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Facility Sponsorship Agreementt U.S. CELLULAR FACILITY SPONSORSHIP AGREEMENT This Agreement is made between United States Cellular Corporation ("U.S. Cellular"), a Delaware corporation, and the City of Salina, Kansas ("City"), a Kansas municipal corporation, for sponsorship of the facility described herein. City shall provide the services identified herein, in accordance with the Terms and Conditions and the Exhibits identified below, which are attached to and made a part of this Agreement. City: City of Salina, Kansas, a Kansas municipal corporation. Facility: The Salina Bicentennial Center, as more fully described in Exhibit A. Effective Date: May 11, 2007. Term Of Agreement: Effective Date to December $1, 2016. Sponsorship Fee: $80,000, payable as set forth in Exhibit A. Exhibits Attached: NX Exhibit A - Facility Exhibit B - Promotional Benefits Exhibit C - Trademarks Addresses for Notice: U.S. Cellular: U.S. Cellular Corporation 8410 West Bryn Mawr Chicago, Illinois 60631-3486 Attention: Alan D. Ferber, Vice President of Marketing City City of Salina P.O. Box 7737 Salina, Kansas 67402 Attention: City Clerk With a copy to: U.S. Cellular Corporation 4700 South Garnett Road Tulsa, Oklahoma 74146 Attention: Sergio Apodaca, Sponsorship and Event Manager and Stephen P. Fitzell, Esq. Sidley Austin LLP One South Dearborn Street Chicago, Illinois 60603 Salina Bicentennial Center 800 The Midway Salina, Kansas 67401 Attention: Keith Rawlings, Manager U.S. CELLULAR FACILITY SPONSORSHIP AGREEMENT TERMS AND CONDITIONS Section 1. Facility 1.1 City shall and will continue to own and operate the Facility, which shall be of a quality at least comparable to the quality of other similar venues. City shall operate the Facility in a manner comparable to the operation of other similar venues. 1.2 . City acknowledges that the value of this Agreement to U.S. Cellular depends upon the seating capacity of the Facility, as described in Exhibit A. If City intends to alter the Facility in a way that will reduce the seating capacity of the Facility, City shall give U.S. Cellular written notice of the proposed alteration no less than thirty days prior to commencement of the alteration. U.S. Cellular shall promptly give City written notification within that thirty -day period if it concludes that the proposed alteration will have a materially adverse affect upon U.S. Cellular's interests under this Agreement. If U.S. Cellular gives such written notice within the thirty -day notice period, the parties agree to negotiate in good faith toward either or both of (a) a modification of the proposed alteration or (b) a determination of reasonable compensation to U.S. Cellular for the value of any materially adverse affect upon its interests for the remaining term of the Agreement. If U.S. Cellular does not give written notice of a materially adverse affect resulting from a proposed alteration by the City as provided above, U.S. Cellular shall be deemed to have waived the right to assert any claim against the City arising from the proposed alteration. U.S. Cellular's failure to give such notice in relation to a particular proposed alteration shall not affect its right to give such notice in relation to any subsequently proposed alteration. 1.3 City acknowledges that the value of this Agreement to U.S. Cellular depends upon a minimum level and quality of activity and events taking place at the Facility during each year of this Agreement. Accordingly: (a) City will continue to operate the Facility year round. (b) City shall use its best efforts to ensure that a minimum of thirty-five public events take place at the Facility each year of this Agreement. For purposes of this provision, an "event" means an independent and separable activity with an attendance of at least 1,000 people, such as one game of an amateur or professional sporting team, a multi -day tournament, one concert, show, or special event, or one multi -day event or activity, such as a concert series, trade show, convention, or exposition. 1.4 City shall use its best efforts to ensure that a minimum of 100,000 people attend public events at the Facility each year. 1.5 City shall: (a) Provide the promotional benefits in Exhibit B. (b) Create, administer, promote, publicize, and disseminate information concerning the Facility in a timely fashion. (c) Assist U.S. Cellular in its communications concerning the Facility. (d) Cooperate with U.S. Cellular, its agencies, and other media in promoting and conducting the Facility. 