Columbus, Georgia

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AMENDED AND RESTATED AGREEMENT



This AMENDED AND RESTATED AGREEMENT is made this day of

, 2002, effective October 1, 2001, by and between

the City of Columbus, Georgia ("Licensor"), and DVA Sports, L.L.C., a Georgia

limited liability company ("Licensee").



RECITALS



A. The parties hereto entered into a Lease Agreement for Professional Hockey,

dated June 16, 1999, the provisions of which are incorporated by reference

herein and made a part hereof, and which Agreement the parties hereto wish to

amend and restate in all respects, all in accordance herewith and pursuant

hereto.



B. Licensor is the owner of the Columbus Civic Center (the "Civic Center"),

which contains an arena that is suitable for playing hockey games, in Columbus,

Georgia.



C. Licensee operates a professional hockey team known as the Columbus

Cottonmouths (the "Team"), which Team is presently sanctioned as a team by the

East Coast Hockey League, Inc., its successors or assigns in interest or as

franchisee of Team (the ?League?). In addition, Licensee promotes and produces

ECHL Columbus Cottonmouth League Pre-season Games, Regular Season Games,

Playoff Games and NHL or other Professional Hockey Exhibition Games such as the

ECHL All-Star Game or key related entertainment event ("Hockey Events").



D. Licensor wishes to grant to Licensee certain rights to use the Civic Center,

and Licensee wishes to use the Civic Center, all in accordance with and

pursuant to the terms and conditions set forth herein.



NOW, THEREFORE, the parties hereto do agree as follows, to-wit:



SECTION 1.



DEFINITIONS



As used in this Agreement, the following terms shall have the following

meanings:



"Applicable Taxes" means with respect to any revenues, all Applicable Taxes,

assessments or fees required by law to be collected in connection with such

revenues, excluding any income taxes.



"Arena" means that part of the Columbus Civic Center that contains a seating

bowl, a floor area appropriate for staging League Games and Hockey Events, a

hockey playing floor, equipment suitable for playing Hockey Games and related

facilities. The Arena seats approximately 7,500 persons for Hockey Games.



"Concessions" has the meaning set forth in Section 8.1.





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"Exclusive Areas" means the following with respect to the Arena. Exclusive

Areas is defined as assigned areas mutually agreeable to the Licensor and

Licensee and accessible during the hockey season only. Licensor reserves the

right to assign this ?exclusive area? for other event usage during the hockey

season with exception of Licensee office space and equipment room off the

loading dock.



(a) scoreboard system, scoreboard control room, public address system,

telescreen and other electronic and computer systems (including all necessary

conduits, receptacles and ductwork necessary for the operation thereof);



(b) media room;



(c) merchandise areas;



(d) home hockey team players' lounge;



(e) visiting hockey team locker room and training room, and



(f) referees' locker room



"Advertising" means all signage/advertising located or to be located inside

the Arena and the Exclusive and Non-Exclusive Areas visible during all events

at the Arena.



"League" has the meaning set forth in the Recitals.



"League Game Date" means a date on which a League Game is scheduled to be

played.



"League Game" or ?Hockey Game? means a game (including pre-season, regular

season and post- season) played by the Team at the Arena.



"League Standards" means the rules, regulations, standards and guidelines

governing the facility and equipment requirements of the League and its teams,

and as such League Standards as may be amended from time to time hereafter. A

copy of the League Standards, and any subsequent revisions to the League

Standards, shall be attached to this contract as an addendum.



"Licensee Areas" means the following:



(a) existing office space consisting of a minimum of 2,000 square feet, all as

presently located in Civic Center;



(b) equipment rooms and storage space in the Civic Center suitable for the

storage of Team and hockey equipment and supplies during hockey season;



(c) home hockey team locker room and training room and coaches' and trainers'

offices for the Team in the Civic Center during hockey season;



(d) fifty (50) parking spaces to be made available during normal business hours

adjacent to Licensee?s office at Civic Center and located in the west side

parking lot of Civic Center, and





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(e) During the time period for each Game Date stipulated in 3.1(a) hereof,

Licensee shall also have the sole and exclusive use of the entire west side

parking lot of Civic Center, which shall be cordoned off in similar fashion as

such area is presently being blocked off for Hockey Games.



"Licensor Services" has the meaning set forth in Section 5.



"Merchandise Areas" means all areas in the Arena where merchandise may be sold.



"Non-Exclusive Areas" means the following with respect to League Game and

Hockey Event days in the Arena:



(a) outdoor plaza, entryways, stairs, elevators, escalators, concourses,

lobbies, exits, sidewalks and passageways;



(b) parking areas adjacent to the Arena, except, only, as is otherwise

stipulated for exclusivity purposes in (d) of ?Licensee Areas? hereof; and



(c) lounges, dining areas, banquet rooms, meeting rooms, dressing rooms and

hospitality areas, except during Hockey Games and Hockey Events as defined

herein, during which games and events such areas shall be held for exclusive

use by Licensee only;



"Hockey Event" has the meaning set forth in Section C of the Recitals.



"Hockey Event Day" means a day on which an Hockey Event is conducted at the

Arena. It does not include rehearsal, move-in or move-out days, or set-up days.



"Team" means the Columbus Cottonmouths, a professional hockey team and operated

by Licensee which plays all of its home games in the Arena. ?Team has the

meaning as set forth in Section C of the Recitals.



"Term" has the meaning set forth in Section 2.



SECTION 2.



TERM



(a) The initial term of this Agreement shall commence on October 1, 2001 and

end at midnight on September 30, 2005, unless extended or sooner terminated,

all as provided in this Agreement. Upon the approval of the Columbus City

Council, Licensee shall have the right to extend the initial term of this

Agreement for an additional five year extended term, upon the same terms and

conditions as set forth herein. Licensee shall notify Licensor of its desire

to extend the initial term by delivering to Licensor a written notice of such

desire no later than 120 days prior to the expiration of the initial term (the

"Notice"). Licensor shall notify Licensee of its decision to approve or

disapprove such extension as soon as practicable after receiving the Notice,

but in no event later than 30 days following receipt of such Notice. The

initial term and any extended term, as they may be terminated as provided in

this Agreement, are collectively referred to as the "Term."





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(b) Licensee and Licensor shall have the right, with or without cause, to

terminate this Agreement upon the giving of one hundred and eighty (180) days

prior written notice to the other party, without any further obligation to the

other party hereunder, of whatsoever kind and nature.



SECTION 3.



USE OF ARENA BY LICENSEE AND LICENSOR



3.1 Licensee's Use.



(a) Arena and Exclusive and Non-Exclusive Area Use for League Games and

Practices.



