UNIVERSITY OF NORTH DAKOTA

ALERUS CENTER USE LICENSE AGREEMENT

This Use License Agreement (the “Agreement”) is made this 1st day of January, 2021
(the “Effective Date”) by and between CITY OF GRAND FORKS, NORTH DAKOTA, BY
AND THROUGH ITS EVENTS CENTER COMMISSION; and THE NORTH DAKOTA
STATE BOARD OF HIGHER EDUCATION by and through its UNIVERSITY OF
NORTH DAKOTA, a public institution of higher education and an instrumentality of the state
of North Dakota organized under the constitution of the state. The parties to this Agreement are
sometimes hereinafter referred to individually as a “Party” and collectively as the “Parties.”

RECITALS

1. The City owns and by and through the Commission operates, manages, regulates
and maintains an events center, arena and convention facility currently known as the “Alerus
Center;”

2. The Commission has currently contracted with the Management Company to

assist with the operation, management, regulation and maintenance of the Alerus Center.

3. UND desires to use the Alerus Center for home regular season and post-season
football games, and for one football team practice session to be conducted on a day of the week
immediately preceding a home football game.

4. The Parties desire to memorialize their agreement and understanding of UND’s

use of the Alerus Center for UND’s home football games.

NOW THEREFORE FOR A VALUABLE CONSIDERATION, THE RECEIPT

AND SUFFICIENCY OF WHICH ARE HEREBY ACKNOWLEDGE, IT IS AGREED AS
FOLLOWS:

SECTION 1 – DEFINITIONS The following defined terms and definitions apply to

this Agreement:

1.1 “Agreement” means this Use License Agreement.

1.2. “Alerus Center” means the indoor arena and convention center and all facilities
appurtenances and parking areas related thereto, that is owned by the City, and operated and
managed by the Commission, located at 1200 South 42nd Street, Grand Forks, North Dakota,
and which includes, among other amenities, the Arena and the Convention Center.

1.3. “Arena” means that part of the Alerus Center which serves as the location for
UND’s home football games, and which also is used to host concerts, events and tradeshows.
For purposes of this Agreement, the Arena encompasses, among other areas, (a) the football
field, (b) locker rooms, (c) treatment rooms, (d) coaching booths, (e) radio booths, (f) filming

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area, (g) press box, and (h) three (3) meeting rooms as determined by the Commission, in the
exercise of this reasonable discretion made in advance of each Home Game (which meeting
rooms will also include one meeting room that has basic setup of tables and approximately 100
chairs and access to a television and cable hookup and another which is set in a press conference
style with a podium). At least one (1) Business Day before a Home Game, the Commission shall
communicate to UND which of the three (3) meeting rooms have been designated for UND for
such Home Game.

1.4. “Business Day” shall mean a day other than a Saturday, Sunday or holiday
described in N.D.C.C. § 1-03-01.

1.5. “Calendar Day” shall mean Monday, Tuesday, Wednesday, Thursday, Friday,
Saturday or Sunday. When this Agreement requires a calculation of the number of Calendar
Days, each day is counted, regardless of whether it is a Saturday, Sunday or holiday described in
N.D.C.C. § 1-03-01.

1.6. “Champions Club Area” shall mean the area of the Parking Lot designated and
depicted in gray on Exhibit 1.28 to be used for parking by members of the UND Champions
Club and consisting of a maximum of 672 parking stalls.

1.7. “City” shall mean the City of Grand Forks, North Dakota, and its employees,
agents, representatives and contractors.

1.8. “Commission” means the Grand Forks Events Center Commission, established
under Article 2 of Chapter XXIV of the Grand Forks City Code of 1987 and its employees,
agents, representatives and contractors (which contractors currently includes the Management
Company). Unless otherwise described herein, actions to be taken or performed by the
Commission under this Agreement, may be taken or performed by authorized employees, agents,
staff and representatives of the Management Company.

1.9. “Concessions” means business of selling, furnishing and/or serving of food, food
products and beverages, including but not limited to meals, hamburgers, hotdogs, candy, chips,
popcorn, alcoholic beverages and nonalcoholic beverages, water, and the catering of such food
and beverages to game attendees within the Alerus Center.

1.10. “Convention Center” means that part of the Alerus Center depicted and
highlighted in yellow on Exhibit 1.10 that includes ballrooms and meeting rooms used for
conferences, seminars, banquets, parties, and smaller concerts.

1.11. “Exhibit” shall mean the documents designated as an exhibit and attached this
Agreement. Any reference to an Exhibit in this Agreement shall mean such document and all
information contained on the document is incorporated into this Agreement as if fully set forth
herein. In the event of any conflict of any provision of an Exhibit and the provisions of this
Agreement, the provisions of the Agreement shall prevail.

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 1.12. “Football Governing Association” shall mean the association that UND is a
member which oversees and sets policies and procedures for men’s football, which is currently
the National Collegiate Athletic Association.

1.13. “Home Game” shall mean a Regular Season Home Game or Playoff Season
Home Game, as the case may be.

1.14. “Home Game Day Use Period” shall mean the period of time that commences at
8:00 a.m., or such other time mutually agreed upon by the parties during the weekly meeting
held pursuant to Section 2.6, and terminating 2 hours after the conclusion of each Regular
Season Home Game or Playoff Season Home Game, as the case may be. By way of example, if
the scheduled kickoff time of a Home Game is 1:00 p.m. and the conclusion of a Home Game is
4:45 p.m., then the Home Game Day Use Period for such Home Game shall commence at 8:00
a.m. and terminate at 6:45 p.m.

1.15. “Home Game License Equipment” shall mean the following:

1.15.1. Lighting, HVAC, water, sound system as installed, video-boards as

installed, standard football operations equipment for the operation of the Alerus Center; and

1.15.2. Field facilities include football setup with turf, goal posts, netting, wall
padding, players’ benches, down markers and first down chains, spotlights, scoreboards, 25
second clock, ice machines, water access, garbage cans.

1.16. “Home Game Practice Day” shall mean the Calendar Day immediately
preceding a Home Game, subject, however, to the terms of Sections 1.17 and 2.4 below, for the
use by the UND men’s football team and the visiting team to conduct a team practice or team
walk-through within the Arena.

1.17. “Home Game Practice Day Use Period” shall mean the 4-hour period of time on
a Home Game Practice Day. At least two (2) Business Days before a Home Game Practice Day,
the Commission and UND shall determine a mutually acceptable time for the Home Game
Practice Day in which both the UND men’s football team and the Alerus Center are available.
UND shall be responsible for communicating with the visiting team to determine their
availability to use the Alerus Center during the respective Home Game Practice Day Use Period.

1.18. “Management Company” shall mean party the Commission has engaged and
contracted with to assist with the management and operation of the Alerus Center, (which is
currently Global Spectrum, LP.), and all of said party’s employees, agents, representatives and
contractors.

1.19. “Net Profit from Concessions” shall mean the total revenue received from the
Concessions less (a) the cost paid for the Concessions product, (b) all costs of labor for
Concessions (including gross payments to independent contractors used for Concessions,
employee gross wages, any employer paid employee benefits, and the employer portion of
employment taxes on wages) and (c) any applicable federal, state or local taxes, including but

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not limited to sales tax. The Net Profit from Concessions shall be determined by the
Commission with 10 Business Days after each Home Game.

1.20. “Net Profit from Parking” shall mean the total revenue received by the
Commission under Sections 2.2.8 and 2.3.4 for Single Game Tailgating and parking fees less (a)
all costs of labor for parking attendants (including gross payments to independent contractors,
employee gross wages, any employer paid employee benefits, and the employer portion of
employment taxes on wages) and (b) any applicable federal, state or local taxes, including but
not limited to sales tax. The Net Profit from Parking shall be determined by the Commission
with 10 Business Days after each Home Game. All backup documentation used by the
Commission to determine the Net Profit from Parking shall be available to UND upon request.

1.21. “Novelties” means clothing, hats, jewelry, banners, officially licensed products,
or any manufactured items relating to UND or UND football. Novelties does not include UND
athletic programs to provide information on the specific Home Game or other items which are
considered athletic promotional items.

1.22. “Parking Lot” shall mean the parking areas and lots of the Alerus Center that
contains parking stalls for vehicular parking plus any future areas that may be used for parking of
vehicles.

1.23. “Playoff Season” shall mean any game to be played by the UND men’s football
team against a Football Governing Association member university or college after the conclusion
of the Regular Season that is scheduled and part of the Football Governing Association’s annual
playoff system established to determine the ultimate champion of men’s football within the
division UND participates in.

1.24. “Playoff Season Home Game” shall mean a men’s varsity football contest/game
held during the Playoff Season and played within the Arena by UND men’s varsity football team
against a men’s varsity football team of Football Governing Association member university or
college.

1.25. “Practice Licensed Equipment” shall mean:

1.25.1. Lighting, HVAC, water, sound system as installed, scoreboards as

installed, video-boards as installed, standard football operations equipment for the operation of
the Alerus Center; and

1.25.2. Field facilities include football setup with turf, goal posts, netting, wall
padding, players’ benches, down markers and first down chains, spotlights, scoreboards, 25
second clock, ice machines, water access, garbage cans.

1.26. “Regular Season” shall mean the schedule of UND men’s football team games
announced annually by UND that identifies each men’s football team from other Football
Governing Association member universities or colleges that UND has either scheduled and/or
entered into a contract to play or as a result of UND’s football team conference affiliation has
been scheduled and/or contracted to play.
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 1.27. “Regular Season Home Game” shall mean a men’s varsity football contest/game
during the Regular Season that is played within the Arena by UND men’s football team against a
men’s football team of a Football Governing Association member university or college.

1.28. “Seasonal Tailgate Area” shall mean the area of the Parking Lot designated and
depicted in yellow on Exhibit 1.28 and consisting of a maximum of 447 parking stalls.

1.29. “Single Game Tailgate Area” shall mean the area of the Parking Lot designated
and depicted in orange on Exhibit 1.28, but the Commission shall have the right to modify the
location of the Single Game Tailgate Area to other parts of the Parking Lot that have been used
for general parking areas.

1.30. “Tailgate Use Period” shall mean the following:

1.30.1 For the Seasonal Tailgate Area, Single Game Tailgate Area, and
Champions Club Area, the period of time that commences at 6 hours before the scheduled
kickoff time of each Home Game, but no sooner than 8:00 a.m. central time, and terminating at
the scheduled kickoff for each Home Game, or such length of time or time of day as determined
by the parties prior to the commencement of each football season. By way of example, if the
scheduled kickoff time of a Home Game is 3:00 p.m., then the Tailgate Use Period for the
Seasonal Tailgate Area, Single Game Tailgate Area and Champions Club Area shall commence
at 9 a.m. and terminate at 3:00 p.m., and if the scheduled kickoff time is 12:00 noon, then the
Tailgate Use Period shall commence at 8:00 a.m. and terminate at noon. Although tailgate
activities, as described in Section 2.2, terminate at the scheduled kickoff time of a Home Game,
the parties that have a license for use of a stall(s) for tailgating activities or a parking pass into
the Champions Club Area shall continue to have use of such parking stalls until one-hour after
the conclusion of the respective Home Game. The Commission shall monitor the Seasonal
Tailgate Area, Single Game Tailgate Area, and Champions Club Area during and after the
Tailgate Use Period has expired to prevent third parties who do not have a license or parking
pass to use a parking stall in such areas from parking in such areas.

1.30.2 For the Tailgate Village Area and UND Student Tailgate Area, the period
of time that commences 5 hours before the scheduled kickoff time for each Home Game, and no
sooner than 8:30 a.m. central time and terminating at the time of scheduled kickoff for each
Home Game, or such length of time or time of day as determined by the parties prior to the
commencement of each football season. By way of example, if the scheduled kickoff time of a
Home Game is 3:00 p.m., then the Tailgate Use Period for the Tailgate Village Area and UND
Student Tailgate Area shall commence at 10 a.m. and terminate at 3:00 p.m., and if the scheduled
kickoff time is 12:00 noon, then the Tailgate Use Period for the Seasonal Tailgate Area shall
commence at 8:30 a.m. and terminate at 12:00 noon. The Commission will aim to ensure the
Tailgate Village Area is set with cones the night prior to a Home Game Day, but shall have the
area set and ready no later than 7:00 a.m. on each Home Game Day.