2 1.6 City acknowledges the importance of U.S. Cellular's connection with the Facility to U.S. Cellular's public image and business reputation. City shall use its best efforts to ensure that its actions, as well as the actions of its agents and others associated with the Facility, do not damage, detract from, or reflect unfavorably on U.S. Cellular's public image, good will, or business reputation. 1.7 Except as expressly set forth in this Agreement, U.S. Cellular shall not bear any responsibility for the operation of the Facility. Section 2. Grant of Rights City grants to U.S. Cellular the sponsorship identification rights described in Exhibit B. Section 3. Advertising and Merchandising 3.1 All material designed to publicize, advertise, promote, disseminate information regarding, or otherwise refer to the Facility or U.S. Cellular's sponsorship of the Facility, including: signs, press materials, brochures, tickets, media advertising of any type, such as radio and television commercial announcements, and print advertising ("Advertising and Promotional Materials") and material designed to publicize, advertise, promote, or otherwise refer to the Facility or U.S. Cellular's sponsorship of the Facility, other than "Advertising and Promotional Materials," including but not limited to equipment, uniforms, Facility programs, clothing, souvenirs, and memorabilia ("Promotional Merchandise"), whether or not specifically identified as such, shall: (a) Be of a high standard of quality at least comparable to the quality used for other similar facilities. Facility. (b) Be of a style, appearance, and quality as to suit the best exploitation of the (c) Bear appropriate trademark and copyright notices. (d) Be free from product defects, merchantable, and fit for its particular. purpose. 3.2 U.S. Cellular shall have the royalty -free right to produce, sell, and distribute Promotional Merchandise, including Promotional Merchandise bearing Facility Trademarks, in advertising and promoting the Facility and its sponsorship of the Facility. Any such Promotional Merchandise that bears Facility Trademarks shall be subject to City's approval, which shall not be unreasonably withheld. 3.3 If any Promotional Merchandise manufactured distributed, or sold by either party shall be defective in material or workmanship or otherwise fail to conform with the terms of this Agreement, the other party may, in addition to its other rights, require destruction of such goods or the alteration to remove the trademarks therefrom, at the sole expense of the owner of such merchandise. 3.4 If U.S. Cellular desires to purchase any Promotional Merchandise that City has licensed a third party to produce, sell, or distribute, City shall require such licensee to sell such merchandise to U.S. Cellular without City's royalty thereon. City and licensee shall certify the amount of any royalty applicable to such merchandise. Section 4. Trademarks 4.1 U.S. Cellular Trademarks. As between the parties, U.S. Cellular trade names, trademarks, service marks, and logos, including those identified on Exhibit C ("U.S. Cellular 3 Trademarks") are and shall remain the property of U.S. Cellular. City may use U.S. Cellular Trademarks solely for the purposes of advertising and promoting the Facility, subject to U.S. Cellular's prior written approval of such uses. City shall not register, apply to register, or claim any rights in any U.S. Cellular Trademarks. All uses of U.S. Cellular Trademarks by City shall inure solely to the benefit of U.S. Cellular. 4.2 Facility Trademarks. As between the parties, any Facility trade names, trademarks, service marks, and logos, identified on Exhibit C ("Facility. Trademarks") are and shall remain the property of City. City shall use Facility Trademarks solely for the purposes of advertising and promoting the Facility during the term of this Agreement. U.S. Cellular may use Facility Trademarks in advertising and promoting U.S. Cellular's sponsorship of the Facility. During the term of this Agreement, all uses of the Facility Trademarks shall inure to the benefit of City, and to the benefit of U.S. Cellular to the extent Facility Trademarks include U.S. Cellular Trademarks. Thereafter, use of the Facility Trademarks, as modified to exclude any U.S. Cellular Trademarks, shall inure solely to the benefit of City. 4.3 Guidelines. U.S. Cellular may, at its option, provide City with branding guidelines governing use of the U.S. Cellular Trademarks. City shall comply with such branding guidelines. Section 5. Sponsorship Fee U.S. Cellular shall pay City the Sponsorship Fee in accordance with the schedule in Exhibit A, provided that City invoices U.S. Cellular at least 30 days prior to the due date of any payment. Section 6. Reports From time to time U.S. Cellular may require City to submit written reports to U.S. Cellular in connection with City's performance under this Agreement. Such reports shall describe: (a) the status of City's performance since the submission of a prior report; (b) the activities engaged in by City with specific reference to its obligations and duties under this Agreement; (c) any problems or delays anticipated by City; and (d) other information relevant to City's performance or otherwise required under this Agreement. Section 7. Term 7.1 This Agreement shall begin as of the Effective Date and continue for the term on the face of this Agreement. 