(i) On each League Game Date, from four hours prior to the commencement of

the League Game until one hour after the completion of the League Game, subject

to Section 3.7 hereof, Licensee and its personnel, guests and invitees

(including holders of tickets of admission to the Arena, holders of press and

media credentials and visiting team personnel) shall have the exclusive

possession and use of the Arena and the Exclusive Areas and non-exclusive use

of the Non-Exclusive Areas for the purpose of playing the League Game, and the

exhibition thereof, live and by radio, television or any other medium. During

all periods for which a Team practice or an Other League Event has been

scheduled in the Arena in accordance with Section 4, Licensee and its

personnel, guests and invitees shall have the exclusive possession and use of

those components of the Arena and the Exclusive Areas and the non-exclusive use

of those components of the Non-Exclusive Areas that are necessary for the

conduct of such practice or event.



(ii) Licensor shall also provide Licensee with three hours of daily practice

time, subject to availability, from 9:00 a.m. until 12:00 p.m including

seasonal and playoff practices, and those terms stipulated in Section 4.2

hereof.



(iii) Licensor agrees to make the Arena and Exclusive Areas available to

Licensee at least four hours prior to any ice Hockey Games.



(b) Arena and Exclusive and Non-Exclusive Area Use for Hockey Events and

Rehearsals. On each Hockey Event Day from 6:00 a.m. on such Hockey Event Day

until one (1) hour after the completion of the Hockey Event (allowing Licensee

a sufficient period of time to pack and move stage equipment relating to the

Hockey Event) but in no event later than 6:00 a.m. on the day following such

Hockey Event Day, subject to Section 3.6 below, Licensee, and its licensees

and/or contractees and their respective personnel, guests and invitees

(including holders of tickets of admission to the Arena, holders of press and

media credentials and performers and their personnel) shall have the exclusive

possession and use of the Arena and the Exclusive Areas and non-exclusive use

of the Non-Exclusive Areas for the purpose of presenting the Hockey Event, and

the exhibition thereof, live and by radio, television or any other medium with

the exception of ice surface, with which Licensor reserves the right to take

immediately following the completion of the Hockey Event for the purposes of

floor changes. During all periods for which a rehearsal has been scheduled in

the Arena in accordance with Section 4, Licensee, and its licensees and/or

contractees, as well as any performers and their respective personnel shall

have the exclusive possession and use of those components of the



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Arena and the Exclusive Arenas and the non-exclusive use of those components of

the Non-Exclusive Areas that are necessary for the conduct of such rehearsal.



(c) Licensee Areas.



(i) At all times during the Term but subject to Section 3.6 below, Licensee

shall have the exclusive use and possession of the Licensee Areas, together

with nonexclusive rights of ingress and egress on, over and through the Civic

Center complex to the Licensee Areas. Licensee shall pay for telephone service

and furnishings in the office space included in the Licensee Areas. At

mutually convenient times during the Term and to the extent available, Licensor

shall provide Licensee with use of such other space (e.g., VIP lounge, media

room and meeting space) in the Civic Center as requested by Licensee.



(ii) Licensee has been using administrative (office) space, locker room

space training room space, public relations and other space under existing

agreement with Licensor. Nothing in this agreement or not in this agreement

shall be deemed to diminish Licensee?s rights to this space. In particular

Licensee will, at no additional rent, be entitled to the free and unrestricted

use of the office space that they now occupy seven days a week, twenty-four

hours a day, fifty two weeks out of the year at no additional rent. Licensee

will also be entitled to the use of the locker rooms and other training

facilities at all reasonable times in the same manner as they now enjoy use of

these facilities.



(d) Payments. Licensee shall not be required to make any payment for rent of

the Arena except as provided in this Agreement, but only on a games played

basis. Licensee agrees to pay for additional costs, including but not limiting,

food & beverage and security if they use Arena for special event. Payment for

rent will be exempt for mutually agreeable charitable events.



3.2 Manner of Licensee's Use. At all times during the Term, Licensee shall use

the Arena in accordance with all applicable laws, ordinances and regulations.



3.3 Proceeds from Licensee Activities. Licensee's right to use of the Arena

and the Exclusive and Non-Exclusive Areas and Licensee Areas shall include the

right to any and all proceeds from the conduct of any of the activities

permitted to be conducted by Licensee, except, only, to the extent Licensor is

entitled to any such proceeds pursuant to this Agreement.



3.4 Grant of License. This Agreement is intended and shall be construed as a

grant of a license by Licensor to Licensee and shall not operate to vest in

Licensee any ownership interest in the Arena or the property of Licensor,

whether real or personal, tangible or intangible.



3.5 Surrender. At the time this Agreement terminates, whether by expiration of

the Term or by early termination, Licensee shall, within a period of time

mutually agreed upon Licensor and Licensee, vacate the Arena and remove its

property from the Arena.



3.6 Licensor Use.



(a) Licensor reserves the right to use the Arena and all other portions of the

Civic Center for itself and for the use of others so long as such use does not

interfere or conflict with other provisions of this Agreement or the rights of

use and occupancy granted to Licensee hereunder. Licensee?s use of





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Arena and Civic Center in accordance herewith and pursuant hereto shall be

paramount and superior in the event of any such conflict with a Hockey Event.



(b) Licensee's exclusive use and possession of the Exclusive Areas and Licensee

Areas as provided in Section 3.1 above shall be subject to the common use and

occupancy thereof by employees, agents and contractors of Licensor for the

purpose of enabling Licensor to perform Licensor Services and its other

obligations as owner, operator and manager of the Arena.



(c) Licensor and its agents and representatives, upon prior notice to Licensee

(or without prior notice in the event of an emergency threatening health or

safety) shall have the right to enter into and upon any and all parts of the

Civic Center, including the Arena and the Licensee Areas, for any legitimate

reason related to the obligations of the parties to this Agreement or for any

legitimate reason related to fulfilling Licensor's obligation as owner,

operator and manager of the Civic Center.



3.7 Capital Improvements. Licensor shall make, at its own cost, all capital

improvements necessary, to maintain the Arena in condition as mutually

acceptable to Licensee and Licensor for the conduct of Hockey Events and League

Games (including, but not limited to, providing a suitable iced playing surface

for League Games pursuant to League Standards), and necessary for Licensor to

comply with its obligations under this Agreement. Licensor can undertake any

capital improvements deemed appropriate by Licensor without Licensee's consent,

provided that any such improvement would not conflict with the rights of use

and occupancy granted to Licensee hereunder and provided, further that Licensor

shall use its best efforts to minimize the interference with Licensee's use of

the Arena Licensor shall cause all Exclusive and Non-Exclusive Areas and

Licensee Areas to comply with applicable League Standards as the same may be

waived or modified by agreement of Licensee and Licensor.





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SECTION 4.



SCHEDULING



4.1 Other Contracts. Licensor shall have the right to renew, extend or enter

into any similar agreements with any other contractees for use of the Civic

Center and/or Arena, provided that any such similar agreements: (i) shall not

conflict with the provisions hereof, and (ii) do not give the contracting party

greater rights with respect to scheduling between October 1st and May 31 than

are provided to Licensee hereunder.