1.31. “Tailgate Village Area” shall mean the area of the Parking Lot designated and
depicted in green on Exhibit 1.28 and consisting of a maximum of 108 parking stalls.

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 1.32. “UND” shall mean the University of North Dakota, a public institution of higher
education and an instrumentality of the State of North Dakota organized under the constitution of
the state, having its principal place of business in Grand Forks, North Dakota, and its employees,
agents, representatives and contractors.

1.33. “UND Student Tailgate Area” shall mean the area of the Parking Lot designated
and depicted in pink on Exhibit 1.28 and consisting of a maximum of 192 parking stalls.

SECTION 2 – UND USAGE LICENSE FOR FOOTBALL/HOME GAME TAILGATING

2.1 Home Games.

2.1.1 Use License. During the Home Game Day Use Period for each Home
Game, the City grants to UND a license to use the Arena for the purpose UND men’s football
team participating in the Home Game. UND represents that it has examined the Arena, Parking
Lot and all other portions of the Alerus Center, and accepts and approves the condition thereof,
including without limit the football field turf, all markings and sponsorship flankings and
locations on the football field turf. Should the Commission wish to make any material changes
to any of the areas outlined in this Section 2.1.1, the Commission shall consult with UND,
through the contact listed within Section 19.16, or as later amended.

2.1.2. Schedule/Priority Scheduling. The Parties recognize UND is the primary

licensee of the Alerus Center during the last two weeks of August, and the months of September,
October, November and December. Accordingly, the parties agree that, as the primary licensee,
the scheduling of Home Games shall be as follows:

(1) Guaranteed Regular Season Home Game Dates. The Commission

agrees to guaranty the scheduling of the Alerus Center to UND for Regular Season Home Games
as follows: (a) the dates listed on Exhibit 2.1.2(1) attached hereto and (b) any Soft Hold Regular
Season Home Game Date that UND provides notice of scheduling of a Regular Season Home
Game pursuant to Section 2.1.2(2). The parties agree Exhibit 2.1.2(1) provides a complete list of
all Guaranteed Regular Season Home Game Dates for the years 2021, 2022, 2023, 2024 and
2025 and for one date in the year 2026. Any change in the date of a Guaranteed Regular Season
Home Game Date by UND shall require the prior written approval of the Commission.

(2) Soft Hold Regular Season Home Game Dates. For all Saturdays
during the last two weeks in August, and the months of September, October, November, and
December for the years 2026, 2027, 2028, 2029 and 2030 (except September 5, 2026 that is
guaranteed under Section 2.1.2(1)), the Commission shall place a hold on such dates for
scheduling by UND of Regular Season Home Games (herein referred to as “Soft Hold Regular
Season Home Game Dates”). Immediately upon UND scheduling or having scheduled a Regular
Season Home Game scheduled during the years 2026 through 2030 on a Soft Hold Regular
Season Home Game Date, it shall provide notice to the Commission of such scheduling, and said
date shall then be converted into and become a Guaranteed Regular Season Home Game Date
under Section 2.1.2(1) above.

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 (3) Release of Soft Hold Regular Season Home Game Date. Any Soft
Hold Regular Season Home Game Date that has not been converted into a Guaranteed Regular
Season Home Game Date at least two (2) years before the first Regular Season Home Game for
the applicable calendar year shall be forever released from the terms of this Agreement and
available for scheduling of an event by the Commission, without any limitation or payment of
any kind. By way of example, if the first Regular Season Home Game for the calendar year
2026 is September 5, 2026, any Soft Hold Regular Season Home Game Date for the year 2026
that has not been converted into a Guaranteed Regular Season Home Game by September 5,
2024 shall be forever released from the terms of this Agreement and available for scheduling of
any event by the Commission, without any limitation or payment of any kind.

(4) Scheduling of Event on a Soft Hold Regular Season Home Game

Date. Prior to the Commission scheduling an event at the Alerus Center that would render the
Arena unavailable for a Regular Season Home Game to be played on a Soft Hold Regular Season
Home Game Date, the Commission shall contact UND to determine if a Regular Season Home
Game has been scheduled for such date. UND shall respond to this contact by the Commission
within two (2) Calendar Days. If, as of the date of such contact by the Commission it is
determined no Regular Season Home Game is or has been scheduled for the subject Soft Hold
Regular Season Home Game Date or UND does not respond to the Commission’s contact within
two (2) Calendar Days, the Commission may proceed with scheduling the event and such Soft
Hold Regular Season Home Game Date shall be forever released from the terms of this
Agreement, without limitation or payment of any kind.

(5) Potential Playoff Season Home Game Dates. The Commission

shall place a hold on the Potential Playoff Season Home Game Dates set out on Exhibit 2.1.2(5)
for scheduling of a Playoff Season Home Game by UND, in coordination with the Football
Governing Association. UND shall provide notice of dates of Potential Playoff Season Home
Game Dates for the years 2026, 2027, 2028, 2029 and 2030 when such potential dates are
established by the Football Governing Association and upon being providing notice, the
Commission shall place a hold on such dates as well. The Parties agree the Potential Playoff
Season Home Game Dates will continue to be held until playoff selections have been made for
such respective year, provided, however, UND will work in good faith with the Commission and
use all reasonable efforts to allow the Commission to schedule events on a Potential Playoff
Season Home Game Date when the Commission’s event would not conflict with UND still being
able to host Playoff Season Home Game.

(6) The Parties agree and understand, that if any Regular Season
Home Game is cancelled or postponed or UND is not scheduled to host a Playoff Season Home
Game, then the date designated for such Regular Season Home Game or Playoff Season Home
Game, and the attendant Home Game Practice Day, shall be forever released from the terms of
this Agreement and the Commission may schedule an event at the Alerus Center on such dates
without any limitation or any payment.

(7) Major Events In the event the Commission is presented with an

opportunity to schedule an event where the anticipated ticket sales will be at least 10,000 (a

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“Major Event”) on a Guaranteed Regular Season Home Game Date established under Section
2.1.2(1) above, upon the consent of UND and the Commission, the date of such Regular Season
Home Game may be modified to a mutually agreed upon date and time in which the Arena
would available to conduct such Regular Season Home Game under the terms of this Agreement.
If a Regular Season Home Game is modified under this Section 2.1.2(7), the Commission shall
pay UND the lower of (a) ten percent (10%) of the net profit from the Major Event, as
determined by the Commission, or (b) $20,000.00.

2.2. Tailgating.

2.2.1. Tailgate Use License. During the Tailgate Use Period for each Home
Game, the City grants to UND a license to use the Tailgate Village Area, Seasonal Tailgate Area
and UND Student Tailgate Area for tailgating activities.

2.2.2. Tailgate Village Area Food Vendors. Provided all of the following
conditions are satisfied, during the Tailgate Use Period for each Home Game, UND may engage
up to three (3) food vendors to be within the Tailgate Village Area, with all revenue from the
engagement of such vendors paid solely to UND:

(1) No food vendor shall sell or otherwise engage in vending of

alcoholic beverages;

(2) No food vendor shall sell at a discounted price, donate or otherwise

give away Concessions; and

(3) No food vendor shall conflict with terms or conditions of any

existing contract, agreement or understanding the Commission and/or the City has entered into
relating to the Alerus Center, (including naming rights agreements for the Alerus Center). The
Commission shall prepare a term sheet describing non-proprietary or non-confidential general
provisions of the Exclusivity Agreements which relate to this Section.

(4) Each vendor provides the insurance certificate described in Section

2.2.5 below.

2.2.3. Tailgate Village Area Corporate Sponsors. Provided all of the following
conditions are satisfied, during the Tailgate Use Period for each Home Game, UND is entitled to
sell and retain all revenue from corporate sponsorships to conduct business promotional activities
within the Tailgate Village Area, including corporate tents:

(1) Business promotional activities shall not conflict with terms or

conditions of any existing contract, agreement or understanding the Commission and/or the City
has entered into relating to the Alerus Center, (including naming rights agreements for the Alerus
Center). The Commission shall prepare a term sheet describing non-proprietary or non-
confidential general provisions of the Exclusivity Agreements which relate to this Section and
provide it to UND for compliance purposes.

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 (2) UND shall be responsible for all expenses incurred for tents,
tables, chairs, amusement facilities, alternate or backup power services, (including but not
limited to all expenses and sole responsibility for setting up, tearing down and clearing such
tents, tables, chairs, amusement facilities, and alternate or backup power services).

2.2.4. Tailgate Village Area Private Tents. UND may sell or rent private
tailgating tents, and retain all revenue therefrom, for use in the Tailgate Village Area during the
Tailgate Use Period of each Home Game.

2.2.5. Insurance. Prior to any use or the presence of a vendor in the Tailgate
Village Area under Sections 2.2.2, UND shall obtain insurance certificates from all such vendors
and provide the certificates of insurance to the Commission showing valid insurance coverage
naming the Commission, the City and Management Company as additional named insureds and
showing liability insurance coverage in the minimum amount of $1,000,000.00 per person,
$2,000,000.00 per incident. In the event an inflatable device is used by a vendor, UND shall
require additional insurance and liability coverage of the vendor in commercially reasonable
amounts required by the Commission.

2.2.6. Seasonal Tailgate Area Use. During the Tailgate Use Period for each
Home Game, UND may sell licenses for use of parking stalls to third parties and retain all such
rent revenue for tailgating in the Seasonal Tailgate Area. Tailgating within the Seasonal Tailgate
Area shall be confined and limited to the parking stall(s) identified on Exhibit 1.28, and each
party renting a stall shall be required to keep all vehicles, trailers, tents, chairs, tables, grills, etc.
within the party’s designated parking stall to insure proper spacing and access. Prior to the first
Home Game of the first season and the first Home Game of alternating subsequent seasons, the
Commission agrees to paint numbers on each parking stall within the Seasonal Tailgate Area for
ease of communication and identification of each parking stall. The Commission will survey the
painted parking numbers prior to the first Home Game of every season to ensure they are in
reasonably readable condition. Should any number need repainting or, the Commission will do
so prior to the first Home Game Day of the season. UND will provide the numbering system to
the Commission prior to the first Home Game for execution. The Parties shall share equally the
costs of material and labor (including gross payments to independent contractors, employee
gross wages, any employer paid employee benefits, and the employer portion of employment
taxes on wages) incurred by the Commission for the painting of parking stall numbers. In the
event UND requests a material change in the numbering system or the layout of parking in a year
in which the re-painting was not routinely scheduled, the costs and expense for such change,
including the re-painting of parking stalls shall be at UND’s sole cost and expense.

2.2.7. UND Student Tailgate Area Use. During the Tailgate Use Period for each
Home Game, UND may designate locations for students of UND for use in tailgating in the
UND Student Tailgate Area. Tailgating within the UND Student Tailgate Area shall be confined
and limited to parking stall(s) identified on Exhibit 1.28 and each party renting a parking stall
shall be required to keep all vehicles, trailers, tents, chairs, tables, grills, etc. within the party’s
designated parking stall to insure proper spacing and access. Prior to the first Home Game of the
first season and the first Home Game of alternating subsequent seasons, the Commission agrees
to paint numbers on each parking stall within the Student Tailgate Area for ease of

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communication and identification of each parking stall. The Commission will survey the painted
parking numbers prior to the first Home Game of every season to ensure they are in reasonably
readable condition. Should any number need repainting or, the Commission will do so prior to
the first Home Game Day of the season. UND will provide the numbering system to the
Commission prior to the first Home Game for execution. The Parties shall share equally the
costs of material and labor (including gross payments to independent contractors, employee
gross wages, any employer paid employee benefits, and the employer portion of employment
taxes on wages) incurred by the Commission for the painting of parking stall numbers. In the
event UND requests a material change in the numbering system or the layout of parking in a year
in which the re-painting was not routinely scheduled, the costs and expense for such change,
including the re-painting of parking stalls shall be at UND’s sole cost and expense.