7.2 Thereafter, for a period of 90 days, at U.S. Cellular's request, the parties shall negotiate in good faith regarding a comparable sponsorship of the Facility for a subsequent period. Notwithstanding the foregoing, U.S. Cellular acknowledges that City has no obligation to offer sponsorships of the Facility after the term of this Agreement and agrees that if the City notifies U.S. Cellular in writing prior to the expiration of this Agreement that the City has decided not to offer such sponsorships, then the City shall have no obligation to negotiate with U.S. Cellular. Section 8. Termination 8.1 By U.S. Cellular. U.S. Cellular may terminate this Agreement on notice to City: (a) Upon 90 days' notice to City if the minimum level of events and attendance described in Section 1.3 have not been conducted at the Facility during any year of this Agreement. (b) On a material breach by City. Such termination shall be effective ten days after the date of such notice (unless a greater period is specified in the notice) unless City cures the breach within such period. A material breach includes, without limitation: (1) City's ceasing to possess the authority to sanction, organize, administer, conduct, or promote the Facility. (2) Any representation or warranty by City contained in this Agreement that is false or misleading in any material respect. (3) City's default in the performance or observance of any material term of this Agreement. The cure period shall not apply to any breach that by its nature is not capable of cure. (c) Immediately if: (1) No public events are conducted at the Facility for three months. (2) The Facility permanently closes or remains closed for three months. (3) City has: (A) proceedings in bankruptcy, reorganization, receivership, or dissolution initiated by or against it; (B) makes an assignment for the benefit of its creditors; (C) admits in writing that it is unable to pay its debts generally as they become due; or (D) winds up or liquidates its business. (4) City, its agents, or others associated with the Facility, become involved in or have at any time been involved in scandalous, criminal, notorious, or disreputable activity that is likely to damage, detract from, or reflect unfavorably on U.S. Cellular's public image, good will, or business reputation. 8.2 By CitX. City may terminate this Agreement if U.S. Cellular fails to pay the Sponsorship Fee. Such termination shall be effective fifteen business days after the date of such notice (unless a greater period is specified in the notice) unless U.S. Cellular cures the breach within such period. 8.3 Consequence of Termination. On any termination of this Agreement, City shall: (a) Take all action necessary to protect any property in City's possession in which U.S. Cellular has an interest, including any property bearing U.S. Cellular Trademarks. (b) Take all reasonable steps to protect U.S. Cellular Trademarks, including immediately ceasing use of them. (c) At U.S. Cellular's request, take all action necessary to announce and publicize the discontinuation of U.S. Cellular's sponsorship of the Facility. Section 9. Representations and Warranties 9.1 By U.S. Cellular. U.S. Cellular represents and warrants that: (a) It owns and has adopted and used U.S. Cellular Trademarks. 5 (b) It has full power and authority to enter into this Agreement, grant the rights granted hereunder, and perform its obligations as set forth herein and the person signing this Agreement on its behalf has the authority to do so. 9.2 By City. City represents and warrants that: (a) It has and will continue to have the authority to own and operate the Facility. (b) It owns and has adopted and used, or has and will continue to have the right to license, Facility Trademarks. (c) It has full power and authority to enter into this Agreement, grant the rights granted hereunder, and perform its obligations as set forth herein and the person signing this Agreement on its behalf has the authority to do so. Section 10. Indemnification 10.1 By U.S. Cellular. U.S. Cellular shall defend, indemnify, and hold harmless City and City's officers, directors, employees, successors, and assigns from