4.2 Procedure.



(a) Licensor shall give Licensee priority for available booking dates by

January 1st for the upcoming regular season. The Licensor agrees to provide

sixty-five (65) dates between October 1st and March 31st, thirty-five (35) of

which must be premium weekend dates (Fridays or Saturdays), and which dates

will be provided and reserved by Licensor for exclusive use of Licensee

hereunder up to the official release of the League schedule. All other dates

are subject to availability based on previous annual family shows and community

events (i.e. Disney On Ice, PBR, GHSA, etc.) All dates not required by the

official schedule will be released back to the Licensor. At least five (5)

weekend dates (Fridays or Saturdays) will be released back to Licensor within

seventy-two (72) hours following the release of the League Schedule. All ice

related events of Licensee must be held between October 1st and May 31 (or the

last game of the team?s regular or play off season) of each year unless ice is

already in place prior to October 1st or available after May 31 of each year.



(b) In the event Licensee is in any playoff or championship games, then

Licensor shall provide booking dates between April 1 and June 1 for such events

in the most reasonable and mutually agreeable manner as will not conflict with

any outstanding contractual commitments already made by Licensor, and Licensor

will make every effort not to contractually commit any conflicting events

during such period so as to enable Licensee to use the Civic Center and Arena

in the event the Team is in playoff or championship games.



(c) In the interest of a cooperative effort, and recognizing the Licensor?s

mandate to provide a variety of entertainment opportunities to the community,

the Licensee and Licensor agree to work together to ensure reasonable and

prudent resolution to scheduling challenges.



4.3 Practices.



(a) Licensor shall make the Arena available for game day practice to both the

Team and its opponent by 9:00 a.m. and throughout the day of each League

Game. In addition, between October 1st and June 1st , Licensor shall make

the Arena available for a minimum of three (3) hours daily practice between 9

a.m. and 12 p.m., which practice shall be in addition to the practice

stipulated and provided for in Section 3.1(a)(ii) hereof. Further, Licensor

shall make the Arena available for Licensee?s training camp between October

1st through October 15th of each year hereunder and between the hours of

8:00 a.m. and 8:00 p.m. Licensor will commit no less than ten consecutive days

for their annual camp within the aforementioned fifteen (15) day period.

Licensee reserves the right to assign the ten (10) consecutive days of camp

usage. All other camp days and times outside the aforementioned ten (10) camps

days assigned by Licensee are subject to availability.





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(b) All of the aforestipulated reserved and exclusive practice times shall, for

all purposes hereof, be termed ?Reserved Practice Times?. Licensee or the Team

shall be entitled to schedule practices on games days. All other days are

subject to availability, not exclusively set apart for Licensee in accordance

herewith and pursuant hereto as Reserved Practice Times, upon reasonable notice

to Licensor, subject to the availability of the Arena for such purposes, and

provided that if the Team wants to practice at the Arena at non-Reserved

Practice Times. Licensor shall use commercially reasonable efforts (but shall

not be required to make any payment to any other party) to provide the Team

with such additional dates and times for practice sessions on non-game days and

non-Reserved Practice Times.



4.4 Other League Events. Licensee shall be entitled to schedule

hockey-related events other than League Games ("Other League Events") at the

Arena upon notice to Licensor, subject to the availability of the Arena for

such purposes. Licensor shall use commercially reasonable efforts (but shall

not be required to make any payment to any other party) to provide Licensee

with use of the Arena for such Other League Events. Any Other League Event

shall be deemed a League Game for all purposes of this Agreement, and shall

include all-star games and any hockey related activity but shall not include

remunerative commercial figure skating or other entertainment skating events.



4.5 Rehearsals. Licensor shall make the Arena available for rehearsals

during the day of each Hockey Event. Licensee or its licensees or contractees

or their respective personnel or employees shall be entitled to schedule

rehearsals on other days upon notice to Licensor, subject to the availability

of the Arena for such purposes. Licensor shall use commercially reasonable

efforts to provide Licensee with such additional dates and times for rehearsals

on non-event days.



4.6 Other Events. Licensor shall have the right to schedule other non-hockey

related sporting events, concerts, circuses, ice shows and other events in the

Arena, provided that: (i) no such event shall relieve Licensor of any of its

obligations under this Agreement; (ii) no event shall conflict with a League

Game Date or Hockey Event Day, or a practice or rehearsal scheduled in

accordance with this Section 4, and (iii) Licensee shall be in sole charge and

control of any and all hockey related events, of whatsoever kind and nature,

held at the Civic Center, with Licensor having no right, in any form or manner,

whatsoever, to schedule, contract for, or allow a hockey related sporting event

to be held at the Civic Center, other than under the sole auspices, charge and

control of Licensee.



SECTION 5.



LICENSOR SERVICES



5.1 Licensor Services. During the Term, Licensor, at its sole cost and expense

(except as otherwise expressly provided), shall provide the following to

Licensee ("Licensor Services"):



(a) Heating, ventilation and air-conditioning which will cause the Arena to be

maintained at temperatures and a level of air quality customary for comparable

facilities, except if emergency conditions exist which make it impossible to

provide such heating, ventilation and air-conditioning;



(b) Utilities, including electricity, gas, hot and cold water, lighting,

telephone and intercommunications equipment, elevators and escalators,

customary for comparable facilities (it being





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understood that Licensee shall be responsible for the costs of obtaining

telephone and intercommunications services for its own use at the Arena);



(c) Lighting equipment and apparatus adequate for color telecasts, without

additional or supplemental lighting equipment or apparatus, in accordance with

applicable League Standards as the same may be waived or modified by agreement

of Licensor and Licensee;



(d) Maintenance and repair of the Arena and all of its components in compliance

with all applicable governmental laws, ordinances and regulations and in clean

and good condition, subject to ordinary wear and tear and damage by fire or

other casualty;



(e) Protection and security of the Arena and all its facilities consistent with

Licensor's current practices;



(f) Grounds maintenance, including, but not limited to keeping sidewalks,

parking areas and other areas immediately surrounding the Arena in compliance

with all applicable governmental laws, ordinances and regulations and

reasonably free of debris, dirt, litter and trash;



(g) Operation of box office facilities (as more fully set forth in Section 6)

during all business hours and on each Hockey Event Day and League Game Date

during published box office hours of Monday through Friday 10 a.m. to 6 p.m.;

Saturday on Event Days Only at 10 a.m.; and Sunday on Event Days Only at 1 p.m.

Box Office will be open through the second period of each League Game Date or

the end of intermission of each Hockey Event Date;



(h) Set-up of ice surface and staging areas for League Games, practices, Hockey

Events and rehearsals, in accordance with League Standards and the standards of

the Team; and



(i) Day-of-event services for each League Game ("League Game Day Services") and

each Hockey Event and rehearsal ("Hockey Event Day Services"), as follows:



(i) Operation of all Arena parking areas and Concessions;



(ii) Retention, management and supervision of day-of-event personnel necessary

for preparing the Arena for, operating the Arena during and cleaning up the

Arena after, a League Game or Hockey Event, including, but not limited to,

security and crowd control personnel, medical and emergency personnel, ushers,

ticket sellers, ticket takers, telephone receptionists, electricians,

maintenance and janitorial personnel and other necessary labor, but excluding

game officials, referees, timekeepers or stagehands;



(iii) Conversion of the playing surface or staging area for use for League

Games or Hockey Events, deployment of equipment for League Games and cleanup

following League Games or Hockey Events;



(iv) Food service in Licensee food service areas to Licensee's personnel and

guests and in the press areas to the press, all of such food service to be

provided by Licensor upon the request of Licensee and at Licensee's sole cost

and expense.





