Purchase Agreement

This 2026 Pistons Playoff Suite License Agreement (Basketball Only) is made by and between the licensee named below (“Licensee”), Detroit Pistons Basketball Company, LLC (“DPBC”), through authorization from Olympia Entertainment Events Center, LLC, a Delaware limited liability company (“Olympia”) that operates the Little Caesars Arena at 2645 Woodward Avenue in Detroit, Michigan (“LCA”), and Olympia (DPBC and Olympia together, with respect to rights, interests, and obligations as they may relate to Olympia’s management and operation of the LCA, to be referred to as “Licensor”). Licensee’s use of the Suite identified below for Team Games is subject to the terms and conditions set forth below and in the attached Terms and Conditions. Unless otherwise defined herein, all capitalized terms used below are defined in the Terms and Conditions.

*If Licensee is anything other than a sole individual, Licensee shall appoint an individual as the person with the responsibility and authority to make decisions and exercise options on behalf of Licensee.

License Term: Term shall commence on the date of first Pistons post-season season home game for the 2026 NBA Playoffs at LCA and continue for so long as the Pistons remain in the 2025-2026 NBA Playoffs. Upon conclusion of the Pistons’ 2025-2026 season, this Agreement shall automatically terminate.

Suite Plan: All Post-Season Pistons Home Games at LCA during 2026 NBA Playoffs.

License Fee Payment Schedule: Pay each round in advance, as Pistons progress in 2026 NBA Playoffs, as invoiced by the Pistons.

LITTLE CAESARS ARENA PISTONS PLAYOFF SUITE LICENSE (BASKETBALL ONLY)

TERMS AND CONDITIONS

These Terms and Conditions (“Terms”) are fully incorporated into and made a part of the Pistons Playoff Suite License Agreement (Basketball Only) (“Suite License Agreement”) by and between Licensee (defined in the accompanying Suite License Agreement), DPBC, through authorization from Olympia, and Olympia (together, “Licensor”). The Suite License Agreement, these Terms, and any other exhibits to the Suite License Agreement or to these Terms may be collectively referred to in these Terms and in the Suite License Agreement as the “Agreement”. To the extent that any provision of these Terms conflicts with any provision of the Suite License Agreement or any other exhibits to the Suite License Agreement, the applicable provision of the Suite License Agreement or other exhibit shall control.

1. License.

1. Subject to the Suite License Agreement, DPBC grants to Licensee, and Licensee accepts from DPBC, a limited license to use during the Term the specific Suite in LCA as specified in the Suite License Agreement (the “Suite”) for those certain Team Games (as defined in Section 4(a)) included in Licensee’s Pistons Playoff Suite License Plan set forth in the Suite License Agreement.

2. Term.

1. The term of Licensee’s license to use the Suite and to enjoy the other benefits to be provided hereunder (the “Term”) will begin on the date of the first Team Game (as defined in Section 4(a)) included in Licensee’s Playoff Suite License Plan (“License Start Date”) and will continue for the duration that the Pistons remain in the 2026 NBA Playoffs as specified in the Suite License Agreement, subject to early termination as provided herein. The Term shall automatically terminate upon conclusion of the Pistons’ participation in the 2026 NBA Playoffs.
2. Upon the Term’s expiration or earlier termination: (i) Licensee shall deliver to DPBC all unexpired tickets and parking passes. Moreover, if Licensor terminates the Suite License Agreement under Section 8, (A) Licensee’s right to use and occupancy of the Suite and all other rights or benefits of Licensee under the Suite License Agreement shall end, and (B) DPBC may revoke any Suite Admission Tickets, as applicable, and/or parking passes distributed to Licensee prior to such termination.

3. License Fee; Other Charges.

1. In consideration for the Suite license, the right to receive Suite Admission Tickets (as applicable), parking passes, and the other benefits granted to Licensee hereunder (other than those for which an additional charge is expressly contemplated), Licensee will pay to DPBC, without setoff, deduction or counterclaim, the aggregate amount of the License Fee set forth in the Suite License Agreement (as such amount may be adjusted pursuant to Section 3 and/or Section 4 below) (the “License Fee”). DPBC will provide one or more invoice(s) to Licensee for the License Fee, according to the License Fee Payment Schedule specified in the Suite License Agreement. Each invoice shall be due and payable to DPBC no later than thirty (30) days after the invoice date. Licensee further will pay to DPBC, or to such other person as may be applicable, promptly upon presentation of invoices to Licensee or as the parties otherwise agree, as applicable: (i) the fees for any additional tickets and parking passes not included in the License Fee under Section 4(a), (ii) any fees, costs, and other charges incurred that are not included in the License Fee and will be charged separately hereunder (e.g., bills for food, beverages and services as provided in Section 5(e)); and (iii) any sales, privilege, rental, use, property or other taxes that may be assessed by a governmental agency as a consequence of this Suite License Agreement.