any claims, damages, liabilities, losses, government procedures, costs, and expenses, including reasonable attorneys' fees and costs of suit, , arising out of any claims by third parties relating to negligent or intentional acts or omissions of U.S. Cellular or its employees, agents, or representatives in the exercise of its rights hereunder, including any events or activities conducted by U.S. Cellular, except to the extent caused by the negligence or willful misconduct of the City. 10.2 By City. City shall defend, indemnify, and hold harmless U.S. Cellular and U.S. Cellular's officers, directors, employees, successors, and assigns from any claims, damages, liabilities, losses, government procedures, costs, and expenses, including reasonable attorneys' fees and costs of suit, arising out of claims by third parties relating to: (a) Any negligent or intentional acts or omissions of City or its employees, agents, or representatives in the exercise of its rights hereunder, except to the extent caused by the negligence or willful misconduct of the U.S. Cellular. secrets. (b) Any infringement of intellectual property rights or misappropriation of trade (c) Any violation of privacy and publicity rights or advertising injury or liability. (d) Any injury, including death, to the person or property of another or other damage occurring in connection with the Facility, unless caused by the negligence of U.S. Cellular. (e) All loss, damage, or expense whatsoever resulting from the execution or the performance of this Agreement that constitutes a breach of any obligation of City to a third party. 10.3 The party seeking to be indemnified ("Indemnified Party") shall give prompt notice to the other ("Indemnifying Party") of any such claim, suit, or demand. Indemnifying Party shall thereupon be entitled to defend or settle the same through counsel of its own choosing and shall promptly notify Indemnified Party of its intention in this regard. However, Indemnifying Party may not settle any claims of infringement, misappropriation, violation of privacy or publicity rights or advertising injury or liability for other than money damages without the consent of the Indemnified Party, which shall not be 0 unreasonably withheld. Indemnified Party shall cooperate with the Indemnifying Party in the defense. Indemnified Party may conduct the defense itself, at Indemnifying Party's expense, if Indemnifying Party has not notified Indemnified Party of its election in this regard within 30 days following notice by Indemnified Party of such matters. Section 11. Insurance 11.1 During the term of this Agreement and for one year thereafter, City shall obtain and maintain at its own expense: (a) Commercial General Liability Insurance in the amount of $2,000,000 per Occurrence (which may be provided in any combination of primary and umbrella liability coverage), including coverage for bodily injury and property damage, premises and operations, products, completed operations, contractual liability, independent contractors, and personal/ advertising injury liability. (b) Workers Compensation and Employer's Liability as required by law and with the limitations of the Kansas Tort Claims Act (c) In the event that beer, wine, or other alcoholic liquors or beverages are sold or given away at or from the Facility (it being understood and agreed, however, that this section is not intended to authorize the use of the Facility for such purposes), provide employer's liability, host liquor liability, liquor liability and so-called "dram shop" liability coverage with a combined single limit of at least $500,000 or for such higher limits as may be provided for under the laws of the State in which the Facility is located. 11.2 The foregoing liability insurance shall be primary with respect to liability assumed by City hereunder, and shall include a waiver of subrogation in favor of U.S. Cellular and name U.S. Cellular, its subsidiaries, divisions, affiliates and/or related entities and their officers, directors, partners, employees and representatives, including their respective successors and assigns as additional insureds. Such insurance shall be with insurers and in a form reasonably acceptable to U.S. Cellular and shall require the insurer to give U.S. Cellular at least 30 days' prior notice of any modification or cancellation of coverage. City shall provide U.S. Cellular with such evidence of coverage in the form of a certificate of insurance within 30 days of execution of this Agreement. Section 12. General 12.1 Relationship. Nothing in this Agreement shall be deemed to create a joint venture, partnership, agency, employment, or other relationship between the parties: 12.2 Survival. The following provisions shall survive the termination or expiration of this Agreement: Section 7.2, Section 10, and Section 11. 