sport, Football Bowl Subdivision FBS") intercollegiate football under the rules and regulations of NCAA. UMass has an NCAA intercollegiate football program and after execution of this ‘Agreement shall commence he proces of converting such program to FBS status. UMass desires to become a football-nly affiliate member ofthe MAC, and the MAC and its member institutions desire that the UMass become a footballonly affiliate member of the MAC (Football Member"), on the terms and subject to the conditions contained in this Agreement. ‘Accordingly, in consideration of the mutual covenants and agreements set forth below, intending to be legally bound, the paris agree as follows: (ors 365 1. Membership, aioe) [UMess shall become a Football Member of the MAC and shall commence play ‘beginning with the 2012 season. It shall be subject to and have the benefit ofall of the MAC rules, policies and sport operating codes and procedures relating to football, Subject to any modifications or changes necessitated by the specific terms and conditions ofthis Agreement, as a Football Member, UMass shall be subjest to fhe MAC Constitution, Bylaws and other governing documents (“Governing Documents” ‘UMass shall have the right o participate and vote in mesings of the Council of Presidents, the Joint Commitee and te Council of Directors of ACiltes 0s Provided for in Article V ofthe MAC Constitaton, but such participation shall be limited to football-only rated matters and decisions that would increase UMass! finaacil obligations tothe MAC asa Fothall Member and shall not include fll Confrence member mater or issues and/or sues pertaining to or impacting any orall other Conference sports ‘UMass shall play «fall MAC schedule of fotball games beginning with the 2012 ‘football season, Beginning with the 2013 football season, UMass shall be eligible forthe MAC Championship and entitled and subject to all other rights, privileges: and obligations of football member f the MAC, including without limitation, cligiilty for MAC television participation, receipt of football-rlated

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