4. Obligations of Licensor. DPBC or Licensor, as applicable agrees as follows:

1. As part of the consideration for the full and timely payment of the License Fee, Licensee shall receive, for each Team Game included in Licensee’s Pistons Playoff Suite License Plan following the date of this Agreement, at no additional cost, the number of Suite Admission Tickets set forth in the Suite License Agreement for admission to the Suite, and the number of parking passes for the parking location set forth in the Suite License Agreement (“Parking Location”). Each parking pass entitles the holder of such pass to park, at the vehicle owner’s risk, a single non-commercial passenger vehicle in the Parking Location for applicable Team Games for which Licensee receives tickets hereunder and for which Licensor, in its sole discretion, provides parking passes to Licensee. The pass shall not constitute a bailment. Licensor shall not be deemed to have custody of the vehicle parked or the contents thereof. DPBC’s provision of the Suite Admission Tickets shall be subject to applicable governmental rules, regulations, and orders (including fire and occupancy codes), laws, statutes, ordinances and the like (each a “Law” and collectively, “Laws”).“Team Games” shall mean all applicable Detroit Pistons (“Pistons”) home playoff games that are held at the LCA during the Term and that are included in Licensee’s Pistons Playoffs Suite License Plan. For clarity, all Pistons pre-season and regular season games, any Pistons playoff games not included in the Pistons Playoff Suite License Plan (if any), National Basketball Association (“NBA”) Draft, NBA All-Star and other NBA special events are not considered “Team Games”. Any events that are not Team Games are “Excluded Events”. Licensee acknowledges and agrees that others may use the Suite during Excluded Events, unless otherwise agreed to in the Suite License Agreement or under Section 4(e), below.
2. Licensee acknowledges that Licensor, its affiliates and their respective officers, agents, managers, and employees have not made any representations, warranties or guarantees with respect to LCA or the Suite, and the performance by Licensee hereunder, including, but not limited to, the payment in full of the License Fee and any other additional charges, is not dependent upon the presentation of any specified number of Team Games at LCA.
3. ALL SALES ARE FINAL. NO REFUNDS OR EXCHANGES EXCEPT AS DETERMINED IN DPBC’S SOLE DISCRETION. IN NO EVENT SHALL LICENSOR, DPBC, NBA, OR LCA BE LIABLE FOR ANY SPECIAL, CONSEQUENTIAL, INCIDENTAL, INDIRECT OR EXEMPLARY DAMAGES OF ANY KIND, OR ANY DAMAGES BEYOND THE FACE VALUE OF THE TICKET, INCLUDING, WITHOUT LIMITATION, ANY AMOUNT PAID IN EXCESS OF FACE VALUE FOR THIS TICKET.
4. Licensor in its sole discretion may offer Licensee the right to purchase tickets to the Suite for any events that are not Team Games, that are viewable from the Suite as determined by Licensor in its sole discretion, and for which Licensor has the ability to sell tickets to the Suite (“Select Events”). Such offer will be conveyed via email or telephone (“Select Event Notice”) and will specify the additional charge to Licensee for such tickets (the “Select Event Fee”). Licensor also may require that Licensee agree to other requirements applicable to use of the Suite for any Select Event (collectively, with the Select Event Fee, the “Select Event Requirements”). No later than five (5) days after receiving the Select Event Notice, Licensee may elect, by following the process specified in the Select Event Notice, (i) to pay the Select Event Fee and agree to the Select Event Requirements, in which case Licensee will have the right to use the Suite for the Select Event(s), or (ii) not to pay the Select Event Fee and not to agree to the Select Event Requirements, in which case Licensee shall not have the right to use the Suite for the Select Event(s), and such Select Event(s) shall be Excluded Events for all purposes of the Suite License Agreement. If Licensee does not make such election before the deadline, Licensee shall be deemed to have elected option (ii).
5. For any events that are not Team Games, that are not viewable from the Suite, and for which Licensor has the ability to sell tickets, Licensor may provide Licensee with the opportunity to purchase tickets, in such a number determined by Licensor in its sole discretion, in locations other than the Suite.
6. Licensor will supply the Suite to Licensee as is in its condition on the date of the first Team Game.
7. Licensor also shall provide reasonable housekeeping services for the Suite following each Team Game or other event for which Licensee receives the right to use the Suite hereunder.