12.3 Entire Agreement. This Agreement is the parties' entire agreement with respect to its subject matter and supersedes any other agreements, written or oral relating to that subject matter. This Agreement may not be amended, modified, waived, or adjusted except in a writing signed by the parties. 12.4 Assignment. City may not assign or delegate any of its rights or obligations under this Agreement without U.S. Cellular's prior written consent. Any assignment or delegation made without such consent shall be void and of no effect. 12.5 Notice. All communications and notices hereunder shall be in writing addressed to a party at the address set forth on the face of this Agreement or at such other address as may be given in writing by either party. 12.6 No Implied Waivers. A party's waiver of its rights under this Agreement on one occasion shall not waive those rights on another occasion. 12.7 Remedies. The rights and remedies of this Agreement are intended to be cumulative and the exercise of one shall not waive the exercise of another. 12.8 Severability. If any provision of this Agreement is deemed to be invalid: (a) the remainder of this Agreement shall not be deemed invalid, and (b) this Agreement shall be deemed amended by modifying such provision to the extent necessary to make it valid while preserving its intent or, if such a modification is not possible, substituting another valid provision so as to materially effectuate the parties' intent. 12.9 Use of Agreement in Electronic Format. The parties agree that U.S. Cellular may: (a) convert this Agreement to electronic form, (b) retain it solely in such form, and (c) in the event of any dispute, provide it in such form or a copy from such form. The parties further agree that the Agreement in such form (or a copy) shall not be denied legal effect, validity, or enforceability due to its form and shall meet any requirement to provide an original. 12.10 Governing Law. This Agreement shall be deemed to have been executed in the State of Illinois, without regard to its conflicts of law rules. IN WITNESS WHEREOF, the parties have executed this Agreement by their respective authorized representatives as of the date first set forth above. United City of Salina, Kansas By: V / By: . i Ia D. Ferbe , Vice jfdeA arketing Ja n A. Gage, City Manager Date:_ 17/0-) Date: 1 O% U.S. CELLULAR FACILITY SPONSORSHIP AGREEMENT Exhibit A Facility The Facility shall consist of the following minimum elements: Section 1. Description The Facility currently consists of and Arena, a Hall, and Meeting Rooms. 1.1 Arena. The Arena may function as an auditorium, theater, sports facility, or exhibition hall with over 21,000 square feet of floor space (104'x 203'), a 48 foot ceiling (maximum to steel), and seating for up to 7,500 guests. All seating is comfortable and offers an unobstructed view. Adequate ADA seating is easily accessible by means of two interior lifts from the Arena floor. Outside the Arena floor, along its perimeter concourses, are two large concession areas, four large restrooms, team -style and plush dressing rooms, and a 14'x 178" overhead -door entrance. Seating in the Arena is as follows: (a) Permanent Seating Capacity - 5,225 (b) Side Riser Seating Capacity - 840 (c) End Riser Seating Capacity - 468 (d) Temporary Floor Seating Capacity - 1,050 (e) Total Seating Capacity - 7,583 1.2 Heritage Hall The Hall may function as a theater, exhibition space, banquet facility, or meeting rooms. The specifications of the Hall are: (a) 18,360 sq. ft. (120'x153') (b) Temporary Seating Capacity - 2,000 (c) Banquet Capacity - 1,000 (d) Overhead door - 14'x18' (e) Ceiling height - 20' (f) Moveable walls capable of halving or quartering the room so that each quarter or half has its own sound and light system. (g) 208/120 volt supply (h) Underfloor ducts (i) High speed wireless Internet available (j) Hi -fidelity sound system (k) Water available 1.3 Meeting Rooms The Facility has nine meeting rooms. The specifications of the meeting rooms include: (a) Six of the rooms, designed for groups of 50 or fewer, measure 19'6" x 27'. These six can be reconfigured into a single room with a capacity of 150 people. Two other rooms measure 20'x 44' and accommodate up to 100 people each. (b) First Level: VIP room for small parties (about 30 people). (c) Second Level: Eight rooms available, elevator access available. (d) There is a separate sound and air conditioning system for each meeting room Section 2. Site 800 The Midway, Salina, Kansas. Section 3. Payment Schedule Subject to City providing an invoice as set forth in