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(v) Provision and maintenance of all hockey equipment required by League

Standards for the presentation of League Games, all in clean and good working

condition and otherwise in compliance with League Standards;



(vi) Licensor shall pay related security costs, Emergency Medical Services Unit

for spectators, pay all ticket personnel, ushers and doormen. Licensee agrees

to pay for all Hockey Game officials including referees, scorers, and

timekeepers;



(vii) Licensee agrees to pay all stagehand and skilled laborers (to include

sound, special effect and lighting technical, etc.) employed for special events

or by special request of Licensee;



(viii) Licensee agrees to provide a team physician and medical staff for all

hockey related events at its own expense;



(ix) The Licensor agrees to pay for the installation of ice ads, logos and

lines. The Licensor reserves the right to determine the most suitable and cost

effective materials for ice ads, logos, and lines;



(x) The Licensor agrees to pay for the installation and maintenance of hockey

goals, nets, ice maintenance machine driver and personnel to move and restore

the nets during games;



(xi) The Licensor shall provide a suitable ice surface for games and practice

sessions as provided by this Agreement. If damage occurs to the ice surface

beyond Licensor?s control, making it unplayable, Licensor assumes no

responsibility for providing an alternate playing site, and



(xii) Licensor shall provide a suitable ice resurfacing vehicle and driver for

all Licensee?s Hockey Games and Hockey Events.



5.2 Levels of Service. Licensor shall retain, manage and supervise, and be

responsible for, all personnel needed to perform the Licensor Services.

Standards of quality and minimum levels of all Licensor Services, including

staffing, shall be subject to the approval of Licensor and Licensee, but in no

event shall such standards be less than the standards for all other events at

the Arena with similar anticipated attendance levels.



5.3 Rent and Expenses.



(a) Except, only, as is otherwise specifically provided for herein, Licensee?s

sole monetary duty and obligation hereunder, of whatsoever kind and nature,

shall be to pay Licensor a total sum of $4,750.00 for each League Game played

and Hockey Event held at the Civic Center, but only, if and when played or

performed at the Civic Center.



(b) Rent is due at settlement the following business day for each game.

Settlement shall occur on the first business day following a League Game or

Hockey Event held at the Civic Center. Transfer of funds from Licensor or

Licensee shall occur on the same business day as settlement providing

settlement is prior to 12:00 p.m. noon and said business day is not a bank or

City government recognized holiday.





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(c) The Licensee will have the full and unrestricted use of the Civic Center,

all as provided herein, free of any further charges whatsoever on ?Hockey

Events? as defined above in Section C of the Recitals.



(d) The Licensor agrees to waive rent for the season opening exhibition game

when said rent is used fully for the charitable donation to the United Way.

Licensee agrees to acknowledge Licensor?s participation in all publicity for

such donation.



(e) Licensor shall not charge any parking fees for any Hockey Events.



SECTION 6.



TICKETS, SUITES, ETC.



6.1 Tickets.



(a) Licensee shall have the exclusive right to sell and control all tickets for

League Games and Hockey Events, as well as establish the face value of such

tickets, in its sole judgment and absolute discretion, and to receive all

revenues derived therefrom. Licensee shall have the exclusive right to

determine the seating manifest for all League Games and Hockey Events.



(b) Licensee shall provide Licensor with complimentary reserved tickets of up

to thirty (30) per each League Game and up to thirty (30) per Hockey Event.

Tickets provided to Licensor pursuant to the foregoing may be distributed at

the discretion of Licensor, but may not be sold.



6.2 Box Office; Ticket Printing.



(a) Licensor shall operate and control all box office facilities and ticket

personnel at the Arena and will use such facilities for (among other things)

the sale of tickets for League Games and Hockey Events. All collections made by

Licensor from sales of tickets for League Games and Hockey Events shall be

remitted to Licensee, net of credit card fees, no later than the third working

day following such League Game or Hockey Event. Such collections shall be

remitted together with an itemized statement from Licensor indicating the

number of tickets sold, the prices of such tickets, credit card fees, and other

data reasonably requested and mutually agreed upon by Licensor and Licensee.

All tickets shall be sold at, and Licensee shall be entitled to, 100% of the

face value of same as determined by Licensee, except for credit card fees.



(b) Licensor shall be responsible for printing all tickets to League Games and

Hockey Events, other than season tickets to League Games. Season Tickets are

to be printed on paper stock other than Licensor's standard ticket stock, with

the Licensee to timely provide Licensor all information required for printing

such latter tickets. In addition, Licensee shall reimburse Licensor for all

direct costs mutually agreed upon by and between Licensor and Licensee that

have been incurred by Licensor in providing Season Tickets, only. Licensor, at

its sole cost and expense, shall be responsible for the printing of all other

tickets to League Games, whether regular, playoff, championship, exhibition, or

otherwise, and for any and all Hockey Events coming under the terms of this

Agreement. Licensor, however, reserves the right, without payment to Licensee,

to advertise or sell





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advertising on any such latter tickets, which is non-competitive by nature to

Licensee.. Licensor shall also provide to Licensee, at its sole cost and

expense, a ticketing machine, printer and ticket stock.



(c) The Licensor retains exclusive rights to contract with a qualified ticket

service or software provider for the purpose of providing ticketing to events

at the Civic Center, subject, however, to the provisions hereof.



6.3 Pricing. As aforestated, Licensee shall have absolute discretion in

determining the ticket prices for all tickets sold for League Games and Hockey

Events.



6.4 Hospitality Suites.



(a) Licensee shall have the exclusive right to license all hospitality/luxury

suites for League Games and Hockey Events (on such terms as Licensee shall

determine, in its sole judgment and absolute discretion), at no additional cost

or charge, of whatsoever kind and nature, to Licensee and with all rental

revenue derived therefrom, whatsoever, to be solely and absolutely due and

payable to Licensee.



(b) Licensor represents and warrants to Licensee that it has the right to

authorize Licensee to sell licenses for hospitality/luxury suites in the Arena

for League Games and Hockey Events, and that is has not granted the right to

sell licenses for such hospitality/luxury suites to any other event(s).



(c) Licensee and its designees shall have the exclusive right to the possession

of any unsold hospitality/luxury suites for any purpose for all League Games

and Hockey Events, at no charge.



(d) Licensee shall receive twenty-five percent (25%) of all catering revenues

net of taxes received by Licensor for hospitality events booked by the

Licensee during League Games and Hockey Events. Licensor represents and

warrants that all rent for hospitality/luxury suites licensed by Licensee

during League Games and Hockey Events is waived by Licensor.



SECTION 7.