5. Use of Suite and Licensee’s Obligations. Licensee agrees as follows:

1. Licensee shall use and occupy the Suite solely for the observance of applicable Team Games and in accordance with the Suite License Agreement, these Terms, and such reasonable rules and regulations as Licensor may establish from time to time and notify Licensee thereof (the “Rules”). Licensee is fully responsible for the character, actions, and conduct of Occupants (defined in Section 5(c)), including Occupants’ compliance with these Terms, and each individual who holds any ticket or parking pass issued to Licensee or otherwise admitted to the Suite or LCA with the consent of Licensee.
2. Licensee and Occupants (defined in Section 5(c)) shall be entitled to use the Suite during all Team Games. Licensee shall leave the Suite in good order after each use and keep the Suite in the same order and condition as received during the Term.
3. Licensee’s right of access to, and use of, the Suite for any applicable Team Game for which Licensee receives the right to use the Suite hereunder shall be solely by presentation of Suite Admission Tickets. Licensor will make such tickets available to Licensee prior to each applicable Team Game for which Licensee receives the right to use the Suite hereunder. Licensee’s officers, directors, employees, guests, agents, representatives, and any other person entering the Suite at Licensee’s invitation or request (collectively, “Occupants”), and any person entering the Suite at an Occupant’s request, must present tickets for the Suite section of LCA. Licensor retains the sole right to control access to the Suite section of LCA. Use of the Suite by Licensee and Occupants is subject to the terms and conditions under which such tickets are issued, including, without limitation, the policies adopted by the issuer of such tickets with respect to the cancellation or postponement of the event. Such terms and conditions may be amended by Licensor from time to time in its discretion. The terms and conditions of any ticket, including without limitation terms printed on the back of the ticket and any amendment to such terms from time to time, are incorporated herein as if fully set forth as part of the Suite License Agreement. There shall be no reduction in the License Fee due to the cancellation, postponement, nonperformance, or rescheduling of any Team Game included in Licensee’s Pistons Playoffs Suite License Plan.
4. Persons under 21 years of age are not permitted to purchase or consume alcoholic beverages. Licensor reserves the right to prohibit the sale of alcohol to any area of the Suite where guests are engaged in inappropriate behavior, as determined by Licensor in its discretion. Licensor reserves the right to refuse service to any person who is unable to produce an acceptable form of identification or who appears to be intoxicated. Licensor is dedicated to providing a safe and enjoyable experience for all of its guests. Licensor requires the Licensee event host to monitor and control alcohol consumption in the Suite. If Licensee feels a guest(s) has consumed too much, please contact your Suite attendant for assistance. Licensee shall ensure that at least one adult, age twenty-one (21) years or older, is present in the Suite at all times in which the Suite is occupied by Licensee or Occupants. Licensor shall have the right to require identification and to issue identification cards, passes, or tickets in order to identify and limit the number of Occupants using the Suite.
5. Any food and beverages, including alcoholic beverages, used or required in the Suite shall be purchased from Licensor or a concessionaire designated by Licensor. Licensee and Occupants shall not bring and shall not cause or allow to be brought any food or beverages, including alcoholic beverages, into the Suite for Licensee’s or Occupants’ own use. Licensor is not responsible for any products or services provided, and Licensee agrees to waive any claim against Licensor for damages or injury related to any act, error or omission by any food or beverage provider. Neither Licensee nor any Occupant shall sell any food or beverages whatsoever in the Suite. Licensee shall be solely responsible for and shall promptly pay to the proper person, firm or company all bills for food, beverages and services furnished, sold or rendered in connection with Licensee’s and/or Occupants’ use of the Suite, including all applicable taxes. Licensor shall have the right at any time to inspect the Suite, including equipment, furniture, fixtures, and the like. Any breach of this Section shall be deemed to be a material breach of the Suite License Agreement and, in addition to all other remedies available to Licensor, DPBC shall be entitled to charge Licensee, and Licensee shall pay to DPBC, the reasonable value of all such food and beverages, including alcoholic beverages, brought into the Suite in contravention hereof. Licensee, on its own behalf and on the Occupants’ behalf, also agrees not to remove any alcohol from the LCA at any time. Licensor reserves the right at any time to refuse to serve alcoholic beverages to any individuals and/or to deliver alcoholic beverages to the Suite.
6. Licensee and Occupants shall at all times maintain proper decorum while using the Suite, shall not suffer or permit the continuation of any use or manner of use of the Suite in violation of the Suite License Agreement, shall not create any nuisance nor take any action which either diminishes hazard insurance coverage for the LCA or the Suite or increases the premium payable for such insurance, and shall not attach or display any signs, advertisements or notices in or around the Suite without Licensor’s prior consent. In addition to any other right that Licensor may have, Licensor reserves the right to eject from LCA any persons who are in violation of these Terms, without compensation to Licensee or Occupants as the case may be.
7. Licensee’s and Occupants’ admission to LCA and the Suite are subject to all safety and health requirements and policies put in place by DPBC, Licensor, NBA, and LCA, including requirements relating to face masks and enhanced health screenings (which may include a requirement that the Licensee and Occupant, be tested for COVID-19 prior to or during the Team Game). Such policies and requirements as they may be updated from time to time (in the sole determination of DPBC, Licensor, NBA and/or LCA) and as they may be communicated to the Licensee prior to or during the Team Game (whether orally or in writing) by, for example, instruction provided by Pistons or LCA personnel or signage in or around LCA, are collectively referred to below as the “Safety Requirements”. The Licensee acknowledges and agrees to comply, and to cause Occupants to comply, with the Safety Requirements (including all requirements that must be satisfied prior to or during the Pistons game), and attendance at the Pistons game is conditioned on such compliance.
8. LICENSEE EXPRESSLY ACKNOWLEDGES AN INHERENT RISK OF EXPOSURE TO COVID-19 EXISTS IN ANY PLACE WHERE PEOPLE GATHER AND THAT NO PRECAUTIONS (INCLUDING THE SAFETY REQUIREMENTS DESCRIBED ABOVE) CAN ELIMINATE THE RISK OF EXPOSURE TO COVID-19. COVID-19 IS AN EXTREMELY CONTAGIOUS DISEASE THAT CAN LEAD TO SEVERE ILLNESS AND DEATH. WHILE PEOPLE OF ALL AGES AND HEALTH CONDITIONS HAVE BEEN ADVERSELY AFFECTED BY COVID-19, CERTAIN PEOPLE HAVE BEEN IDENTIFIED BY PUBLIC HEALTH AUTHORITIES AS HAVING GREATER RISK BASED ON AGE AND UNDERLYING MEDICAL CONDITIONS. THE MEMBER VOLUNTARILY ASSUMES ALL RISK AND DANGER of personal injury (including death), sickness (including illness and other risks of exposure to COVID-19, or any other communicable disease or illness, or a bacteria, virus or other pathogen capable of causing a communicable disease or illness), lost, stolen, damaged or confiscated property, and all other hazards arising from, or related in any way to, Team Games, whether occurring prior to, during, or after a Team Game or Select Event, however caused and whether by negligence or otherwise.
9. Licensee and Occupants shall comply with all applicable Laws.
10. Licensee and Occupants agree not to transmit, distribute, misappropriate or sell (or aid in transmitting, distributing, misappropriating or selling), in any media now or hereafter existing, any description, account (whether text, data or visual, and including (without limitation) play-by-play data), picture, video, audio or other form of exploitation or reproduction of a Team Game and/or related activities. Suite Admission Tickets may not be used for any form of commercial or trade purposes, including, but not limited to, advertising, promotions, contests, sweepstakes, giveaways, gambling or gaming activities, without the express written consent of DPBC, Licensor and NBA. Any violation of this provision shall be a material breach of the Suite License Agreement.
11. Any and all improvements, fixtures, personal property provided by Licensor, and furniture located in the Suite (the “Contents”) shall at all times remain Licensor’s sole property. Licensee shall not damage any of the Contents or remove any of the Contents from the Suite. Licensee shall make no decorating, finishing, modification, structural, restrictive (e.g., locks), or similar changes to the Suite or any of the Contents.