Section 5 of this Agreement, U.S. Cellular shall pay City the Sponsorship Fee by February 1, 2007. Exhibit A, page 2 U.S. CELLULAR FACILITY SPONSORSHIP AGREEMENT Exhibit B Promotional Benefits Section 1. Benefits Provided By City City shall provide the following services, benefits, and privileges to U.S. Cellular, at no additional cost to U.S. Cellular (except as set forth below): 1.1 Exclusivity. (a) City grants to U.S. Cellular its sponsorship rights and benefits on an exclusive basis in the wireless telecommunications category consisting of: (1) wireless telecommunications services and (2) wireless telephone equipment. (b) City shall not authorize any manufacturer, seller, distributor, or dealer of any wireless telecommunications services or equipment, or any affiliate of the foregoing that operates under the same or substantially similar trade name: (1) To be a sponsor of the Facility or any portion of the Facility. (2) To advertise or promote itself or its products or services: (A) in any permanent or temporary signs at the Facility; (B) in connection with any advertising that City controls; (C) in connection with U.S. Cellular's sponsorship rights and benefit; or (D) in connection with any marketing or promotional activities at the Facility. (c) U.S. Cellular acknowledges and agrees that the City may temporarily rent or license portions of the Facility to third parties for activities and events that may involve the entities described in Section 1.1(b) above as sponsors of such activities and events or as advertisers. Section 1.1(b)(1) shall not prohibit such sponsorship designation and Section 1.1(b)(2) shall not prohibit such advertising provided that they are: (1) temporary, (2) related to the specific third party activity or event, and (3) not authorized by City, but instead pursuant to arrangements between such entities and the third party lessee or licensee. 1.2 Approval Rights. U.S. Cellular may review and approve in advance all Advertising and Promotional Materials and Promotional Merchandise that contain U.S. Cellular Trademarks and (a) Any Facility Trademarks developed by City and not identified on Exhibit C. (b) City's selection of co-sponsors. 1.3 Sponsorship Identification. City designates U.S. Cellular as an "Anchor Level" sponsor of the Facility. U.S. Cellular acknowledges that the City may designate one additional entity as an Anchor Level sponsor, for a total of two Anchor Level sponsors, the identity of which shall be subject to U.S. Cellular's prior approval, which shall not be unreasonably withheld. U.S. Cellular approves The Coca-Cola Company as an Anchor Level sponsor. Further, U.S. Cellular acknowledges that City may grant "Founding Partner" sponsorships to up to three other entities, which entities shall be subject to U.S. Cellular's prior approval, which shall not be unreasonably withheld. (a) City acknowledges that the rights of Anchor Level sponsors shall be superior to and have precedence over all other sponsorships related to the Facility: (1) City shall ensure that the rights and benefits of Anchor Level sponsors shall be equivalent and that Anchor Level sponsors shall have: (A) a comparable number of signs and (B) equivalent aggregate square footage taking into account all signs, (C) parity in choosing locations for signs, or (D) parity in choosing the dates of events. (2) City shall ensure that, compared to Anchor Level sponsors, no other single sponsor or brand has or related sponsors or brands have: (A) a greater number of signs, (B) larger signs, (C) a greater aggregate square footage taking into account all signs, (D) priority in choosing locations for signs, or (E) priority in choosing the dates of events. (3) Wherever feasible, references to U.S. Cellular shall appear in the primary position and (A) if the other Anchor Level Sponsor is referenced, in the same size font used for the other Anchor Level Sponsor, or (B) if other Facility sponsors are referenced, in the largest size font used. (4) If additional sponsorship opportunity related to the Facility becomes available, City shall offer the opportunity to U.S. Cellular prior to offering it to any other party. (b) Advertising and Promotional Materials. City shall include a reference to U.S. Cellular's sponsorship in all Advertising and Promotional Materials that reference any other Facility sponsors. (c) On -Site Signs. City shall provide the following signs identifying U.S. Cellular's sponsorship: (1) Lobby. One approximately 2'x 6' static application above each set of lobby doors for a total of two applications. (2) Lobby. One approximately 1' x 2' static application above the ticket window. (3) Lobby. One approximately 1' x' 2' static application above, at