2.2.8. Single Game Tailgate Area Use. During the Tailgate Use Period for each
Home Game, the Commission may sell licenses to third parties for use at a single Home Game
for tailgating within the Single Game Tailgate Area. Each party renting a parking stall within the
Single Game Tailgate Area shall be required to keep all vehicles, trailers, tents, chairs, tables,
grills, etc. within the party’s designated parking stall to insure proper spacing and access. The
revenue from the Commission’s sale of licensing of parking stalls within the Single Game
Tailgate Area shall be included in the calculation of Net Profit from Parking

2.2.9. Tailgate Village Area/Seasonal Tailgate Area/UND Student Tailgate

Area/Single Game Tailgate Area General Use Requirements. The following terms and
conditions shall apply to the use of Tailgate Village Area, Seasonal Tailgate Area, UND Student
Tailgate Area and Single Game Tailgate Area:

(1) Prior to the Tailgate Use Period, the Commission shall set up
necessary cones and/or barricades to designate each of the tailgate areas and ensure the Parking
Lot is in a condition suitable to tailgating. The cones and/or barricades shall be set up in a
manner as agreed upon by the Parties during the preseason meeting within Section 2.5.

(2) Unauthorized loitering, soliciting, business promotion and retail

sales are prohibited. For clarity, a party renting a parking stall within any tailgate area may
utilize a personal business branded vehicle (that can fit and be parked within a single parking
stall) within the corresponding tailgate area. However, outside the use of the vehicle, no
additional loitering, soliciting, business promotional, or retail sales are authorized.

(3) Tailgating is not permitted before the commencement or after the

termination of the Tailgate Use Period.

(4) Propane cylinders are permitted provided they are 20 pounds or

less.

(5) Preparation of food and consumption of alcoholic beverages must

conform with and be pursuant to all applicable federal, state and City laws, statutes, regulations,
ordinances, and interpretations thereof, and all policies or regulations of UND.

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 (6) All tailgating supplies must be properly disposed of or stored in a
trailer, camper, vehicle or other enclosed receptable when not used for tailgating, and each party
using space shall be responsible to clean and maintain their respective tailgating area and/or
designated tailgating parking stall.

(7) Portable generators may be used provided that noise and exhaust
does not interfere with others' enjoyment and are used safely.

(8) No drinking games, including but not limited to beer pong, or the
use of devices intended to accelerate the consumption of alcohol shall be permitted.

(9) Open containers of alcoholic beverages shall not be permitted

outside of the Tailgate Village Area, Seasonal Tailgate Area, UND Student Tailgate Area and
Single Game Tailgating Area

(10) Beer kegs, party balls or similar containers for dispensing of

alcoholic beverages shall not be allowed.

(11) No glass containers shall be allowed within Tailgate Village Area.

(12) No fires or fire pits shall be allowed except for charcoal grills
and/or gas grills used in the preparation of food by authorized vendors and fans within any of the
designated areas designated for tailgate activities. The Commission will provide disposal
receptacles for charcoal and ashes.

(13) No dangerous weapons, as defined under N.D.C.C. § 62.1-01-

01(1), as may be amended, and/or N.D.C.C. § 12.1-01-04, as may be amended shall be
permitted.

(14) Food, food products or beverages shall not be sold in any tailgate
area except by vendors within Tailgate Village as outlined within Section 2.2.2.

(15) No vendor shall give away, donate or otherwise have “free” food,
food products or beverages.

(16) No drones or UAVs are permitted without prior approval by the

Commission.

(17) Trash and recycling services will be provided by the Commission.

The Commission shall provide no fewer than the following: 40 trash and 40 recycling receptacles
throughout the Tailgate Village Area, Seasonal Tailgate Area, UND Student Tailgate Area,
Single Game Tailgating Area, and Parking Lot, 40 portable restrooms in Parking Lot, and
Parking Lot maintenance, including sweeping, after each Home Game.

(18) The Commission reserves the right to restrict access or remove any
vehicle or person for reasons of imminent safety and/or security concerns.

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 2.3 Home Game Parking.

2.3.1 Parking/Tailgate Areas. As part of the license described under Sections

2.1 and 2.2 for each Home Game, the Commission shall provide UND with a maximum of 1,419
parking stalls within the Parking Lot (Champions Club Area (672 parking stalls), Tailgate
Village Area (108 parking stalls), Seasonal Tailgate Area (447 parking stalls) and UND Student
Tailgate Area (192 parking stalls)). In the event that UND does not anticipate that all of such
designated parking stalls within the Champions Club Area for any Home Game will be used,
UND shall notify the Commission at least five (5) Calendar Days prior to each Home Game the
number of parking stalls that are not needed within the Champions Club Area, in which case,
such parking stalls shall be forever released from the terms of this Agreement for such Home
Game and the Commission may return the same without any limitation that may exist under this
Agreement to the single game vehicular parking pool available for the respective Home Game,
provided, however, the released stalls within the Champions Club Area will then be subject to
the general parking fees under Section 2.3.4, and such revenue will be included within the Net
Profit from Parking.

2.3.2 Coach/Player/Event/Media Parking. During each Home Game, the

Commission shall provide a maximum of 100 parking stalls, in an area to be determined by the
Commission, designated solely for UND men’s football team coaches and players, and for media
and event staff. Parking in this area will be by pass or credentials only. These parking locations
shall be provided free of charge.

2.3.3. Champions Club Area. Parking in the Champions Club Area will be by
pass only and shall be limited to members of the North Dakota Champions Club. Passes will be
provided to North Dakota Champions Club members by UND.

2.3.4. General Parking/Parking Fees.

(1) Except for those areas of the Parking Lot used for the Champions
Club Area, Tailgate Village Area, Seasonal Tailgate Area, UND Student Tailgate Area and VIP
Parking (described in Section 2.3.5), all other areas of the Parking Lot shall be available for
single game vehicular parking. Parking fees for Home Games shall not exceed $10.00 per
vehicle. The Commission may, after obtaining written agreement from the UND contact listed
within Section 19.16, change the parking fee for any or all Home Games.

(2) The Commission will pay to UND a percentage of the Net Profit
from Parking from each Home Game, which percentage is dependent on the scanned number of
tickets for such Home Game. The percentage of the Net Profit from Parking is as follows:

(a) 10% for each Home Game where the number of tickets
scanned for attendance is 8,499 or less

(b) 15% for each Home Game where the number of tickets
scanned for attendance is at least 8,500 but less than 9,501;

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 (c) 20% for each Home Game where the number of tickets
scanned for attendance is at least 9,501 but less than
10,501;

(d) 25% for each Home Game where the number of tickets
scanned for attendance is 10,501 or more.

2.3.5. VIP Parking. The east area of the Parking Lot, described as the Alerus
Center VIP Parking, containing 247 non-ADA parking stalls and 12 ADA parking stalls, and
depicted on Exhibit 2.3.5, shall be reserved to and used at the discretion of the Commission.
Any parking fee revenue from the VIP Parking shall not be included in the calculation of Net
Profit from Parking.

2.3.6. Traffic Control. Commencing at 6:00 a.m. central time on each Home
Game and continuing until 1 hour after the conclusion of each Home Game, the Commission
shall provide traffic control personnel to adequately direct traffic in and out of the Parking Lot
and, to monitor each vehicle’s entrance to ensure they park in the corresponding area in which
they are ticketed and to ensure there is no parking in areas which no parking is allowed. Traffic
control personnel shall be posted at all entrances in which a vehicle could enter the reserved lots
to ensure no vehicle enters a lot prior to the lot’s use period.

2.3.7. Parking Lot Availability. The following are the terms of availability for
parking in the Parking Lot:

(1) General parking shall be made available 5 hours prior to kickoff

time of each Home Game, but no earlier than 8:30 a.m. central time.

(2) Parking within Tailgate Village Area, Seasonal Tailgate Area,

UND Student Tailgate Area, Single Game Tailgate Area, and Champion Club Area shall be
made available at the start of the Tailgate Use Period for each Home Game.

(3) Parking in the areas designated and reserved under Section 2.3.2
for UND men’s football team coaches and players, media, and event staff shall be made
available at least 6 hours prior to kickoff of each Home Game, and if more time is requested by
UND, upon mutual agreement of the Commission and UND.

(4) UND event staff may begin setting up Tailgate Village beginning
at 6:00 a.m. central time on the day of each Home Game, provided, however, the Commission
may conduct its set up obligations, (such as setting up segregation barriers) at any time during
the week of a Home Game prior to the Home Game Day.

2.4. Home Game Practice Day.

2.4.1 Use License. Subject to Section 2.4.2 below, during the Home Game
Practice Day Use Period for each Home Game Practice Day, the City grants to UND a license to
use the Arena.

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 2.4.2. Conflict of Home Game Practice Day

(1) The Commission shall have 14 Calendar Days after receiving the
notice described in Section 2.1.2 to determine whether a conflict exists with an event previously
scheduled by the Commission that is to be held within the Arena and a Home Game Practice
Day. If a conflict does exist, then the date of the conflicting Home Game Practice Day shall be
changed to the earliest day of such week that would be available to conduct the Home Game
Practice Day under the terms of this Agreement or such other day of the week as mutually agreed
upon by the Parties. By way of example, if the conflicting Home Game Practice Day was
originally scheduled to be held on Friday, and the Arena is available on Tuesday, Wednesday
and Thursday of such week, the Home Game Practice Day for such week shall be changed to
Thursday should the Commission and UND determine Thursday to be acceptable.

(2) If after the 14 Calendar Day period described in Section 2.4.2(1)

above has expired and the Commission schedules an event within the Alerus Center that would
conflict with UND’s use of the Arena on a Home Game Day Practice Day, then the date of the
conflicting Home Game Practice Day shall be changed to the earliest day that would be available
to conduct such Home Game Practice Day under the terms of this Agreement or such date that is
mutually agreeable to the Parties. By way of example, if the conflicting Home Game Practice
Day was originally scheduled to be held on Friday, and the Arena is available on Tuesday,
Wednesday and Thursday of such week, the Home Game Practice Day for such week shall be
changed to Thursday should the Commission and UND determine Thursday to be acceptable.
The Commission shall communicate such new day to UND upon determining the new day for
such Home Game Practice Day and shall pay UND an amount in accordance with Section
2.4.2(3) below. The Home Game Practice Day shall allow both the UND men’s football team
and the visiting football team to complete a practice and walk-through in the Alerus Center to
ensure UND is a good host.

(3) No payment or other compensation shall be paid to UND to change

a Home Game Practice Day unless the Commission schedules a conflicting event within the
Arena less than thirty (30) days before a Home Game Practice Day, in which case the
Commission will be obligated to pay UND an amount equal to the lower of (a) ten percent (10%)
of the net profit from such event, as determined by the Commission, or (b) $20,000.00.

2.5. Preseason Meeting. Annually, UND shall schedule a meeting with the
Commission, to be held at least thirty (30) Calendar Days before the first Regular Season Home
Game of each Regular Season, to discuss gameday operations, use of the Alerus Center, and
pregame preparations through post-game activities.

2.6. Pregame Meeting. UND shall schedule a meeting with the Commission, to be
held at least four (4) Calendar Days before each Home Game, to discuss pregame and gameday
operations.

2.7 Postseason Meeting. Annually, UND shall schedule a meeting with the
Commission, to be held no later than sixty (60) Calendar Days after the final Home Game of the

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season, to discuss gameday operations, use of the Alerus Center, and other items of concern
related to the recently completed football season.