6. Right of Entry. Licensor and its employees, representatives and agents shall have the continuing right to enter the Suite at any and all times: (a) to perform the duties required to be performed by Licensor hereunder, and for any and all purposes related thereto, (b) to investigate any suspected violations of the Suite License Agreement, including violations of the Rules or any applicable Laws, and (c) generally to inspect the Suite, the Contents, and its/their condition.

7. Force Majeure. Licensor shall not be responsible to Licensee and/or any Occupant, through a refund of payment, future credit, or otherwise, for the termination, cancellation, postponement, rescheduling, interruption, or non-performance of any Team Game for which Licensee receives the right to use the Suite or other seating hereunder, or for the inability of Licensee and/or Occupants to use the Suite due to any cause or circumstances beyond Licensor’s control, including, but not limited to, reason of strike, lockout, other stoppage, a request by or directive from governmental authorities, civil unrest, inability to procure materials, failure of electrical power or other utilities, restrictive Laws enacted or promulgated subsequent to the date of the Suite License Agreement, epidemic or pandemic, Act of God, riots, insurrections, wars, the receipt of threats or information relating to imminent danger to the LCA or parts thereof and/or its occupants which is reported as about to be caused by explosives, inflammables or otherwise, or any other casualty, unforeseen circumstance, or occurrence. Licensee hereby waives any claim for damages or compensation should any of the foregoing occur.