ADVERTISING



7.1 (a) The Licensee shall have the sole and exclusive right to sell any and

all permanent advertising space inside the Arena Bowl of the Civic Center only,

to include all ice, dasher, back-lit signage, and 100 level walls. Licensee

shall be solely and exclusively entitled to any and all revenues arising from

the sale of such advertisements, of whatsoever kind and nature. Licensor agrees

to provide Licensee the sole and exclusive right to sell advertising on

Licensor?s Zamboni. Licensee shall be solely and exclusively entitled to any

and all revenues arising from the sales of such advertisements, of whatsoever

kind and nature if sold by October 1st. Licensor reserves the right to sell

any unsold Zamboni advertising if inventory is unsold after October 1st,

subject to Licensee approval. In the event that Licensor sells Zamboni

advertising, Licensor agrees to remit fifty percent (50%) of such gross

advertising revenues arising therefrom to Licensee.



(b) Permanent/backlit signs, the advertisements in regard to which come under

the provisions of Section 7.1(a) hereof, shall be displayed at all times in the

Bowl, except where the physical nature of





Page 13



such latter advertisements conflicts with a non-Hockey Event, as a result of

which conflict such latter sole and exclusive Licensee sold advertisements

cannot be seen because of the physical/layout requirements of a non-Hockey

Event. In such event, such latter advertisements shall be removed, at

Licensor?s sole cost and expense, for the limited time necessary to allow the

non-Hockey Event to take place, and then replaced by Licensor, at its sole cost

and expense, immediately after such event, in the same space and manner as

previously displayed. Nothing herein contained shall permit Licensor or its

other licensees to deliberately cover, block, remove, obscure, or interfere, in

any way, whatsoever, with the display of any such permanent/backlit signs,

except where absolutely required because of the physical/layout requirements of

a non-Hockey Event. If such permanent/backlit advertisements can be viewed in

the normal course, and do not conflict with the physical/layout requirements of

a non-Hockey Event, then they may not be deliberately covered, blocked,

removed, obscured, or interfered with, in any way, whatsoever.



7.2 Except, only, as is otherwise specifically provided for herein, Licensor

reserves the right to sell all other advertising outside the arena bowl and the

exterior of the Civic Center, being entitled to 100% of all revenue from sales

of such latter advertisement, of whatsoever kind and nature.



7.3 The Licensee will control the message board during all Hockey Games except

for a total of six (6) minutes per game (two (2) minutes per period), which

shall be provided to the Licensor for advertising and marketing purposes. This

advertising may not be used to promote any sporting events that may be in

competition to the Licensee.



7.4 Licensee agrees that special promotional or laudatory banners, signs and

devices may be utilized during Hockey Games or Hockey Events for single-event

promotions or permanently emplaced at the Civic Center and in the Arena, all of

which banners, signs and devices shall be emplaced at no charge or expense to

Licensee. Licensor and Licensee shall consult with one another to determine

the appropriate location and method for hanging such promotional and laudatory

banners, signs and devices. The Licensee agrees to consult with Licensor to

determine the appropriate location and method for hanging such promotional and

laudatory banners, signs and devices. In addition, Licensor and Licensee shall

consult with one another to determine the appropriate location and method for

hanging any other promotional and laudatory banners, signs or devices with

respect to any other licensees of Licensor or with respect to any other events

at the Civic Center Under no circumstances may such latter promotional or

laudatory banners, signs and devices block the view of any sole and exclusive

Licensee sold advertisements, nor promote any sporting events in competition

with Licensee.



7.5 The Licensor reserves the exclusive right to any and all advertising

revenue generated from tickets, ticketing envelopes, Civic Center Internet

pages, turnstiles, marquee, scoreboards, and with respect to areas outside the

Arena and Civic Center.



7.6 Licensee reserves and shall own exclusive rights to all matters arising

from or in regard to Hockey Games and Hockey Events performed at the Civic

Center, all of which games and events and any matters arising therefrom or in

regard thereto may not be used, in any way, whatsoever, without the express

written permission of the Licensee, to include, but not be limited to,

broadcast and re-broadcast rights to said games and events.





Page 14





SECTION 8.

OTHER REVENUES



8.1 Food & Beverage and Merchandise Sales.



(a) Concession and Catering Revenues. Licensor shall have sole rights to

seventy-five percent (75%) of any and all concession and catering revenues

generated from any and all Hockey Events. Licensor will remit to Licensee for

each such Hockey Event twenty-five percent (25%) of any and all concession and

catering revenues received by the Licensor from its contracted

concessionaire(s) and caterers, but only with respect to the concession and

catering revenues generated from any such Hockey Events, which latter sums

shall be due and payable by Licensor to Licensee within three (3) days after

settlement by Licensor with its concessionaires and caterers.



(b) Merchandise. Licensee shall have sole rights to one hundred percent of all

hockey merchandise sold. Licensor has final approval of display and sale areas.



(c) Third Party Agreements. The Licensee agrees to adhere to any third party

agreements which may be in conflict with this agreement such as pouring rights

or distribution of food and beverages.



SECTION 9.



MEDIA RIGHTS



9.1 Media Rights.



(a) Licensee shall have the exclusive control of, and rights with respect to,

the display or delivery of all League Games (or portions thereof) by any means

whatsoever, including, without limitation, by telecast, radio broadcast,

photograph or over the internet. Licensee shall retain all revenues from the

sale or license of such rights, of whatsoever kind and nature.



(b) Licensee shall have the exclusive control of, and rights with respect to,

the display or delivery of all Hockey Events (or portions thereof) by any means

whatsoever, including, without limitation, by telecast, radio broadcast or over

the internet. Licensee shall retain all revenues from the sale or license of

such rights, of whatsoever kind and nature.



9.2 Broadcast Access. Licensor, at its sole cost and expense, shall maintain

or cause to be maintained facilities such that all League Games and Hockey

Events are capable of being broadcast and distributed by telecast, radio

broadcast and over the internet. Licensor shall not assess Licensee or its

licensees or contractees any television, radio or internet hookup charge.



9.3 No Rights Granted. Nothing in this Agreement shall be deemed to grant

Licensor any rights to use or exploit, in any way, whatsoever, the intellectual

property rights or other property interests, of whatsoever kind and nature, of

Team and/or of Licensee pertaining to the League or its teams, or to Hockey

Games or Hockey Events.





Page 15





SECTION 10.



LICENSEE'S INSURANCE COVERAGE



(a) Licensee shall, at its sole cost and expense, maintain during the Term:

(i) commercial general liability insurance with contractual liability

endorsements for the mutual benefit of Licensee and Licensor, against all

claims for personal injury, death or property damage in or about the Arena

resulting from Licensee's use of the Arena, in the amount of $1,000,000

combined single limit and bodily injury and property damage with umbrella or

excess policy or policies totaling $10,000,000 in excess of $1,000,000, and

(ii) workers compensation insurance in the amount required by applicable law.



(b) There will be no charge to Licensor for such coverage and a certificate of

insurance evidencing such coverage shall be furnished to Licensor within thirty

(30) days after execution of this Agreement.