2.8. City and Commission Exclusive Use of Alerus Center The City and
Commission reserves and shall have the exclusive right, title and interest to the use, ownership
and occupancy of the Alerus Center, including the Convention Center, Arena, the Parking Lot
and other areas of the Alerus Center and to the possession of the entirety thereof, at all times
during the term of this Agreement, except for those specific portions of the Alerus Center in
which UND has been granted a license to use and only during the periods of time for such use by
UND under this Agreement. Without in any manner limiting the foregoing, but by way of
example, the Convention Center is not subject to any license under this Agreement, and
accordingly, the Commission shall have the exclusive right, title and interest to use, own, occupy
and possess the Convention Center during any Home Game. Nothing herein provides or
otherwise grants, creates or vests UND with any legal or equitable title or leasehold interest in
the Alerus Center.

SECTION 3 – ADDITIONAL SERVICES/FACILITIES PROVIDED WITH LICENSE

3.1. Home Game Services/Facilities Provided With License. As part of the license
described in Section 2.1, the Commission shall provide the additional services/facilities
described in this Section 3.1 for each Home Game.

3.1.1. Equipment. The Commission shall provide the Home Game License
Equipment.

3.1.2 Staffing/Personnel. The Commission will provide the number and

positions of staffing and personnel that the Commission determines is appropriate, based upon
consideration of safety, security and other needs. Should systematic safety, security or other
needs become apparent or ongoing concerns arise related to the staffing and personnel, the
Commission and UND during a meeting under Section 2.5, 2.6 or 2.7, as the case may be, shall
address and use their best efforts to arrive at a mutually agreeable solution (including the
payment of any costs and expenses) to promptly address and correct those issues. For purposes
of this section, staffing and personnel includes: ushers, ticket takers, door guards, usher
coordinators, event staff supervisors, guest services, event security, police security, operations,
spotlight operators, janitorial staff, concession stand attendants, and ambulance services for all
attendees who are not football team members or coaches.

3.1.3 Team Access. The Commission will provide UND and the visiting
football teams access to the following areas in the Arena for each Home Game beginning no later
than 8 a.m. central time, or such other time mutually agreed upon by the parties at the weekly
meeting held pursuant to Section 2.6: (a) UND men’s football team locker room, (b) visitor
men’s football team locker room, (c) equipment/storage rooms, (d) training rooms, (e) press
facilities, (f) coach’s box, (g) football field and (h) custodial services. In the event UND requests
access under this Section 3.1.3 earlier than 8:00 a.m. and the Arena can be made available by the
Commission for such access, UND shall reimburse the Commission for the additional costs of
labor incurred by the Commission to make such early access available and during the early

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access period (including gross payments to independent contractors, employee gross wages, any
employer paid employee benefits, and the employer portion of employment taxes on wages).

3.1.4 Gameday Conversion. The Commission shall restore and present the
football field within the Arena to a playing condition by 12 p.m., or such time as agreed upon by
the Parties, for each Home Game Day Practice and no later than 8:00 a.m., or such other time
mutually agreed upon by the parties at the weekly meeting held pursuant to Section 2.6, for each
Home Game Day. UND event staff shall have access to the Arena no later than 8:00 a.m. central
time on each Home Game Day. In the event UND requests access under this Section 3.1.4
earlier than 8:00 a.m. and the football field within Arena can be made available by the
Commission for such access, UND shall reimburse the Commission for the additional costs of
labor incurred by the Commission to make such early access available and during the early
access period (including gross payments to independent contractors, employee gross wages, any
employer paid employee benefits, and the employer portion of employment taxes on wages).

3.1.5 Press Box/ Medic Access / Coaches Box / Crow’s Nest.

(1) During the Home Game Day Use Period for each Home Game,
UND will have control of the press box area, coaches box area, the visiting radio booth located
on the suite level, and crow’s nest area of the Arena. UND may bring in all equipment required
for use in the press box, coaches box area and crow’s nest area (telephones, faxes, copiers, etc.).
The Commission will supply telephone and Internet lines as needed at no additional charge.

(2) The Commission will accommodate necessary media and game

operations, to include media of the visiting team, as credentialed by UND, and any requirements
by the Football Governing Association and/or the men’s football conference to which UND is a
member (currently the Missouri Valley Football Conference).

(3) UND shall, at its sole cost and expense, remove all equipment and
clean up the press box, visiting radio room, coaches box and crow’s nest after each Home Game.

3.1.6. Admittance to Home Games.

(1) Doors of the Arena shall be opened for each Home Game in
accordance with advertised times, Commission policies, Management/Company policies, and
North Dakota state law. Annually, the Commission shall provide a copy of all Commission
policies and Management/Company non-proprietary policies to UND at the preseason meeting.
The Commission reserves the right to open the doors early to all ticketholders with assigned
seating if the Commission deems it necessary to move the public into the Arena in a safe and
orderly fashion and will make attempts to advertise the new time. If the Commission is
experiencing an emergency situation which it believes it is necessary to move the public into the
Arena before the published time, the Commission may cancel any Home Game event
preparations in order to safely move the public into the Arena as long as the cancellation of the
Home Game event preparations does not interfere with the Home Game event itself. The term
“event preparations” does not include the on-the-field pre-game activities of the teams.

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 (2) All Arena patrons shall be prohibited from bringing food and
beverages, bottles, cans, containers, alcoholic beverages, projectiles, dangerous weapons defined
under N.D.C.C § 62.1-01-01, as may be amended and/or N.D.C.C. § 12.1-01-04 as amended,
weapons (except as permitted by state law), items which may be used as weapons, incendiary
devices, or any controlled or illegal substances into the Arena or onto the Alerus Center
premises, except food and beverages may be allowed within the Tailgate Village Area, Seasonal
Tailgate Area, UND Student Tailgate Area and Single Game Tailgate Area as described in
Section 2.2.

(3) The Commission reserves the right to conduct a reasonable search

of all persons and their possessions prior to entry. Such search must allow the person the option
of leaving the facility instead of being subjected to the search.

(4) Re-entry on ticket stub is not permitted.

(5) Smoking is not permitted in the Alerus Center.

(6) No animals will be permitted in the Alerus Center unless the animal
is part of the show or exhibit, or if the animal is used by a physically disabled individual, or if the
animal is used as a service animal under the ADA. Only if the animal is on a leash, in a pen, or in
a caged area will the animal be allowed into the Alerus Center.

(7) The Commission reserves the right to eject or cause to be ejected

from the Alerus Center any persons causing a danger to persons or property, a breach of the
peace or other disorderly conduct, or who otherwise violates Commission and/or Management
Company rules and regulations for the Alerus Center. Such rules and regulations will be posted
to give notice to patrons.

(8) The Commission agrees that they will not discriminate against any
persons relative to admission, services, or privileges offered to or enjoyed by the general public.
The Commission agrees that they will not discriminate against any person relative to hiring and
employment practices for any UND event involving UND or Commission staffing. Therefore,
there will be no discrimination on the basis of race, color, sex, religion, political belief or
affiliation, sexual orientation, age, national origin, the presence of any mental or physical
disability, veteran status, or status with respect to marriage or public assistance. UND further
agrees to comply and cooperate with the Center relative to requirements stipulated in the
Americans with Disabilities Act (ADA). The Commission agrees to make any necessary
changes to the Alerus Center to accommodate patrons who qualify under the ADA and further
the Commission agrees to pay for said accommodations. UND shall act, at all times, in
accordance with its then current policies on discrimination and harassment (currently found at
https://campus.und.edu/equal-opportunity/required-notices.html#notice-of-nondiscrimination).

(9) The Commission shall at all times maintain control of the Alerus
Center and shall be the sole administrator of its rules and regulations relative to its operation of
the Alerus Center. The Commission fully reserves all rights and authority to adopt such reasonable
rules or regulations that it, in its sole discretion, deems appropriate. The Commission agrees to

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give to UND and to keep current a copy of the rules and regulations pertaining to the Alerus Center.

3.2. Locker Room. As part of the license described in Section 2.1, the Commission
shall designate and provide locker rooms for the exclusive use by UND men’s football team
during all Home Games and Home Game Practice Days. UND shall have the right to decorate
such locker rooms, at UND’s sole expense, with any proposed modifications requiring the prior
written consent of the Commission.

3.3. Commemorative Display. The Commission and UND shall designate an area or
areas within the Alerus Center to celebrate the past accomplishments and further establish that
the Alerus Center is the home of the UND men’s football program. UND shall have the
exclusive right to design the displays within these areas. The design and implementation of the
display shall be at UND’s sole expense, with any proposed modifications requiring the prior
written consent of the Commission.

3.4. Storage. As part of the license described in Section 2.1, the Commission shall
provide to UND a storage area at the Alerus Center for use during the entirety of each annual
Regular Season and Playoff Season. Such storage space shall be approximately 200 square feet.
Determination of the actual storage area is the exclusive right of the Commission, but is the
intent of the Parties to maintain such storage reasonably close to the locker room designated for
the UND men’s football team. UND shall be responsible for securing and any damage to any
items placed within the storage area. All storage areas shall be vacated by UND annually and no
later than fifteen (15) days after the last game to be played by the UND men’s football team
during the respective Regular Season, or if applicable, the last game played by UND during the
respective Playoff Season. In the event the Commission requires the temporary use of said
storage area, the Commission shall notify UND of such required use and the Commission shall
be responsible for the temporary removal and returning of the items stored by UND in such
space. The Commission agrees to be solely responsible for any and all damage to UND items
which damage is caused solely from such items being moved by the Commission under this
section and shall pay for the replacement or repair of any item damaged at UND’s sole
discretion.

3.5. Suite. As part of the license described in Section 2.1, the Commission shall
provide to UND Suite #305 located in the Arena and the eighteen (18) tickets assigned to such
suite, for use by UND during (a) each Home Game or (b) another event held solely within the
Arena that requires the purchase of a ticket for entry and for which suites are to be used for the
event. In the event UND requires more than 18 tickets for its use of Suite 305 under this Section
3.5, then UND shall be required to purchase such additional tickets, and with respect to a Home
Game, then the additional ticket purchase and revenues therefrom shall be subject to the terms of
this Agreement. With respect to any other event, UND’s purchase of additional tickets shall be
subject to any terms and conditions specified by the Commission for the event and all revenues
therefrom shall be paid to and retained by the Commission. The Parties shall execute a separate
license agreement for such suite that is consistent with the terms of this Section 3.5

3.6. Home Game Practice Day/Spring Game Services/Facilities Provided With

License. As part of the license described in Sections 2.4 and 2.5, the Commission shall provide

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the additional services/facilities described in this Section 3.5 for each Home Game Practice Day
and Spring Game.

3.6.1. Equipment. The Commission shall provide the Practice Licensed

Equipment.

3.6.2 Staffing/Personnel. The Commission will provide the number and

positions of staffing and personnel that the Commission determines are appropriate, based upon
consideration of safety, security and other needs. For purposes of this section, staffing and
personnel includes: ushers, ticket takers, door guards, usher coordinators, event staff supervisors,
guest services, event security, police security, operations, spotlight operators, janitorial staff, and
concession stand attendants.

3.7 Exclusivity Agreement Revenue Sharing Payment. The Commission shall pay
to UND ten (10) equal payments, with each payment being in the sum of Twenty-Five Thousand
and no/100 Dollars ($25,000.00), on the 1st day of each July during the term of this Agreement,
with the first payment to be made by the Commission on July 1, 2021 and last payment being
made by the Commission on July 1, 2030.

SECTION 4 –SERVICES/FACILITIES PROVIDED BY UND

4.1 Equipment/Staffing. UND shall be obligated to provide, at UND’s sole cost and
expense, the following:

4.1.1. All game operations, game equipment, special equipment, game

operations field staff, on and off field game officials and other staffing required to conduct a
football game (including game balls and game officials) to meet the standards or requirements of
the Football Governing Association and athletic conference that UND belongs to, currently being
the Missouri Valley Football Conference.