8. Default, Termination & Re-Entry.

1. If (i) Licensee fails to pay when due any amounts it owes hereunder (including without limitation the License Fee and any amounts owed under Section 5(e)); (ii) Licensee or Occupants fail(s) to observe the Rules, health and safety requirements, these Terms, applicable Laws, or engage(s) in any conduct which causes damage, illness or injury; (iii) Licensee makes any assignment for the benefit of creditors; there occurs adjudication that Licensee is bankrupt, insolvent, or unable to pay its debts as they mature; there occurs the filing by or against Licensee of a petition to have Licensee adjudged bankrupt, or a petition for reorganization or arrangement under any Law relating to bankruptcy unless, in the case of a petition filed against Licensee, the case is dismissed within sixty (60) days after the filing thereof; the appointment of a trustee to take possession of substantially all of Licensee’s assets or Licensee’s interests in the Suite License Agreement; or there occurs an attachment, execution or levy against substantially all of Licensee’s interests in the Suite License Agreement; or (iv) Licensee otherwise defaults in the performance or observation of its duties and obligations under the Suite License Agreement, Licensor may, at its option, (x) withhold distribution to Licensee of Suite Admission tickets and/or parking passes to any Team Game to which Licensee receives the right hereunder to use the Suite or other seating in the LCA until Licensee’s failure, breach or default is cured or, if Suite Admission Tickets and/or parking passes for any such event have already been distributed to Licensee, deny Licensee and Occupants access to the Suite until Licensee’s failure, breach or default is cured, or (y) terminate Licensee’s rights hereunder by giving Licensee ten (10) days written notice, which notice may, at Licensor’s sole option, give Licensee the right to cure such breach or default. If the notice gives Licensee a right to cure and Licensee has not cured the default or breach specified in said notice within the ten (10) day period, or if such default or breach is not capable of being cured, the right of Licensee to the use and possession of the Suite and all other rights or privileges of Licensee terminate without further notice, and Licensor may declare the entire unpaid balance of the License Fee for the remainder of the Term immediately due and payable, whereupon Licensor shall have no further obligation of any kind to Suite to another party, provided that if there is any other premium seating in the Suite available to be licensed, Licensor may give priority to licensing such other premium seating. Licensee shall remain obligated to make all payments due or becoming due under the Suite License Agreement, but if Licensor licenses the right to the use and possession of the Suite to another party, then all amounts received for the remainder of the Term shall be applied first to the expense of relicensing and then to the reduction of any obligations of Licensee to Licensor. If the consideration collected by Licensor upon any such relicensing is not sufficient to pay the full amount of all such obligations of Licensee, Licensee shall pay any such deficiency upon demand.
2. Licensor’s foregoing remedies shall not be to the exclusion of any other right or remedy set forth herein or otherwise available to Licensor at law or in equity. Licensee shall be responsible for all attorney fees and costs incurred by Licensor in the enforcement of the Suite License Agreement whether or not litigation is actually commenced and including any appellate proceedings. Licensee hereby waives trial by jury. If Licensee defaults in the payment of the License Fee or any other sum or charge payable hereunder or in the performance of any other agreement or covenant to be performed by Licensee hereunder, and any such default shall occur two (2) or more times during any License Year, then (i) notwithstanding that any such default shall have been cured within the required period after notice, any further default shall be deemed deliberate, willful, and grossly negligent, (ii) Licensee shall have no opportunity to cure or have any curative rights or privileges with respect to such further default, and (iii) Licensor shall have the immediate right of termination in addition to all other rights and remedies in the Suite License Agreement, at law or in equity.
3. No waiver by Licensor of any default or breach by Licensee of its obligations hereunder shall be construed to be a waiver or release of any other or subsequent default or breach by Licensee hereunder. No failure or delay by Licensor in the exercise of any right or remedy provided for herein shall be construed to constitute a forfeiture or waiver thereof or of any other right or remedy available to Licensor.
4. If Licensee fails to pay any License Fee or other fees or charges when due, DPBC shall have the right to charge interest thereon at the rate of two percent (2%) plus the prime rate of interest most recently published in The Wall Street Journal (or the highest rate permitted by Law) from the date due until paid. Any amount payable hereunder that is not paid when due shall not be considered paid until the interest charged thereon is paid.
5. The Suite License Agreement and the rights and interests of Licensee hereunder shall be subordinate and subject to the Amended and Restated Concession and Management Agreement by and among Licensor, City of Detroit Downtown Development Authority (“DDA”), and DRW, dated December 11, 2014, as it may be amended, restated, modified, supplemented, extended or assigned from time to time (the “LCA Management Agreement”). If, for any reason, the LCA Management Agreement is terminated, (i) the Suite License Agreement shall terminate as of such termination date and (ii) Licensee shall be entitled, as its sole and exclusive remedy, to receive reimbursement of any License Fee already paid for the License Year in which the termination occurs, provided that the amount of the reimbursement of such License Fee will be pro-rated based on the number of Team Games that already have occurred during the applicable License Year.
6. If, for any reason, the agreement under which Team Games are held at the LCA is terminated, (i) Licensee’s license to use the Suite for Team Games shall terminate as of such termination date and (ii) Licensee shall be entitled, as its sole and exclusive remedy, to receive reimbursement of any License Fee already paid for the License Year in which the termination occurs, provided that (a) the amount of the reimbursement of such License Fee will be pro-rated based on the number of Team Games that already have occurred during the applicable License Year, and (b) if, by or before the termination date, all scheduled Team Games have been played for the applicable License Year, then no reimbursement will be made.