(c) All such insurance shall be effected by valid and enforceable policies

issued by insurers of responsibility approved to do business in the state in

which the Arena is located, such responsibility and the insuring agreements to

meet with the reasonable approval of Licensor. An insurer with a current A.M.

Best rating of at least A (excellent) with a financial size category of at

least VIII shall be deemed to be acceptable. The insurance obligations stated

in this Section 11 are independent of, and shall not be affected by the scope

or validity of, any other indemnity or insurance provisions in other Sections

of this Agreement.



(d) At the request of Licensor, Licensee shall promptly furnish loss

information concerning all liability claims brought against Licensee (or any

other insured under Licensee's required policies), that may affect the amount

of liability insurance available for the benefit and protection of Licensor

under this Agreement. Such loss information shall include such specifics and

be in such form as Licensor may reasonably require.



SECTION 11.



INDEMNIFICATION



(a) Licensee shall indemnify, defend and hold harmless Licensor and its

officers, agents and employees (collectively, the ?Licensor Indemnities?) from

and against any and all damages, claims, losses, demands, costs, expenses

(including attorneys? fees and costs), obligations, liabilities, actions and

causes of action which any one or more of them may suffer or incur arising

directly or indirectly from (I) any breach or any warranties or agreements, or

(II) Licensee?s or its agent?s or employees? negligent or willful conduct or

failure to act, occurring in or about the arena, the exclusive and

non-exclusive areas and the Licensee areas.



(b) Licensee further agrees that in the case of any such claim, demand, action

or proceeding against any one or more of the Licensor indemnities, Licensee

shall defend the Licensor indemnities at Licensee?s expense by counsel

reasonably satisfactory to the Licensor indemnities. In the event Licensee

does not provide a defense against any and all such claims, demands,

liabilities, actions or causes of action, then Licensee shall, in addition to

the above, pay Licensor the attorney?s fees, legal





Page 16



expenses and costs incurred by the Licensor indemnities in providing such

defense and Licensee agrees to cooperate with Licensor in such defense and

Licensee agrees to cooperate with Licensor in such defense, including, but not

limited to, the providing of affidavits and testimony upon request of the

Licensor indemnities.



SECTION 12.



LICENSEE'S DEFAULT; LICENSOR'S RIGHTS AND REMEDIES



12.1 Licensee's Default. The occurrence of any one or more of the following

events shall constitute a default and breach of this Agreement by Licensee:



(a) If Licensee fails to make any payment required to be made by it to Licensor

under this Agreement and such failure continues for 30 calendar days after

written notice from Licensor that such payment is due and payable;



(b) If Licensee fails to promptly and fully perform any other covenant,

condition or agreement contained in this Agreement and such failure continues

for 30 calendar days after written notice thereof from Licensor to Licensee

(unless such failure is of a nature which cannot reasonably be cured within

such 30 day period, so long as Licensee has promptly, and in any event within

such 30 day period, commenced to cure such failure and thereafter diligently

prosecutes such cure to completion); or



(c) If Licensee makes a general assignment for the benefit of creditors, or

provides for an arrangement, composition, extension or adjustment with its

creditors, files a voluntary petition for relief or if a petition against

Licensee in a proceeding under the federal bankruptcy laws or other insolvency

laws is filed and not withdrawn or dismissed within 45 calendar days

thereafter, or if under the provisions of any law providing for reorganization

or winding up of corporations, any court of competent jurisdiction assumes

jurisdiction, custody or control of Licensee or any substantial part of its

property and such jurisdiction, custody or control remains in full force

unrelinquished, unstayed or unterminated for a period of 45 calendar days.



12.2 Licensor's Rights and Remedies. In the event of Licensee's default

hereunder, then in addition to any other rights or remedies Licensor may have

under any law, subject to the notice and cure provisions of Section 12.1,

Licensor shall have the right, at Licensor's option to do the following:



(a) Upon thirty (30) calendar days notice (which notice period is in addition

to and cumulative with any notice and cure periods set forth in Section 12.1),

terminate this Agreement and Licensee's right to possess or use all part of the

Arena occupied and used by Licensee and reenter the same and take possession

thereof, and Licensee shall have no further claim to occupy or use the Arena

under this Agreement;



(b) Continue this Agreement in effect, reenter and occupy any or all parts of

the Arena for the account of Licensee, and collect any unpaid payments or other

charges which have or thereafter become due and payable; or



Page 17



(c) Reenter any and all parts of the Arena under the provision of Section

12.2(b) and thereafter elect, upon thirty (30) calendar days notice (which

notice period is in addition to and

cumulative with any notice and cure periods set forth in Section 12.1), to

terminate this Agreement and Licensee's right to possession of any and all

parts of the Arena occupied by Licensee hereunder.



SECTION 13.



LICENSOR'S DEFAULT; LICENSEE'S RIGHTS AND REMEDIES



13.1 Licensor's Default. The occurrence of any one or more of the following

events shall constitute a default and breach of this Agreement by Licensor:



(a) If Licensor fails to make any payment required to be made by it to Licensee

under this Agreement and such failure continues for thirty (30) calendar days

after written notice from Licensee that such payment is due and payable;



(b) If Licensor fails to promptly and fully perform any other covenant,

condition or agreement contained in this Agreement and such failure continues

for thirty (30) calendar days after written notice thereof from Licensee to

Licensor (unless such failure is of a nature which cannot reasonably be cured

within such thirty (30) day period, so long as Licensor has promptly, and in

any event within such thirty (30) day period, commenced to cure such failure

and thereafter diligently prosecutes such cure to completion); or



(c) If Licensor makes a general assignment for the benefit of creditors, or

provides for an arrangement, composition, extension or adjustment with its

creditors, files a voluntary petition for relief or if a petition against

Licensor in a proceeding under the federal bankruptcy laws or other insolvency

laws is filed and not withdrawn or dismissed within forty-five (45) calendar

days thereafter, or if under the provisions of any federal or state law

providing for reorganization or winding up of any commercial entity or

government body, any court of competent jurisdiction assumes jurisdiction,

custody or control of Licensor or any substantial part of its property and such

jurisdiction, custody or control remains in full force unrelinquished, unstayed

or unterminated for a period of forty-five (45) calendar days.



13.2 Licensee's Rights and Remedies.



(a) In the event of Licensor's default hereunder, then in additional to any

other rights or remedies Licensee may have under any law, subject to the

notice, cure provisions of Section 13.1, Licensee shall have the right to

terminate this Agreement upon thirty (30) calendar days notice to Licensor

(which notice period is in addition to and cumulative with any notice and cure

periods set forth in Section 13.1).



(b) In addition to and not in limitation of any of Licensee's other rights and

remedies, if Licensor, its agents or other parties with whom Licensor has

contracted are not performing any services required to be performed by Licensor

hereunder and the failure to perform such services is materially interfering

with the proper presentation of League Games or Hockey Events, then without

waiving any default by Licensor, Licensee, upon written notice to Licensor,

may, but shall not be obligated to, take any actions reasonably necessary to

restore the performance of such services to a





Page 18



level consistent with the proper presentation of League Games and Hockey

Events, and Licensor shall promptly reimburse Licensee for any costs incurred

by Licensee in taking any such actions.