4.1.2. Personnel that have the requisite training, knowledge and expertise to
properly serve as public address announcers.

4.1.3. Personnel that have the requisite training, knowledge and expertise to
properly operate the scoreboard and video boards within the Arena.

4.1.4. Any special electrical or utility services or hookups.

4.1.5. All Medical providers and ambulance services for the teams.

4.1.6. All matters required by any outside vendor and/or corporate sponsor
obtained pursuant to Sections 2.2.2, 2.2.3 or 2.2.4, including without limit, food, beverages,
catering services, and equipment.

4.1.7. All staff for sale of Novelties and game program sales and distribution of
other athletic promotional items, except sales of Novelties by staff of the Commission.

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 4.1.8. Any and all other equipment, staffing, goods, food and/or services not
specifically described in this Agreement as being required to be provided or performed by the
Commission.

SECTION 5 – RENT/LICENSE FEE/OTHER FEES/CONCESSIONS

5.1 Rent. UND shall pay the Commission rent as follows:

5.1.1. Regular Season Home Game.

(1) For each Home Game where the number of tickets scanned for
attendance is equal to 10,501 or more, UND shall pay the Commission the sum of Forty-Two
Thousand and no/100 Dollars ($42,000.00)

(2) For each Home Game where the number of tickets scanned for
attendance is less than 10,501, UND shall pay the Commission the sum of Thirty-Two Thousand
and no/100 Dollars ($32,000.00).

5.1.2. Playoff Season Home Game. The amount of rent for each Playoff Season
Home Game shall be determined by mutual agreement of the Parties. Negotiations should be
completed in an effort to submit the most competitive bid possible with the common goal to be
selected as the host facility by the Football Governing Association.

5.1.3. Home Game Practice Day. There shall be no charge for any Home Game
Practice Day, regardless of whether UND men’s football team or the visiting team actually
conducts a practice or walk-through.

5.1.4. Parking Lot. For each Home Game, UND shall pay the Commission the
following: the product of $10.00 and the difference between (1) the total number of parking stalls
within the Champions Club Area (672 parking stalls) minus (2) the total number of parking stalls
for each parking stalls within the Champions Club Area released by UND pursuant to Section
2.3.1. By way of example only, if the total parking stalls within the Champions Club Area is 672
and the number of parking stalls released by UND under Section 2.3.1 is 50, then the total rent
paid by UND for the Parking Lot shall be $6,220, calculated as follows:

Champions Club Area (672 – 50) x $10.00 $6,220.00

The payment under this Section 5.1.4 shall not be part of the calculation of Net Profit
from Parking.

5.1.5. Complimentary Tickets. UND shall provide the Commission with 75

complimentary tickets to each Regular Season Home Game to be located in the Arena as
designated by mutual agreement of UND and the Commission, provided no such location shall
displace use of seats by a season ticket holder at a Regular Season Home Game. The designated
location of the 75 complimentary tickets for each Regular Season Home Game shall be made by
UND and the Commission at the post-season meeting held under Section 2.7, provided however,

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for the fall 2021 Regular Season, designating the location of said complimentary tickets shall be
made within 60 days of the date this Agreement is executed by the Commission and UND. The
Commission may use such complimentary tickets so as to provide them to sponsors or guests of
the City and/or the Commission. The Commission will release back to UND any
available/unused complimentary tickets one week prior to the subject Regular Season Home
Game.

5.2 License Fee. UND shall pay the Commission license fee in the amount of Four
Hundred and no/100 Dollars ($400,000.00) payable as follows:

5.2.1. $200,000.00 payable within thirty (30) Calendar Days after this
Agreement is executed by UND; and

5.2.2. $200,000.00 payable on or before December 31, 2021.

5.3 Concessions.

5.3.1. Commission exclusive right to sell. The Commission shall have the
exclusive right to conduct any and all operations, sales, serving and/or catering of Concessions
on or within the Alerus Center during each Home Game. No outside food or beverages shall be
allowed in the Alerus Center, except as may be permitted solely for tailgating activities under
Section 2.2.

5.3.2 Alcohol Sales. In compliance with current laws and resolutions adopted
by the Grand Forks City Council, any and all alcohol and alcoholic beverage sales or other forms
of alcohol and alcoholic beverage vending at the Alerus Center, including but not limited to such
sales within the Arena, Tailgate Village Area, Seasonal Tailgate Area and other parts of the
parking lot, shall be conducted solely and exclusively by the Commission, by and through the
Management Company pursuant to the liquor license issued to the Management Company for the
sale of alcoholic beverage at the Alerus Center under Chapter XXI of the Grand Forks City Code
of 1987. The term “sale” as used in this Section 5.3.2 shall mean “all manner or means of
furnishing alcoholic beverages, including the selling, exchange, barter, disposition of, and
keeping for sale of such alcoholic beverages, and shall also include but is not limited to
transactions where the consideration for the alcoholic beverage is included or combined with
another transaction or where the consideration is called a ‘donation’ or used to purchase any
ticket, token, or other object redeemable for alcoholic beverages.”

5.3.3. Alcohol Sales Laws. During any usage of a license under this Agreement
by UND, (including the Home Game Use Period for each Home Game), the sale of beverages of
all kinds, including alcoholic beverages to the extent they may be legally sold now or hereafter,
shall be in accordance with applicable laws, ordinances, rules, and regulations. The
Commission reserves the right to terminate sales of alcoholic beverages during any Home Game,
including to any individual(s) due to behavior or as the circumstances may necessitate.
Administrative and operational procedure in the service of alcoholic beverages on the Alerus
Center is established by the Commission policy as provided by the Commission and as available
to UND.

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 5.3.4. Student section alcohol sales prohibited. At the request of UND and in
accordance with current UND policy, alcoholic beverages will not be sold or allowed to be
carried into and consumed in the student seating area of the Arena during a Home Game. Such
student seating areas are indicated in a seating chart attached as Exhibit 5.3.4. In the event UND
does not request, or UND policy changes, the Commission may allow alcoholic beverages to be
sold or allowed in the student seating area of the Arena.

5.3.5. Playoff Games alcohol sales. In the event of a Playoff Game, the Football
Governing Association rules regarding the serving of alcohol will apply and shall supersede any
inconsistent provision of this Agreement.

5.3.6. Share of Concessions Revenue.

(1) The Commission will pay to UND a percentage of the Net Profit
from Concessions from each Home Game, which percentage is dependent on the scanned
number of tickets for such Home Game. The percentage of the Net Profit from Concessions is as
follows:

(a) 10% for each Home Game where the number of tickets
scanned for attendance is equal to 8,499 or less

(b) 15% for each Home Game where the number of tickets
scanned for attendance is at least 8,500 but less than 9,501;

(c) 20% for each Home Game where the number of tickets
scanned for attendance is at least 9,501 but less than
10,501;

(d) 25% for each Home Game where the number of tickets
scanned for attendance is 10,501 or more.

5.4 Payments. All amounts paid by UND under this Agreement shall be delivered as
directed by the Commission and made payable to the “Alerus Center” as payee. The Commission
shall make all backup documentation related to the Concessions revenue available to UND for
review upon request.

SECTION 6 – TICKETING/REVENUE

6.1 Home Game ticket revenue.

6.1.1. UND retains ticket revenue. Except as provided under Section 6.1.2,
UND shall retain and keep all revenue from ticket sales for entry into each Home Game.

6.1.2. Assigned tickets in suites. The Parties acknowledge and agree the Arena
has the following as shown in Exhibit 6.1:

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 (1) Fourteen (14) suites with each suite assigned eighteen (18) seats and in
turn eighteen (18) tickets for entry into each Home Game;

(2) Four (4) bridge deck suites, with each bridge deck suite assigned with up
to fifty (50) seats and in turn up to fifty (50) tickets for entry into each Home Game; and

(3) Sixty (60) club lounge seats and in turn sixty (60) tickets for entry into
each Home Game.

All sales of suites, bridge deck suites, and club lounge seats, the assigned tickets for each
suite (18 in number for each suite), the assigned tickets for each bridge deck suite (50 in number
for each suite) and the assigned tickets for each club lounge seats (60 in number) shall be
conducted solely and exclusively by the Commission and any and all revenue from such sales
shall be retained solely and exclusively by the Commission. The purchase of assigned tickets to
a suite or bridge deck suite for a Playoff Season Home Game shall be pursuant to the rules set by
the Football Governing Association, and in turn tickets, including those for the suites, bridge
deck suites, and club lounge seats, may under such rules, be required to be purchased for a
Playoff Season Home Games separately from a season ticket package.

6.1.3. Additional suite tickets. In the event a holder of a suite or bridge deck
suite seeks more than the assigned number of tickets to such suite (as described in Section 6.1.2
above), the suite holder shall pay for such additional tickets needed for each suite with all
revenue from the sale of these additional suite tickets being retained by UND.

6.1.4. Endzone concourse area. As early as the Fall 2021 football season, UND
plans to manifest a new ticketed area within the Arena. The new ticketed area of which the
ticketed seating area goes between the two bridge deck suites outlined within Section 6.1.2. on
each endzone along the safety railings, as shown within Exhibit 6.1, will be established along the
handrails within both endzone concourse areas within the main concourse of the Arena. This
endzone concourse area shall not encroach upon the ticketed areas of Section 6.1.2(b). UND
shall solely be responsible for the sale of all tickets within the endzone concourse areas and all
revenue therefrom shall be collected and retained by UND. The Parties acknowledge and agree
the proposed endzone concourse seating area described in this Section 6.1.4 remains and shall be
subject to approval by the Commission prior to its installation, which approval shall be
conditioned upon (a) UND paying any and all costs and expenses for the installation and any re-
fitting of or modifications of the Alerus Center to permit the installation of such seating, (b)
UND, at its sole cost and expense, providing to the Commission an unqualified opinion from an
engineer and/or architect licensed in North Dakota that there are no safety and structural capacity
issues with such seating plan,(c) the Commission having obtained all permits or approvals
required under any federal, state or local building, fire, safety or structural codes, rules and/or
regulations, with the costs and expense thereof being paid by UND and (d) the Commission and
UND having reached an agreement on the payment of additional costs of labor, if any, for such
seating area (including any gross wages, employer paid employee benefits and the employer paid
portion of employment taxes). The Commission will place appropriate staff to ensure only those
properly ticketed fans are entering this endzone concourse seating area. The Parties acknowledge
and agree that except for the additional costs of labor that may be subject to agreement under

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6.1.4(d), all costs associated with this endzone concourse area are included in the rental costs
outlined in Section 5.1.1.

6.2. Ticket sales/distributions.

6.2.1 UND responsible for ticket sales. The Parties acknowledge UND shall be
the primary Party to sell all Home Game tickets. Other than those tickets outlined within Section
6.1.2, UND’s main ticket office at the Ralph Engelstad Arena is designated as the primary point
of sale for UND men’s football Home Games. UND shall conduct and be responsible for all
ticket distribution of (a) tickets sold by UND as season tickets or as season ticket packages for an
entire Regular Season, (b) tickets for UND athletic staff members, (c) tickets to be provided to
members of the UND men’s football team, (d) tickets to be provided to members of the visiting
men’s football team for each Home Game covered by this Agreement, and (e) single-game and
group tickets.

6.2.2. Ticketmaster. UND Athletics, through its affiliated box office, will be
designated as the primary box office for all season tickets, UND Athletics staff tickets, home and
visiting team tickets, group tickets and complimentary tickets. All other Home Game tickets
shall be sold through the Ralph Engelstad Arena Box Office, the Commission or the
Ticketmaster System. The Ralph Engelstad Arena Box Office and the Alerus Center (by and
through the Commission) will be identified as official purchasing outlets in the Ticketmaster
system and in all UND Athletics advertisements for all Home Game ticket sales. UND shall be
charged and pay to the Commission a 3% credit card transaction for each credit card purchase for
single game tickets sold at the Alerus Center ticket windows.