9. Waiver, Indemnification and Damage.

1. Licensor shall not be responsible for theft or any other loss or disappearance of any of the property of Licensee and/or Occupants.
2. Licensee shall indemnify, protect, defend and hold harmless DPBC, Olympia, Olympia Entertainment, Inc., Ilitch Holdings, Inc., Palace Sports & Entertainment, LLC, City of Detroit Downtown Development Authority, City of Detroit, the National Basketball Association (“NBA”), the National Hockey League (“NHL”), and all other DPBC and Olympia affiliates and their respective officers, directors, employees, agents, successors, affiliates and representatives (“Licensor Indemnified Parties”) from and against any and all liability or claimed liability, loss, and expense (collectively, “Loss”) for (i) personal or bodily injuries, including death, to any and all persons whomsoever, and/or (ii) any and all property damage to the Suite and/or the Contents, to the extent that (i) and/or (ii) arises out of the acts or omissions of Licensee and/or Occupants in connection with its/their use and occupancy of the Suite. Licensee agrees to defend the Licensor Indemnified Parties with respect to all costs they incur in investigating or defending any such claim, including actual attorney fees. Licensee’s obligations in this Section shall not apply to the extent that any Loss arises or results from the negligent, unlawful, or intentional acts or omissions of Licensor and/or the Licensor Indemnified Parties.
3. On behalf of the Licensee and the Licensee’s Related Persons (defined below), the Licensee further hereby releases (and covenants not to sue) each of the Licensor Indemnified Parties with respect to any and all claims that the Licensee, Occupant or any of the Licensee’s or Occupant’s Related Persons may have (or hereafter accrue) against any of the Licensor Indemnified Parties and that relate in any way to (i) exposure to COVID-19; (ii) entry into, or presence within or around, LCA or Team Games (including all risks related thereto) or compliance with any protocols or safety requirements applicable to the Team Games; or (iii) any interaction between the Licensee, Occupant and the Licensee’s or Occupant’s Related Persons, on the one hand, and any personnel of any of the Licensor’s Indemnified Parties present at the Team Game, on the other hand, in each case whether caused by any action, inaction or negligence of any Released Party or otherwise. As used herein: “Related Persons” means the Licensee’s or Occupant’s heirs, assigns, executors, administrators, next of kin, anyone attending the Team Game with the Licensee (which persons the Licensee represents have authorized the Licensee to act on their behalf for purposes of these terms), and other persons acting or purporting to act on the Licensee’s or their behalf.
4. Licensee is responsible for the cost of repairing any destruction of or damage of any kind to the Suite, the Contents, and/or to any other property in, upon, or about the Suite and LCA, ordinary wear and tear alone excepted, to the extent caused by the negligent, unlawful, or intentional acts or omissions of Licensee and/or Occupants.
5. If the Suite is destroyed or is damaged so as to become unusable and Licensor elects to restore the Suite or repair such damage, the Suite License Agreement shall remain in full force and effect, but any future payments due hereunder shall abate during the period the Suite is unusable; provided, however, that such payments shall not abate if the destruction or damage was caused by the negligent, unlawful, or intentional acts or omissions of Licensee and/or Occupants. If Licensor does not elect as aforesaid to restore or repair the Suite, then the Suite License Agreement shall terminate, any advance payments shall be returned to Licensee after deducting any sums owed by Licensee to Licensor or to others for food, beverages or services used in connection with the Suite.
6. No compensation shall be made to or claimed by Licensee by reason of inconvenience or annoyance arising from the construction of, making of repairs to or alterations of the Suite, adjacent areas in the Suite, or the LCA, regardless of how the necessity or occasion therefor may occur. Licensor reserves the right to make repairs or alterations to the Suite, and to any part of LCA when and where it may deem necessary.
7. Licensee and its officers, representatives, contractors, guests, employees, invitees, Occupants, or any other person(s) using the Suite or any other seating provided hereunder hereby assume all risks and danger incidental to basketball games, and to games and events generally, whether occurring prior to, during or subsequent to, the actual playing of the game or conducting of the event, including specifically (but not exclusively) the danger of being injured by balls or other missiles or objects, or illness (such as COVID-19) known to be spread by gatherings, and agree that DPBC, Palace Sports & Entertainment, LLC, Olympia, the NBA, any other sports teams playing at the LCA, the opposing teams, their agents and players and other individuals producing, performing or participating in games and/or events are not liable for injuries from such causes.