U.S. Cellular's option, the north or south LCD screen. (4) Arena. One approximately 2'x 18' ad panel above, at U.S. Cellular's option, the main north or south scoreboard display. (5) Arena. One approximately 2'6" x 10' ad panel above the auxiliary scoreboard. (6) Arena. One approximately 2'6" x 8' ad panel on scorers table. (7) Arena. Two approximately 2'6" x 10' portal entrance ad panels. (8) Concourse. One approximately 2' x 10' static application above east and west concession stands Exhibit B, Page 2 (9) Meeting Rooms. Removable sign on each meeting room lectern. (10) Outdoor Marquee Display. Approximately 1,000 :04 digital messages per day to be displayed on the outdoor message marquee. U.S. Cellular shall provide the artwork, and in the case of the meeting rooms signs, the signs. City may not place any U.S. Cellular signs in proximity to the advertising of any manufacturer, seller, distributor, or dealer of telecommunications services or telephone equipment. Except where indicated, City shall produce and maintain the signs. (d) Web Site. City shall include on Facility's web site: (1) a reference to U.S. Cellular's sponsorship, (2) the U.S. Cellular logo, and (3) a link to U.S. Cellular's web site. U.S. Cellular shall provide the U.S. Cellular logo and link. (e) LCD Video Content. City shall provide the following LCD video opportunities to U.S. Cellular: (1) Minimum of forty-four :15 third screen logo applications on south LCD lobby display per hour for a total of eleven minutes per hour during all events at the Facility. (2) Minimum of forty-four :15 third screen logo applications on north LCD lobby display per hour for a total of eleven minutes per hour during all events at the Facility. (f) Sportstar Video Content. City shall provide the following video board usage to U.S. Cellular in connection with each event at the Facility: (1) Minimum of two :30 pre -game messages on Sportstar message display per event (2) Minimum of two :30 half-time messages on Sportstar message display per event (3) Minimum of two :30 post -game messages on Sportstar message display per event (4) Minimum of twelve :15 full screen digital logo applications per event in addition to above programming (g) Public Address System Acknowledgement. City shall cause acknowledgements of U.S. Cellular's sponsorship to be made over the public address system at the Facility at all events that take place in the Arena, except for professional sporting events, such as Kansas Cagerz home games, where City has entered into an agreement with the owner or operator of the team that permits the team to control the public address system during games at the Arena (collectively, "Sporting Events"). (1) One pre -game. (2) One in -game. (3) One half-time. Exhibit B, Page 3 (4) One post -game. 1.4 Premium Item Distribution. City shall provide U.S. Cellular with the opportunity to distribute premium items at all events at the Facility, except for Sporting Events, as defined above. 1.5 Hospita!U. City shall make available to U.S. Cellular two meeting room rentals per year at a rate reflecting a reasonable reduction from the rates charged to others, subject to time and space availability and subject to changes in Facilities rental rates. 1.6 Tickets. City shall make available, for use and distribution by U.S. Cellular, four tickets to all events at the Facility for which complimentary tickets are provided. Section 2. U.S. Cellular's Promotional Rights: U.S. Cellular shall have the following promotional rights, provided that any materials, products, or services required with respect to U.S. Cellular's exercise of these rights shall be at U.S. Cellular's expense, U.S. Cellular may: 2.1 Refer to its sponsorship in Advertising and Promotional Materials, including on the U.S. Cellular web site. 2.2 Include on its web site a link to the Facility's web site; City shall provide the City logo and link. 2.3 Photograph or film the.Facility. Further, U.S. Cellular may use any of the photographs or film without territorial, time, use, or other limitation, subject only to the rights of third parties. 2.4 Conduct national or regional advertising and dealer promotion programs in connection with U.S. Cellular's sponsorship. Exhibit B, Page 4 U.S. CELLULAR FACILITY SPONSORSHIP AGREEMENT Exhibit C Trademarks Section 1. U.S. Cellular Trademarks 1.1 The word mark: U.S. CELLULAR 1.2 The U.S. Cellular logo: US. Cellular Nothing in this Agreement shall be deemed to give City any right to use or claim any rights in the U.S. Cellular Trademarks, except as explicitly provided for in this Agreement. Section 2. Facility Trademarks 2.1 The word mark: THE SALINA BICENTENNIAL CENTER 2.2 The Salina Bicentennial Center logo.