(c) The termination or expiration of this Agreement shall not relieve Licensor

of its obligation to pay or remit to Licensee any amounts due to Licensee

through the date of termination or expiration.



SECTION 14.



OTHER REMEDIES AND RELATED ISSUES



14.1 Offset. In addition to and not in limitation of any other rights and

remedies, any party hereto may offset amounts held for any other party

hereunder in satisfaction of any obligation or liability of such other party to

the offsetting party under this Agreement or otherwise.



14.2 Waivers. The waiver by either party hereto of any breach of any term,

covenant or condition of this Agreement shall not be deemed a waiver of such

term, covenant or condition or of any subsequent breach of the same or any

other term, covenant or condition. Acceptance of payments by either party

hereto subsequent to any breach hereof shall not be deemed a waiver of any

preceding breach other than the failure to pay the particular payments so

accepted, regardless of such party's knowledge of any breach at the time of

such acceptance of payments. Neither party shall be deemed to have waived any

term, covenant or condition unless such party gives the other party written

notice of such waiver.



14.3 Additional Remedies and Related Issues. Reference in this Agreement to

any particular remedy shall not preclude either party from any other remedy at

law or in equity The failure of any party to seek redress for violation of, or

to insist upon strict performance of, any covenant or condition of this

Agreement shall not prevent a subsequent act which would have originally

constituted a violation from having all the force and effect of an original

violation. No provision of this Agreement shall be deemed to have been waived

by any party unless specific waiver thereof by such party shall be in writing.



SECTION 15.



DESTRUCTION OR DAMAGE



15.1 Destruction or Damage Reparable Within Six Months. If the Arena is

damaged by fire, earthquake, act of God, the elements or other casualty,

Licensor shall, subject to the provisions of this Section 15, repair the

damage, if such repairs can, in Licensor's reasonable opinion, be completed

within six months after the damage; provided, however, that if Licensor's

insurance proceeds are insufficient to pay for, and Licensor does not otherwise

pay for, restoration of the Arena to a level necessary for the presentation of

League Games and Hockey Events, Licensee shall have the option to terminate

this Agreement. If Licensor reasonably determines that repairs can be

completed within six months after the damage, this Agreement shall remain in

full force and effect, except that Licensee's performance obligations hereunder

shall be abated for any period that Licensee is prevented from using the

Arena.





Page 19



15.2 Destruction or Damage Not Reparable Within Six Months. If Licensor

advises Licensee that, in Licensor's reasonable opinion, such repairs to the

Arena cannot be completed within six months after the damage, Licensee shall

have the option to: (a) terminate this Agreement, or (b) if Licensor agrees to

repair such damage, to continue this Agreement in full force and effect,

provided, however, that during such period: (i) Licensee's performance

hereunder shall be abated as provided in Section 15.1.



15.3 Repairs. If the Arena or ice surface is to be repaired under this Section

15, Licensor shall repair at its cost any such injury or damage to the Arena or

ice surface. If damage occurs to the ice surface beyond Licensor?s control,

making it unplayable, Licensor assumes no responsibility for providing an

alternate playing site.



15.4 Express Agreement. This Agreement shall be considered an express

agreement governing any case of damage to or destruction of the Arena by fire

or other casualty, and any present or future law which purports to govern the

rights of Licensor and Licensee in such circumstances in the absence of express

agreement, shall have no application.



SECTION 16.



REPRESENTATIONS AND WARRANTIES



16.1 Representations and Warranties by Licensor. Licensor represents and

warrants to Licensee that:



(a) The City of Columbus, Georgia is a Consolidated City-County Government duly

organized and validly existing under the law of Georgia. Licensor has the full

power and authority to enter into and perform this Agreement in accordance with

its terms.



(b) The execution, delivery and performance of this Agreement by Licensor have

been duly authorized by all necessary action of Licensor and this Agreement

constitutes the valid and binding obligation of Licensor enforceable against it

in accordance with its terms, except as may be limited by bankruptcy,

insolvency or other similar laws affecting the enforcement of creditors' rights

in general and subject to general principles of equity (regardless of whether

such enforceability is considered in a proceeding in equity or at law).



(c) The execution, delivery, and performance of this Agreement by Licensor will

not: (i) conflict with its governing documents and will not conflict with or

result in the breach or termination of, or constitute a default under, any

lease, agreement, commitment or other instrument, or any order, judgment or

decree, to which Licensor is a party or by which Licensor or the Arena is

bound, or (ii) constitute a violation of any law or regulation applicable to

Licensor or the Arena. No consent, approval or authorization of, or

designation, declaration or filing with, any governmental authority is required

on the part of Licensor in connection with the execution, delivery and

performance of this Agreement.



(d) There is no claim, litigation, proceeding or governmental investigation

pending or, to the best of Licensor's knowledge, threatened, or any order,

injunction or decree outstanding, that could have a material adverse effect on

the Arena, Licensor or Licensor's ability to perform this Agreement.





Page 20



(e) Licensor is the sole owner of the Arena, free and clear of any liens,

claims, charges or encumbrances.



16.2 Representations and Warranties by Licensee. Licensee represents and

warrants to Licensor that:



(a) Licensee is a limited liability company duly organized and validly existing

under the law of the State of Georgia and has the full power and authority to

enter into and perform this Agreement in accordance with its terms.



(b) The execution, delivery and performance of this Agreement by Licensee have

been duly authorized by all necessary action of Licensee and this Agreement

constitutes the valid and binding obligation of Licensee enforceable against it

in accordance with its terms, except as may be limited by bankruptcy insolvency

or other similar laws affecting the enforcement of creditors' rights in general

and subject to general principles of equity (regardless of whether such

enforceability is considered in a proceeding in equity or at law).



(c) The execution, delivery and performance of this Agreement by Licensee will

not: (i) conflict with its governing documents and will not conflict with or

result in the breach or termination of, or constitute a default under, any

lease, agreement, commitment or other instrument, or any order, judgment or

decree, to which Licensee is a party or by which Licensee is bound, or (ii)

constitute a violation by Licensee of any law or regulation applicable to

Licensee. No consent, approval or authorization of, or designation, declaration

or filing with. any governmental authority is required on the part of Licensee

in connection with the execution, delivery and performance of this Agreement



(d) There is no claim, litigation, proceeding or governmental investigation

pending or, to the best of Licensee's knowledge, threatened, or any order,

injunction or decree outstanding, that could have a material adverse effect on

Licensee or its ability to perform this Agreement.



16.3 Survival of Representations and Warranties. The representations and

warranties, covenants and agreements of the parties contained in this Agreement

shall survive the execution and delivery of this Agreement.



SECTION 17.