10. Insurance. At its own expense, Licensee shall maintain and keep in effect with insurance companies reasonably acceptable to Licensor, the insurance specified below and shall provide Licensor with a certificate of insurance prior to the Term’s commencement. Licensee shall carry occurrence-based comprehensive general liability insurance, including host liquor liability and broad form property coverage, in the amount of at least Two Million Dollars ($2,000,000.00) combined single limit. All such insurance shall:

1. name Olympia, Olympia Entertainment, Inc., Ilitch Holdings, Inc., DPBC, Palace Sports & Entertainment, LLC, City of Detroit Downtown Development Authority, City of Detroit, and such other entities as Licensor requests, as additional insureds as respects to (i) personal or bodily injuries, including death, to any and all persons whomsoever; and/or (ii) any and all property damage to the Suite and/or the Contents, to the extent (i) and/or (ii) arises out of the acts or omissions of Licensee and/or Occupants in connection with its/their use and occupancy of the Suite.
2. provide that it is only cancelable after fifteen (15) days’ written notice to DPBC.

Coverage for the additional insureds shall apply on a primary basis irrespective of any other insurance, whether collectible or not. Any policy deductibles or retentions, whether self-insured or self-funded, shall be the obligation of Licensee and shall not apply to Licensor. Upon Licensee’s failure to provide such insurance, Licensor may, at its option, obtain such insurance and bill the cost thereof directly to Licensee.

Licensor and Licensee hereby waive all rights of subrogation against each other under the provisions of all property and casualty insurance to the benefit of either of them with respect to the Suite and agree to provide their insurance carriers and agents with a copy of this clause; provided, however, that such waiver is and shall be fully effective even though one or both parties neglects to communicate this clause to the insurance agent or carrier involved.

11. No Assignment; No Sale of Tickets.

1. Without Licensor’s prior written consent, which may be granted or withheld in DPBC’s sole discretion, Licensee shall not: (i) assign the Suite License Agreement or any part thereof; (ii) sub-license, rent or assign the Suite or any part thereof; or (iii) permit the Suite to be used for any purpose other than as set forth herein. Upon Licensor’s written consent thereto, any assignment, license or rental shall provide that any assignee, sub-licensee or renter shall be subject to the Suite License Agreement, including all Rules, health and safety policies, and that the original Licensee shall not be released from any liability hereunder. For the purposes of this section, a transfer of fifty percent (50%) or greater interest (whether stock, partnership interest or otherwise) of Licensee, if Licensee is a business entity, shall be deemed to be an assignment of this Suite License Agreement, whether such transfer occurs in one transaction or in any series of transactions.
2. Licensee, on its own behalf and on behalf of Occupants, hereby expressly agrees not to re-sell any Suite Admission Tickets, additional tickets, or parking passes issued to it under the Agreement. Any re-sale or attempted re-sale of any such tickets or parking passes constitutes a material breach of Licensee’s obligations and shall subject Licensee to the termination provisions of Section 8. Licensor, or its designated ticket concessionaire, shall be exclusive source through which Suite tickets may be acquired by Licensee. No tickets acquired by Licensee from any other source, including tickets acquired directly from an event sponsor, or ticket agent for an event sponsor, shall entitle Licensee or other holder of such ticket to obtain access to the Suite or entitle Licensee or such holder to exercise any rights under the Suite License Agreement. Neither the Suite nor any ticket will be used in any sweepstakes, contest, give-away item or for any advertising or promotional purpose without Licensor’s prior written consent, which may be given or withheld in its sole discretion.
3. The Suite License Agreement and the rights of DPBC to the payment of the License Fee and other amounts owed hereunder are fully assignable by DPBC to any bank or other person, and Licensee agrees to pay such person directly upon delivery of written notice by DPBC to Licensee’s address in the Suite License Agreement.