6.2.3. Facility Fee. UND agrees to pay $1.50 as a facility fee to the Commission
for each purchased single game ticket to a Home Game (regardless of whether that ticket is
purchased through UND, Ralph Engelstad Arena or the Alerus Center). For each Home Game, a
total of seventy-five (75) single game tickets may be sold as part of group tickets without a
facility fee being paid thereon, with a facility fee being paid for each single game tickets
exceeding 75 that are sold as part of all group tickets. By way of example, if 25 single game
tickets are sold as part of one set of group tickets and another 100 tickets are sold as part of
another set of group tickets, resulting in a total of 125 single game tickets being sold as part of
group tickets to a Home Game, a facility fee will not be paid on 75 of said tickets and a facility
fee will be paid on 50 said tickets (125 less 75).

SECTION 7 – RENT/FEE CALCULATION AND INVOICING

7.1 Determination of Rent and Other Fees. Within 10 Business Days after each
Home Game, the Commission shall calculate all rent, fees and other payments due and owing to
the Commission pursuant to Section 2.3.4, Section 5, and Section 6 and shall provide this
calculation in writing and any supporting documentation for the calculations, and an invoice to
UND for payment. UND shall make payment to the Commission of the invoiced amount within
10 Business Days after receipt of the written calculation and invoice.

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SECTION 8 – NOVELTIES

8.1 Sale of Novelties by Commission. The Commission may sell Novelties at all
locations of the Alerus Center, including the area within the Arena designated the “Hawk Shop,”
and shall be entitled to retain any and all proceeds from such sales, and in turn shall be
responsible for any and all expenses, costs and fees related to such sales. The Commission agrees
should it sell UND branded merchandise, all merchandise shall be obtained through or produced
by a licensed vendor.

8.2. Sale of Novelties by UND. UND may sell Novelties during each Home Game at
one merchandise stand located within the Tailgate Village Area, and shall be entitled to retain
any and all proceeds from such sales, and in turn shall be responsible for any and all expenses,
costs and fees related to such sales. Nothing herein shall or is intended to limit UND’s sale of
Novelties at locations other than the Alerus Center or during times or events unrelated to a Home
Game.

SECTION 9 – ADVERTISING/SIGNAGE/SPONSORSHIPS AND PUBLICITY

9.1 License to UND for Home Game Advertising at Alerus Center.

9.1.1. Subject to the terms described herein, during the Home Game Day Use
Period for each Home Game, the Commission grants UND a limited right to license for
advertising, signage and sponsorship in the Alerus Center.

9.1.2. All revenue or other proceeds from advertising, signage, and/or

sponsorships under this Section 9.1 shall be paid to and be retained solely by UND, and in turn
UND shall be responsible for any and all expenses, costs and fees related to the sale of such
advertising, signage, and/or sponsorships.

9.1.3. In no case shall UND grant any advertising rights, signage or sponsorship
to any party if such advertising, signage or sponsorship is contrary to any agreement, contract,
understanding or rights in the product categories of banking, grocery and in soft drinks entered
into or granted by the Commission and/or the City existing on the Effective Date of this
Agreement, and any amendments, extensions, renewals or modifications thereof (“Exclusivity
Agreements”). Throughout the term of this Agreement, the Commission shall be entitled to
Exclusivity Agreements in the categories of banking (currently with Alerus Financial), grocery
(currently with Hugo’s Family Marketplace) and soft drinks (currently with Coca-Cola). During
the term of this Agreement, the Commission agrees not to enter into Exclusivity Agreements for
other product categories: (a) that would be effective within the Arena during Home Games or (b)
which will extend past the term of this Agreement. The product category of banking shall mean
banking-personal and business banking services, mortgage, retirement benefits, wealth
management – investment (personal and business) or trust and fiduciary. The product category
of grocery shall mean a grocery store or supermarket, including Hugo’s Family Marketplace, that
engages in the retail sale of food and drinks, food and drink products, household goods, and
other goods that are commonly sold by a grocery store or supermarket. The product category

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soft drinks shall mean the producing, manufacturing, selling (at retail or wholesale) and/or
pouring rights of non-alcoholic beverages, including by and with Coca-Cola.

9.1.4. Except the product categories described in Section 9.1.3, UND may sell
advertisements, signage and sponsorships within the Arena for Home Games in all other product
categories. Notwithstanding, UND acknowledges and agrees that at the time of the Effective
Date the Commission has an Exclusivity Agreement for the product category soft drinks with
Coca-Cola. However, the parties further acknowledge UND has an operational and advertising
contract with BioSteel, an isotonic beverage company for UND men’s football team’s usage of
the isotonic product and for the marketing and advertising of other branded items of such
company. Subject to Coca-Cola’s written confirmation described in this section 9.1.4, the
operational and advertising usage granted to UND herein shall be the advertising or display of
branded items of BioSteel as more particularly described on Exhibit 9.1.4 (on water bottles,
standard sized water coolers, standard sized equipment bags, and temporary gameday signage
and advertising to include but not limited to A-frame signs, video board content public address
reads, and other marketing assets utilized by UND). The operational and advertising usage for
BioSteel by UND, as described in this Section 9.1.4, is hereby granted as an exception to the
Exclusivity Agreement for the product category soft drinks with Coca-Cola. This exception is
granted in accordance with and in reliance upon the permission from Coca-Cola that UND has
obtained and is attached as part of Exhibit 9.1.4 documenting that the operational and advertising
usage for BioSteel by UND will be permitted and acceptable within the Alerus Center during
Home Games. In the event Coca-Cola withdraws all or part of the permission described in this
Section 9.1.4 or declares or deems all or part of such operational and advertising usage to be a
violation or breach of the Commission’s Exclusivity Agreement, the Parties will work together to
reach resolution with Coca-Cola regarding the permission and/or to remedy any violation or
breach. Should UND choose to renew their agreement with BioSteel, UND will again seek
permission from Coca-Cola pursuant to the requirements and subject to the conditions described
above.

9.1.5. UND shall have no right to grant any advertising rights, signage or
sponsorship at the Alerus Center that is in excess of or in conflict with the license granted hereby
to UND.

9.1.6. When referencing the Alerus Center, UND shall use the full name “Alerus
Center” or such other full name as may be adopted or designed by the Commission. UND’s
usage of the name “Alerus Center” is subject to the rights granted to the Commission and City
under certain agreements with Alerus Financial which has been made known to UND by the
Commission. UND acknowledges and agrees, the City and Commission must continue to meet
its contractual obligations under such agreements or any other entity.

9.1.7 UND agrees that no agreement it may enter into for any advertisement,
signage, or sponsorship shall include any obligation on the part of the Commission, City or
Management Company to use any product or services such advertiser or sponsor or to purchase
any product or services from said advertiser or sponsor. Subject, however, to the terms of this
Agreement, nothing within this Section 9.1.7 shall prohibit UND’s ability to use any product in
support of the UND men’s football team at the Alerus Center during any Home Game Day.

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 9.1.8 UND shall not cover (in whole or in part), hinder, or affect any of the
Commission’s advertising, signage, markings and/or sponsorships located within any part of the
Alerus Center.

9.2. Advertising assets available to UND. Subject to the terms described herein
including the limitations described in Section 9.1, during the Home Game Day Use Period for
each Home Game, UND shall have a license to use the following advertising assets of the Alerus
Center:

9.2.1. Broadcast Rights. UND shall retain all rights for radio and television
broadcasting of Home Games and shall be allowed to broadcast such events from the Arena at no
additional expense, except, however, UND shall pay the Commission for any out-of-pocket
expenses incurred by the Commission at UND’s request or prior approval, including labor and
utilities, as a result of the broadcast if these expenses are not paid by the broadcast company. All
such out-of-pocket expenses incurred by the Commission shall be paid by UND within 30
Business Days after the Commission submits a written invoice to UND for payment.

9.2.2. In house video boards/ribbon boards. UND shall provide, at its sole cost
and expense, a trained operator for the center in-house video boards and the ribbon boards
(located on each end of the Arena) that are depicted and described on Exhibit 9.2.2 as the “In-
House Video” and “Ribbon” and shall control the operation of said center in-house video boards
and ribbon boards for content and advertising by UND, provided, however, the Commission
shall be entitled to eight (8) thirty-second advertising spots on the center in-house video boards
that will rotate at such times within UND’s sole discretion. The video media file will be
provided by the Commission to UND no later than ten (10) Calendar Days prior to each Home
Game Day or the advertising spot will be deemed waived and will not be inserted in the game
script. UND will provide a draft of the game script no later than twenty-four (24) hours prior to
kickoff of each Home Game. The Commission acknowledges that changes will be made to the
game script until Game Day. Nothing herein shall grant to UND any use of the secondary boards
and the advertising anchors on the ribbon boards (located on each end of the Arena) that are
shown and designated on Exhibit 9.2.2 as “Commission” but rather said secondary boards and
advertising anchors, and all content thereon, shall be under the exclusive control of the
Commission.

9.2.3. Ticket sale promotions. Subject to Section 6.2.2, the Commission shall be
provided prior notice by UND of all advertising and promotions involving ticket sales for Home
Games that UND has instituted.

9.2.4 Other advertising assets. Except as provided otherwise under this

Agreement, (including under Section 9.2.2), UND shall be entitled to the following game related
advertisement within the Arena on an exclusive and unlimited basis: (1) temporary
advertisement on the out of bounds sidelines of the Arena football field, (2) field goal posts
padding, (3) activation tables on the concourse and (4) gameday programs, (5) sideline A-Frame
signs, (6) temporary signage on endzone concourse behind each upright, (7) concourse tabling
and promotion, (8) on-field promotions and activities to include public address announcements;

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and (9) “In-House Video” boards on each end of the main Arena as depicted on Exhibit 9.2.2.
UND will also be permitted to utilize floating blimps and other advertising equipment for
sponsorship and promotion at Home Games provided that such advertising or promotion does
not cover existing signs or remove existing signs at the Center. Any floating blimps or other
flying equipment used by UND shall have all applicable licensing and governmental approvals
for the operation of such apparatus provided to the Commission prior to any use.

9.2.5. No other advertising assets. Unless specifically set forth in this Section
9.2, UND shall have no right, title or interest in and/or use of any other advertising assets located
in or upon any part of the Alerus Center.

9.3. Football Field advertising asset not available to UND. Consistent with the
limitation of UND’s license to use the specified advertising assets of the Alerus Center, (as
described in Section 9.2 above), the Commission shall retain and have sole and exclusive control
over any and all advertising, signage, markings and sponsorships which are permanently or semi-
permanently woven on the football field turf located within the Arena. Any and all revenue or
other proceeds relating to or in any manner arising from advertising, signage, markings and/or
sponsorships under this Section 9.3 shall be paid to and be retained solely and exclusively by the
Commission, and in turn the Commission shall be responsible for any and all expenses, costs and
fees related to the sale of such advertising, signage, markings and/or sponsorships. The parties
will work together to ensure the football field meets the requirements of the Football Governing
Association.

9.4. Alterations or Defacements. UND shall not make any alterations, additions,
changes or improvement to any part of the Alerus Center without the Commission’s prior written
consent. All approved alterations, additions, changes and improvements shall be accomplished
in a good and workmanlike manner and conforming with all applicable laws and regulations, free
of any liens or encumbrances. The Commission shall not install any UND themed advertisements
or displays, both temporary and permanent, within the Alerus Center without the prior written
consent of UND.

9.5. Playoff Season Home Games. The content of advertising, solicitations,

announcements, and broadcasting rights for Playoff Season Home Games will be determined
according to the policies and procedures of the Football Governing Association.