MISCELLANEOUS



17.1 Force Majeure. Subject to the provisions of Section 17, should any fire

or other casualty, act of God, earthquake, flood, epidemic, landslide, enemy

act, war, riot, civil commotion, general unavailability of certain materials,

strike, slowdown, boycott or labor dispute or other similar event beyond the

reasonable control of either party (any of the foregoing hereinafter referred

to as "Force Majeure") prevent performance of this Agreement in accordance with

it provisions, performance of this Agreement by either party shall be suspended

or excused to the extent commensurate with such interfering occurrence. Force

Majeure shall not excuse the payment of any sum of money owing hereunder prior

to the occurrence of such Force Majeure.







Page 21



17.2 Amendment; Waiver. No alteration, amendment or modification hereof shall

be valid, unless executed by an instrument in writing by the parties hereto

with the same formality as this Agreement. The failure of Licensee or Licensor

to insist in any one or more instances upon the strict performance of any of

the covenants, agreements, terms, provisions or conditions of this Agreement or

to exercise any election herein contained shall not be construed as a waiver or

relinquishment for the future of such covenant, agreement, term, provision,

condition, election or option, but the same shall continue and remain in full

force and effect. No waiver by Licensee or Licensor of any covenant, agreement,

term, provision or condition of this Agreement shall be deemed to have been

made unless expressed in writing and signed by the party making the waiver.



17.3 Consents. No consent or approval by Licensor or Licensee, permitted or

required under the terms of this Agreement shall be of any validity whatsoever

unless the same shall be in writing, signed by the party by or on whose behalf

such consent is executed.



17.4 Entire Agreement. This Agreement contains the entire agreement between

the parties hereto, and there are no promises, agreements, conditions,

undertakings or warranties or representations, oral or written, express or

implied, between them other than as herein set forth or as specifically

referred to herein. This Agreement is intended to be an integration of all

prior or contemporaneous promises or agreements, conditions or undertakings

between the parties hereto.



17.5 Notices. All notices, demands, consents, approvals, statements, requests

and invoices to be given under this Agreement shall be in writing, and shall be

deemed effective upon receipt if hand delivered, or sent by telecopy or

overnight courier service; and if sent by the United States mail, postage

prepaid, certified mail, return receipt requested, upon delivery or the date of

refusal, addressed as follows:



For Licensee: DVA Sports, L.L.C.

260 Brookstone Centre Parkway

Columbus, Georgia 31904

Attention: Salvador Diaz-Verson, Jr.

Telecopier: (706)660-1215



With a copy to: Robert I. Behar

4 Bradley Park Court, #120

Columbus, Georgia 31904

Telecopier: (706) 576-5717



For Licensor: City of Columbus, Georgia

P.O. Box 1340

Columbus, Georgia 31902

Attention: City Manager

Telecopier: (706)653-4032



Either party may from time to time by written notice given to the other

pursuant to the terms of this Section 17.5 change the address to which notices

shall be sent.





Page 22



17.6 Successor Bound. The covenants, terms, provisions and conditions of this

Agreement shal1 be binding upon and inure to the benefit of Licensor and

Licensee and their respective successors and. to the extent permitted herein,

assigns.



17.7 Captions and Headings. The captions and headings throughout this

Agreement are for convenience and reference only and the words contained

therein shall in no way be held or deemed to define, limit, describe, explain,

modify, amplify or add to the interpretation, construction or meaning of any

provisions of this Agreement or the scope or intent thereof, nor in any way

affect this Agreement.



17.8 Pronouns. Wherever appropriate herein, the singular includes the plural

and the plural includes the singular; and the masculine, feminine and neuter

adjectives and pronouns include one another.



17.9 Execution of Counterparts. This Agreement may be executed in several

counterparts, each of which shall be an original and all of which shall

constitute one and the same instrument.



17.10 Confidentiality. All information furnished to a party by the other

pursuant to the provisions hereof shall, to the extent permitted by law, be

held in strict confidence.



17.11 Assignment. Either party may assign this Agreement or its rights or

obligations hereunder, but only with the prior written consent of the other

party hereto, which consent shall, however, not be unreasonably withheld.



17.12 Severability. If any Article, Section, Subsection, term or provision of

this Agreement or the application thereof to any party or circumstance shall,

to any extent, be invalid or unenforceable (the "void provision"), the

remainder of the Article, Section, Subsection, term or provision of this

Agreement or the application of same to parties or circumstances other than

those to which it is held invalid or unenforceable shall not be affected

thereby and each remaining article, section, subsection, term or provision of

this Agreement shall be valid and enforceable to the fullest extent permitted

by law except that if as a result of the void provision either party is

deprived of an important element of such party's rights, revenues or

obligations under this Agreement, then: (i) the parties shall negotiate in good

faith: (A) to provide for a substitute provision, the form and substance of

which shall be legally valid and intended to accomplish the same result as the

void provision, or (B) to otherwise amend this Agreement to compensate the

party adversely affected by the void provision, or (ii) if the parties can not

agree on such a substitute provision or other amendment to this Agreement

within thirty (30) days after such void provision was found to be void, then

the party adversely affected by the void provision shall have the right to

terminate this Agreement upon thirty (30) days prior notice to the other party.



17.13 Cross References. Any reference in this Agreement to a Section,

Subsection, Article or Exhibit is a reference to a Section, Subsection, Article

or Exhibit, as appropriate, of this Agreement, unless otherwise expressly

indicated.



17.14 Further Assurances. Licensor and Licensee shall execute, acknowledge and

deliver, without additional consideration, such further assurances, instruments

and documents, and shall take such further actions, as Licensor or Licensee

shall reasonably request of the other in order to fulfill the intent of this

Agreement and the transactions contemplated hereby.





Page 23



17.15 Expenses. Each party shall bear its own expenses (including the fees and

disbursements of its attorneys and accountants) incurred in connection with the

negotiation and preparation of this Agreement.



17.16 Relationship. The parties are not a partner, joint venturer or principal

and agent with or of each other, and nothing in this Agreement shall be

construed so as to create any of those relationships or to impose any liability

as such on either of them, or to grant any party the right to bind the other

without the other's prior written consent, except as expressly set forth in

this Agreement.



17.17 Amendment and Restatement. The within Agreement constitutes an amendment

and restatement of that prior Lease Agreement for Professional Hockey, dated

June 16, 1999 by and between Licensor and Columbus Professional Hockey Club,

Inc., which Lease Agreement for Professional Hockey was assigned by Columbus

Professional Hockey Club, Inc. to Licensee by and with the consent of

Licensor. Such prior Lease Agreement for Professional Hockey remains in full

force and effect, as previously constituted, except, only, as amended and

restated hereby, which amendment and restatement shall be effective October 1,

2001, but shall be retroactive to June 16, 1999 for the purposes of contractual

precedence and seniority, of whatsoever kind and nature.



IN WITNESS WHEREOF, the parties have entered into this Agreement as of

the day and year first above written.





LICENSOR:



CITY OF COLUMBUS, GEORGIA



By:__________________________________

Name: Carmen J. Cavezza

Title: City Manager



(SEAL OF CITY)



LICENSEE:



DVA SPORTS, L.L.C.



By: _________________________________

Name:

Title:



(COMPANY SEAL)