12. Miscellaneous.

1. Except as otherwise provided herein, any and all notices, except notices of Rules, required or permitted hereunder shall be in writing and shall be duly given if hand delivered or if mailed by certified or registered mail, first class postage pre-paid, (i) to Olympia, 2211 Woodward Avenue, Detroit, Michigan 48201, Attention Robert E. Carr, Esquire, (ii) to DPBC, 6201 Second Avenue, Detroit, Michigan 48202, Attention: Richard Haddad, and (iii) to Licensee at Licensee’s address in the Suite License Agreement or to such other address(es) as Olympia, DPBC or Licensee shall provide by notice.
2. The Suite License Agreement has been executed in and shall be governed, construed and interpreted in all respects in accordance with the Laws of the State of Michigan. Licensee irrevocably and unconditionally submits to the exclusive jurisdiction of any State or Federal Court sitting in Detroit, Michigan over any suit, action, or proceeding arising out of the Suite License Agreement.
3. The Suite License Agreement contains the parties’ entire agreement, and supersedes and replaces all other oral or written understandings and/or agreements concerning the subject matter hereof, including any Suite Reservation Letter between the parties. No change or modification to the Suite License Agreement shall be effective unless the same shall be in writing and executed by an authorized representative of both parties. Any matters not expressly addressed herein shall be handled and disposed of in Licensor’s discretion. Should any question arise as to the proper interpretation of the Suite License Agreement, Licensor’s decision shall be final.
4. The Suite License Agreement and the rights and obligations hereunder shall apply to, bind and benefit the legal representatives, heirs, executors, administrators, successors and/or permitted assigns of Olympia, DPBC and Licensee. No waiver of the right to forfeiture of the Suite License Agreement or of re-entry upon breach of any of the provisions hereof, shall be deemed a waiver of such right or rights upon any subsequent breach of such or any other condition. If the named Licensee herein is composed of more than one person, or is a partnership or joint venture, the respective individuals, partners or joint venturers shall be jointly and severally liable hereunder, whether or not the individual partners or joint venturers are signatories to this Suite License Agreement.
5. The Suite License Agreement may be executed in one or more counterparts, all of which all constitute one and the same Suite License Agreement and each of which shall be deemed an original; provided, however, that any typed or written matter inserted in the blank spaces of the Agreement shall not be valid or of any force or effect unless appearing in the duplicate original in DPBC’s possession, and in case of any variation or discrepancy between the language of such inserted matter appearing in the duplicate originals, the language contained in the duplicate original in DPBC’s possession shall conclusively be presumed to be correct. This clause shall apply to any schedule and exhibit that may be attached hereto and to any supplemental agreement between the parties hereto.
6. If any part of the Suite License Agreement should be invalid, illegal, or unenforceable under applicable existing Law, then such parts (i) will be modified in the letter and spirit of the Suite License Agreement to the extent permitted by applicable Law so as to be rendered valid, legal, and enforceable, and (ii) will be inapplicable until the parties have made appropriate changes in accordance with applicable Law to achieve the spirit of the invalid provision.
7. Nothing in the Suite License Agreement shall be construed to give any person or entity other than the parties hereto any legal or equitable claim, right or remedy; rather, the Suite License Agreement is intended to be for the sole and exclusive benefit of the parties hereto.
8. This Suite License Agreement does not confer upon Licensee any right, title, estate or interest in the LCA, the Parking Location, the Suite or any of the furniture, fixtures, or equipment of Licensor located therein, other than the limited license to use and obtain access to LCA, the Parking Location and the Suite in accordance with the Suite License Agreement.
9. The Licensee and Occupants grant permission to the NBA and Licensor (and their respective designees and agents) to utilize the Licensee’s and Occupant’s image, likeness, actions and statements in any live or recorded audio, video, film, or photographic display or other transmission, exhibition, publication or reproduction made of, or at, Team Games in any medium, whether now known or hereafter created, or context for any purpose, including commercial or promotional purposes, without further authorization or compensation. In addition, the Licensee grants to the NBA and Licensor permission to collect, use, share and store certain Licensor and/or Occupant facial and other biometric information, as permitted by law, including for security purposes. Licensee acknowledges that the image, likeness, voice, and/or name of Licensee and/or Occupants may be used, without compensation to Licensee and/or Occupants as applicable, (A) as part of any live or recorded video display or other transmission in any media of all or part of any event for which Licensee and Occupants use the Suite, (B) in any material disseminated by Olympia, DPBC or its sponsors, including all marketing, sales, or promotional materials utilized by Olympia and all other Olympia affiliates, and by DPBC, Palace Sports & Entertainment, LLC, and all other DPBC and Palace Sports & Entertainment, LLC affiliates. Licensee further grants Licensor and their designees the unrestricted right to use Licensee’s name and any of Licensee’s logos which Licensee causes or agrees to be placed in the Suite or the LCA, in any live or recorded video recording, photographic display or other transmission, exhibition, publication or reproduction made of or at any event, or any related activity, without further authorization or compensation and provided such use is incidental to the video or other photographic recording taken at the game or at the LCA.
10. Any provision of the Suite License Agreement that contemplates performance or observance subsequent to the Suite Agreement’s termination or expiration shall survive such any termination or expiration and shall continue in full force and effect.
11. In entering into the Suite License Agreement, Licensee is relying only on the express terms and conditions contained herein. Licensee represents and warrants that it has full and exclusive right and authority to enter into and execute the Suite License Agreement and all necessary corporate or other action has been taken to make this a fully binding and enforceable contract.
12. These Terms and the Suite License Agreement are subject to the Constitution and By-Laws and all rules, regulations and agreements of the NBA and its affiliated entities as they presently exist or as they may, from time to time, be entered into, amended or adopted.