9.6. Solicitations/Competition Prohibited. UND is entitled to provide attendees

with promotional flyers or other advertising or publicity materials solely for the purpose of
promoting other UND activities. UND’s game sponsor shall be entitled to provide Home Game
attendees promotional items such as foam mini-footballs, etc. within the Alerus Center. UND
shall advise and provide information to the Commission at the pregame meeting under Section
2.6 of intended promotional items UND intends to provide for the upcoming Home Game
(including the method and means UND intends to provide such promotional items). All
promotional items by a game sponsor shall require prior approval from the Commission, which
approval shall not be unreasonably withheld. Other than the aforementioned, no solicitation,
distribution or sale of any products, services, advertising or publicity materials or flyers of any
type shall be permitted on any part of the Alerus Center without obtaining prior approval from

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the Commission. Without the prior written approval of the Commission, neither UND nor any of
UND’s vendors, sponsors and/or attendees may sell or give away any food, beverages, or any
product deemed by the Commission in competition with items sold or distributed by the
Commission.

9.7. Competing Radio Station. During the Tailgate Use Period only UND’s partner
radio stations may broadcast or have a presence outside and inside the building.

9.8. Public Safety Announcements. The Commission reserves the right to make
announcements in the interest of public safety to attendees.

SECTION 10 – TERM

10.1. Term. This Agreement shall commence on January 1, 2021 and shall continue
until June 30, 2031 unless otherwise terminated early as provided herein.

10.2. Mid-term review. UND and the Commission shall meet on or before July 1,
2025 to review this Agreement, for the purpose of discussing the monetary provisions of the
Agreement under Section 2.3.4, Section 5 and Section 6, may modify such provisions upon
mutual consent of the Parties. Nothing in this mid-term review requires any modification or
mandates any Party to agree to a modification.

10.3. Extension. This Agreement may be extended by mutual consent of the Parties
hereto. If an extension is contemplated, the Parties shall commence negotiations for such
extension within one year of the termination date described in Section 10.1 above.

SECTION 11. DEFAULT/TERMINATION

11.1. Event of Default. In the event either Party to this Agreement has materially
defaulted in the performance of the Party’s obligations hereunder, or materially violated any
provision of this Agreement (a “Material Non-Performance Event”), the other Party shall give
notice to such Party of describing the Material Non-Performance Event and demand the Material
Non-Performance Event be corrected, remedied, ceased or cured within a reasonable period
after the date of such notice, which period shall not be less than thirty (30) or more than ninety
(90) Calendar Days. If the Party receiving notice of a Material Non-Performance Event does not
correct, remedy cease or cure such Material Non-Performance violation within the time specified
in such notice, then an event of default shall have occurred. Notwithstanding anything to the
contrary, if the Material Non-Performance Event shall be of such a nature that the same cannot
be completely corrected, remedied, ceased or cured within the specified time period, then such
Material Non-Performance Event shall not constitute or otherwise be an event of default if the
non-performing Party shall have commenced actions to correct, remedy, cease or cure the
Material Non-Performance Event within the specified time period and continues to proceed with
reasonable diligence and in good faith to correct, remedy, cease or cure the Material Non-
Performance.

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 11.2. Remedies upon and event of default. Upon the occurrence of an event of
default under Section 11.1, the non-defaulting Party shall have the right to (a) terminate this
Agreement, whereupon all obligations of the non-defaulting Party that had not been incurred as
of the effective termination date, including but not limited to the obligation to pay the balance of
fees due, shall terminate and (b) pursue any and all other available remedies against the
defaulting Party.

11.3 UND Termination. UND may terminate this Agreement, effective 365 Calendar
Days after written notice to the Commission or at such later date as may be stated in the notice,
under any of the following conditions:

11.3.1 If funding from federal, state, or other sources is not obtained or continued
at levels sufficient to allow for payments required under this Agreement. The Agreement, if the
Parties so choose, may be modified by contract of the Parties in writing to accommodate a
reduction in funds.

11.3.2 If federal or state laws, rules, or regulations are modified or interpreted in

such a way that the Agreement is no longer allowable or appropriate or is no longer eligible for
the funding proposed for payments required under this Agreement.

11.3.3 If any license, permit, or certificate required by law, rule, regulation, or

the terms of this Agreement, is for any reason denied, revoked, suspended, or not renewed.

11.3.4. If UND decides to discontinue the football program.

11.3.5. If UND is required by the Football Governing Association to have more

seating than is available at the Alerus Center to maintain a Division I football program and the
Commission does not take the necessary steps to meet these seating requirements within the
required timeline for compliance.

11.3.6 Any such termination of this contract shall be without prejudice to any
obligations or liabilities of either Party already accrued prior to such termination.

11.3.7 In the event UND continues its football program but terminates this
Agreement pursuant to this Section 11.3, UND shall pay the Commission the following amounts:

(1) If the effective date of the termination is less than two years after
the commencement of this Agreement (as set out in Section 10.1), the sum of $1,280,000 within
60 Business Days after the date UND provides the required written notice to the Commission of
such termination.

(2) If the effective date of the termination is at least two years but less
than four years after the commencement of this Agreement (as set out in Section 10.1), the sum
of $960,000 within 60 Business Days after the date UND provides the required written notice to
the Commission of such termination.

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 (3) If the effective date of the termination is at least four years but less
than six years after the commencement of this Agreement (as set out in Section 10.1), the sum of
$640,000 within 60 Business Days after the date UND provides the required written notice to the
Commission of such termination.

(4) If the effective date of the termination is at least six years but less
than eight (8) years after the commencement of this Agreement (as set out in Section 10.1), the
sum of $320,000 within 60 Business Days after the date UND provides the required written
notice to the Commission of such termination.

(5) If the effective date of the termination is at least eight years but
less than ten (10) years after the commencement of this Agreement (as set out in Section 10.1),
the sum of $160,000 within 60 Business Days after the date UND provides the required written
notice to the Commission of such termination.

SECTION 12. SECURITY/CROWD CONTROL

12.1. Evacuation. The Commission shall have the sole right to determine when and if
it is necessary to evacuate the Alerus Center for any exigent circumstance in which the general
safety or security of any or all occupants of the Alerus Center is at risk and which the
Commission believes such evacuation is necessary. To the extent there is sufficient time given
the existing circumstances, the Commission will attempt to consult with UND on such
evacuation. In the event such an evacuation occurs, the Commission and UND will settle the
expenses for the event in a reasonable manner.

12.2. Objectionable Persons. Enthusiastic student, alumni, and fan support in the
Alerus Center and at pre-game or postgame events and during Home Games is encouraged, but
moderation and an attitude of civility is expected. It is expected that all patrons and participants
will adhere to the fundamental values of respect, fairness, civility, honesty, and responsible
behavior. None of the following will be tolerated by the Commission or UND: disruptive fan
behavior, public intoxication, illegal activities, or violation of the Football Governing
Association’s policy or principles, Commission policy or Management Company policy.
Participation in such activity will be reason for immediate ejection from the Alerus Center and/or
arrest by the Grand Forks Police Department. Both Parties will be responsible for providing an
acceptable atmosphere and will work in a cooperative manner to immediately address improper
fan behavior.

12.3. Prohibited Items. All patrons entering the Alerus Center shall be prohibited from
bringing those items described in Section 3.1.6(2).

12.4. Searches. The Commission reserves the right to conduct a reasonable search of
all persons and their possessions prior to entry including the use of metal detectors. Any search
to be conducted must allow the person the option of leaving the facility instead of being
subjected to the search.

12.5. Re-entry. Re-entry on a ticket stub or mobile/digital ticket is not permitted.

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 12.6. Smoking. The Commission may designate an outside area for smoking in
accordance with local, state or federal law.

12.7. Removal. The Commission reserves the right to remove, eject, or cause to be
ejected from the Alerus Center any person causing a danger to persons or property, a breach of
the peace, or other disorderly conduct, or who otherwise violates the Commission’s or
Management Company’s rules and regulations.

SECTION 13. COPYRIGHT/TRADEMARKS

13.1. Alerus Center Trademark. The name “Alerus Center” and the Alerus Center
logo are trademarked. Unauthorized use of either is strictly prohibited. UND is granted a license
to use both the logo and the Alerus Center name only in the promotion and advertising of the
events covered by the Agreement. No other use of the name "Alerus Center" or the Alerus Center
logo by UND will be permitted without prior written approval from the Center.

13.2. University of North Dakota Copyright: The name “University of North Dakota”
and the UND flame logo is copyrighted and are registered trademarks. Further, “Fighting
Hawks” is a registered trademark and its associated logo is copyrighted. Unauthorized use of all
UND copyrights, trademarks and service marks is strictly prohibited. The Center is granted a
non-exclusive, royalty free, fully revocable license to use UND owned athletic logos and the
"University of North Dakota" name only, solely for the purpose of the promotion and advertising
of the events covered by the Agreement and in the display of the logo and name at the Alerus
Center. All such promotion, advertising, or display of the logos and use of the “University of
North Dakota” name shall be reviewed and approved by UND prior to implementation. No other
use of the name “University of North Dakota,” “Fighting Hawks,” or the “Fighting Hawks” logo
by the Commission will be permitted without prior written approval from UND. Should the
UND athletic logo be changed, this clause will govern the use of any new athletic logos used by
UND. The Commission shall not use any UND intellectual property to co-brand with any Alerus
Center sponsor.

SECTION 14. REMOVED. NUMBERING RESERVED.

SECTION 15. INSURANCE

15.1. UND’s general liability coverage will be provided through the state risk
management fund. The current limits under the fund are $250,000.00 per person and
$1,000,000.00 per occurrence, with no annual aggregate limit.

15.2. UND shall also provide the statutorily required workers compensation insurance
for all UND employees.

15.3. UND utilizes vehicles from the fleet maintained by the North Dakota Department
of Transportation, which maintains automobile liability insurance of $1,000,000 per occurrence.

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SECTION 16. LIABILITIES AND LIMITATION OF LIABILITY

16.1. Each Party shall be responsible for claims, losses, damages, and expenses which
are proximately caused by the wrongful or negligent acts or omissions of that Party or its agents,
employees, or representatives acting within the scope of their duties. The tort liability of UND is
as set out in chapter 32-12.2 of the North Dakota Century Code and subject to the conditions and
limitations contained therein. The tort liability of the City and the Commission is as set out in
chapter 32-12.1 of the North Dakota Century Code and subject to the conditions and limitations
contained therein. Nothing herein shall preclude either Party from asserting against third Parties
any defenses to liability it may have under the law or be construed to create a basis for a claim or
suit when none would otherwise exist. In the event that a suit is brought against either Party, the
Party sued will give notice to the other within thirty (30) days of the service of any summons and
complaint or any other claim. This provision shall survive the termination of the Agreement.

16.2. In no event shall either Party be liable for special, indirect, or consequential
damages in connection with or arising out of this Agreement.

SECTION 17. FORCE MAJEURE

17.1. In the event that either Party to this Agreement is unable to perform its obligations
hereunder or to enjoy any of its benefits because of the substantial damage or destruction of the
Alerus Center due to any cause, a natural disaster, pandemic, social unrest or action, order or
decree of a governmental body with appropriate jurisdiction (hereinafter referred to as a "Force
Majeure Event"), the Party that has been so affected shall immediately give notice to the other
Party of such fact and shall do everything possible to resume its performance. Upon the other
Party's receipt of such notice, each Party's obligations hereunder shall be suspended for the
period of such Force Majeure Event and, if applicable, the payments due under this Agreement
shall be reduced pro rata. If the Force Majeure Event lasts for a period of two (2) years or more
from the date that the other Party receives notice of such Force Majeure Event and the Party that
received such notice has been able to perform its obligations hereunder despite such Force
Majeure Event, the Party that received such notice may terminate this Agreement by giving
notice thereof to the Party unable to perform because of such Force Majeure Event and shall be
under no further obligations to the other Party under this Agreement.

SECTION 18. COMPLIANCE WITH LAW

18.1 UND and the Commission agree that they will comply with all applicable federal,
state, and local laws, rules, regulations, and/or ordinances.

SECTION 19. MISCELLANEOUS

19.1 Assignment. Neither Party shall assign, transfer, or otherwise encumber this
Agreement without the express written approval of the other Party, provided, however, the
Parties agree the Commission’s selection, engagement, contracting with and using the
Management Company to act on behalf of the Commission hereunder is not, nor shall it be
deemed to be, an assignment requiring any written approval from UND.

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 19.2 Severability. If any of the provisions contained herein shall for any reasons be
held to be invalid, illegal, or unenforceable, such invalidity, illegality, or unenforceability shall
not affect any other provisions contained herein.

19.3 Entire Agreement. This Agreement constitutes the sole and entire agreement
and understanding between the Parties hereto as to the subject matters hereof, and supersedes all
prior discussions, agreements and understandings of every kind and nature between them as to
such subject matter.

19.4 Amendments. Neither the Agreement nor any term or provision hereof may be
changed, waived, discharged, or terminated, except by a written instrument signed by both
Parties hereto.

19.5 Authority. The Parties to this Agreement acknowledge, warrant and represent
that each has the full right, authority and power to enter into this Agreement. The Parties to this
Agreement further acknowledge, warrant and represent that the execution by the individuals
noted below for such Party, and the delivery and performance by the Parties of this Agreement
has been and/or shall be duly authorized by all necessary action of the Parties and no other action
on the part of the respective Parties is required in connection therewith and that this Agreement
and each agreement, document and instrument executed and delivered pursuant to this
Agreement constitutes, or when executed and delivered will constitute, valid and binding
obligations of the respective Parties enforceable in accordance with their terms.

19.6 Jurisdiction. This Agreement shall be interpreted under the laws of the State of
North Dakota and any action or claim related thereto shall be brought in the District Court for
Grand Forks County, North Dakota.

19.7 Headings. All titles or headings to articles, sections, subsections or other

divisions of this Agreement or exhibits hereto are only for the convenience of the Parties and
shall not be construed to have any effect or meaning with respect to the other content of such
articles, sections, subsections or other divisions, such other content being controlling as to the
agreement between the Parties hereto.

19.8 Applicable Law. This Agreement shall be construed and interpreted in

accordance with the laws of the State of North Dakota and the Ordinances of the City of Grand
Forks and any action or claim related thereto shall be brought in the District Court for Grand
Forks County, North Dakota.

19.9 Waivers. One or more waivers by either Party of any covenant or condition of
this Agreement shall not be construed as a waiver of a subsequent breach of the same or of any
other covenant or condition. The consent or approval given by either Party with respect to any
act by the other Party requiring such consent or approval shall not be deemed to waive or render
unnecessary further consent or approval of any subsequent similar act by such Party.

Page 34 of 37
 19.10 Counterparts. This Agreement may be executed in two or more counterparts,
each of which shall be considered an original.

19.11 No Third-Party Beneficiary. This Agreement is intended for the sole and
exclusive benefit of the Parties hereto and their respective successors and permitted assigns. No
other person or entity shall have any right to rely on this Agreement or to claim or derive any
benefit therefrom absent the expressed written consent of the Party to be charged with such
reliance or benefit.

19.12 Relationship of Parties. The Parties shall perform as independent contractors

under this Agreement. Each Party, its employees, agents, and representatives are not employees
of the other Party for any purpose, including, but not limited to, the application of the Social
Security Act, the North Dakota Unemployment Compensation Act, and the North Dakota
Workers' Compensation Act. No part of this Agreement shall be construed to represent the
creation of an employer/employee relationship. Each Party will retain sole and absolute
discretion in the manner and means of carrying out its activities and responsibilities under this
Agreement, except to the extent specified in this Agreement.

19.13 Cooperation. The Parties hereto recognize that, in the performance of this
Agreement, the greatest benefit will be derived by promoting the interests of both Parties, and
each of the Parties, therefore, does enter into this Agreement with the intention of loyally
cooperating with the other in carrying out the terms of this Agreement, and each Party agrees to
interpret its own provisions, insofar as it may legally do so, in such manner as will best promote
the interests of both Parties and will render the highest service to the public concerned.

19.14 Singular and Plural. Words used herein in the singular, where the context so
permits, shall be deemed to include the plural and vice versa. The definitions of words in the
singular herein shall apply to such words when used in the plural where the context so permits
and vice versa.

19.15 References. The words “herein,” “hereof,” “hereunder” and other words of
similar import when used in this Agreement refer to this Agreement as a whole, and not to any
particular article, section or subsection. Any reference herein to a Section or Subsection shall be
deemed to refer to the applicable Section or Subsection of this Agreement unless otherwise
stated herein. Any reference herein to an Exhibit shall be deemed to refer to the applicable
Exhibit attached hereto unless otherwise stated herein.

19.16 Notices. Any notice required or desired to be served by either Party upon the
other may be served by depositing such notice in certified United States mail, return receipt
requested, in a sealed envelope, postage prepaid, and addressed as follows:

(a) To the Commission:

Chairperson
Grand Forks Event Center Commission
255 North 4th Street
Grand Forks, ND 58201

Page 35 of 37
 (b) To the Management Company:
Anna Rosburg
General Manager
1200 42nd Street South
Grand Forks, ND 58201

(c) To UND:
Jed Shivers
VP Finance & Operations / COO
Twamley Hall Room 314
264 Centennial Drive, Stop 8378
Grand Forks, ND 58202

The provisions of this Section do not supersede any statutes or rules of court regarding notice of
claims or service of process. In the event of a conflict between this section and any statutes or
rules of court, the statutes or rules of court govern.

19.17 Time of the essence. Time is of the essence for all matters and obligations under
this Agreement and all documents and agreements referenced herein.

19.18. Performance of Additional Acts. The Parties agree to perform such acts and to
prepare, execute, file or record any documents, instruments, or stipulations requested by each
other to perform the covenants, to satisfy the conditions herein contained, or to give full force
and effect to this Agreement.

19.19. Public Health Modifications. The Parties acknowledge the public health
guidelines related to public gatherings may make some provisions within this Agreement
difficult or impossible to execute. Should public health recommendations or mandates create a
situation in which the Parties desire or are required to make modifications to the terms of this
Agreement to move forward with a Home Game, the Parties agree to work together in good faith
to modify such term to ensure a safe, enjoyable and beneficial event. All changes made pursuant
to this Section 19.19 shall be agreed upon in writing and signed by the Parties. Further, a public
health recommendation or mandate described in this Section 19.19 shall not constitute a Material
Non-Performance Event, event of default or Force Majeure Event.

[balance of page intentionally left blank]

Page 36 of 37
 EXHIBIT 1.10

CONVENTION CENTER
The Alerus Center’s convention facilities consists
of the main ballroom and 12 conference rooms.

BALLROOM #1

BALLROOM #4 BALLROOM #5

1 BALLROOM #2

BALLROOM #3
8 6
MEETING ROOMS MEETING ROOMS
11 4 1
12 10 9 7 5 3 2

ENTRANCE 7 ENTRANCE 6 ENTRANCE 5 ENTRANCE 4

ENTRANCE 8

BALLROOM STATISTICS
All Ballrooms Ballroom 5 Ballroom 4 Junior Ballroom 1&3 Junior Ballroom 2
25,588 sq. ft. 10,350 sq. ft. 9,790 sq. ft. 2,052 sq. ft. 1,344 sq. ft.
Theater........... 3,150 ppl Theater........... 1,000 ppl Theater........... 1,000 ppl Theater.............. 188 ppl Theater................ 80 ppl
BALLROOM # 1
Banquet.......... 1,000 ppl Banquet............. 400 ppl Banquet............. 400 ppl Banquet............. 100 ppl Banquet............... 40 ppl
Classroom....... 1,400 ppl Classroom.......... 352 ppl Classroom.......... 352 ppl Classroom............ 92 ppl Classroom............ 40 ppl
Trade Show...140 booths Trade Show.... 55 booths Trade Show.... 55 booths Hollow Square...... 56 ppl Hollow Square...... 24 ppl

MEETING ROOMS STATISTICS

· Oriole · Pheasant · Hawk · Eagle
· Meadowlark · Bluebird/Finch · Bluebird · Finch · Cardinal
· Cardinal/Hummingbird · Hummingbird · Robin · Canary
Approximately 1,380 sq. ft. Approximately 690 sq. ft. Approximately 598 sq. ft.
Theater........................................... 108 ppl Theater............................................. 32 ppl Theater............................................. 50 ppl
Banquet............................................ 60 ppl Banquet............................................ 20 ppl Banquet............................................ 30 ppl
Classroom......................................... 52 ppl Classroom......................................... 16 ppl Classroom......................................... 24 ppl
Hollow Square................................... 32 ppl Hollow Square................................... 16 ppl Hollow Square................................... 16 ppl

Mourning Dove is 598 sq ft, and is set up as a Board Room with seating for 24.

ROOMS ASSIGNMENTS
1 MOURNING DOVE 5 HAWK 9 HUMMINGBIRD
2 ORIOLE 6 BLUEBIRD 10 EAGLE
3 PHEASANT 7 FINCH 11 CANARY
4 ROBIN 8 CARDINAL 12 MEADOWLARK
1200 42nd Street South
Grand Forks, North Dakota 58201
* Information is subject to change, based on client needs. 701.792.1200 · www.aleruscenter.com
 Exhibit 2.1.2(1) - Guaranteed Home Game Dates

Year 2021 – Regular Season Home Games

September 18 vs. Drake

October 2 vs. NDSU
October 23 vs. Western Ill
November 6 vs. Youngstown St
November 13 vs. Illinois St

Year 2022 Regular Season Home Games

September 10 vs. Northern Iowa

October 1 vs. Missouri State
October 22 vs. SDSU
October 29 vs. Dixie State
November 12 vs. South Dakota

Year 2023 Regular Season Home Games

September 2 vs. Drake

September 9 vs. Northern Arizona
October 7 vs. NDSU
October 21 vs. Southern Ill
November 4 vs. Youngstown St
November 18 vs. Indiana St

Year 2024 Regular Season Home Games

September 7 vs. Montana

September 14 vs. Idaho St
October 5 vs. South Dakota
October 19 vs. Northern Iowa
October 26 vs. Missouri St
November 16 vs. Western Ill

Year 2025 Regular Season Home Games

September 6 vs. Portland St

September 20 vs. Valpo
October 11 vs. Ill St
October 25 vs. NDSU
November 1 vs. SDSU
November 22 vs. Indiana St

Year 2026 Regular Season Home Game

September 5 – Opponent TBA

Page 1 of 1
 Exhibit 2.1.2(5) - Potential Playoff Season Home Game Dates

Year 2021 - Potential Playoff Season Home Games

November 27 FCS Playoffs

December 4 FCS Playoffs
December 10-11 FCS Playoffs
December 17-18 FCS Playoffs

Year 2022 - Potential Playoff Season Home Games

November 26 FCS Playoffs

December 3 FCS Playoffs
December 9-10 FCS Playoffs
December 16-17 FCS Playoffs

Year 2023 - Potential Playoff Season Home Games

November 25 FCS Playoffs

December 2 FCS Playoffs
December 8-9 FCS Playoffs
December 15-16 FCS Playoffs

Year 2024 - Potential Playoff Season Home Games

November 30 FCS Playoffs

December 7 FCS Playoffs
December 13-14 FCS Playoffs
December 20-21 FCS Playoffs

Year 2025 - Potential Playoff Season Home Games

November 29 FCS Playoffs

December 6 FCS Playoffs
December 12-13 FCS Playoffs
December 19-20 FCS Playoffs
Entrance 4

D
Entrance 5

Entrance 6

Entrance 7

Entrance 8
EXHIBIT 2.3.5

VIP Entrance
VIP
 EXHIBIT 5.3.4

Sections 210-212 are the student sections proposed by UND

Exhibit 9.1.4
Exhibit 9.1.4