Purchase Agreement

EVENT SUITE LICENSE AGREEMENT

Last Updated: August 10, 2021

This event suite license agreement (the “Agreement”) is made effective July 1, 2021, between Oilers Entertainment Group Canada Corp. (“OEG”) with offices located at 300, 10214 – 104 Avenue, Edmonton, Alberta, T5J 0H6, and the Licensee. For and in consideration of the mutual covenants and agreements set forth herein, OEG and the Licensee agree as follows:

  1. Grant of License
    1. OEG grants a license to the Licensee for the right to use the Suite located at Rogers Place, Edmonton, Alberta (the “Arena”) on the terms and conditions set forth herein and subject to the rules and regulations established by OEG pertaining to the use of the Suite attached to this Agreement as Schedule “A” (the “Rules”). In addition to the attached Rules, the Licensee acknowledges and agrees that OEG may from time to time, in its sole discretion, reasonably modify, amend, supplement, update and delete guidelines within the Rules. Notice of any changes to the Rules shall be given in such manner as OEG may elect. The Licensee further acknowledges that OEG has the right to designate the time prior to and after the Event during which the Licensee may use the Suite and that OEG will designate these times prior to the Event.
  2. Licensee Passes and Parking
    1. Subject to the terms and conditions hereof, OEG shall provide the Licensee with the number of tickets of admission on the sign up page which by its terms admits the bearer to the Arena, Suite Level and Suite (the “Suite Tickets”) and 2 parking passes in the parking garage under the Arena (the “Parking Passes”), (collectively, the “Licensee Passes”) for the Event on the Event Date.
    2. OEG may, at its sole discretion, make additional Suite Tickets available for purchase by the Licensee for any Event on terms set by OEG. The total number of Suite Tickets issued for the Suite for any Event shall not exceed maximum capacity of the Suite as established by OEG from time to time.
  3. License Fee
    1. Upon the execution of this Agreement, the Licensee shall pay the non-refundable License Fee including the Goods and Services Tax and surcharges thereon. The Licensee must provide OEG with a valid credit card number and expiry date.
  4. Use of Suite
    1. The Licensee and the Licensee’s guests and invitees (the “Licensee Guests”) shall be entitled to use the Suite only for the purpose of viewing the Event and only during the hours of the Event set forth in the Rules (“Event Hours”).
    2. The Licensee and all Licensee Guests shall be bound by the terms and conditions upon which Licensee Passes are issued including, without limitation, any policy adopted by the issuer of such Licensee Passes with respect to the cancellation or postponement of the Event.
    3. In addition to the terms of this Agreement, the Licensee acknowledges that OEG may, from time to time, establish rules and regulations governing use of the Arena including without limitation the Suite. OEG may from time to time in its sole discretion modify, amend, supplement, update and delete any rules and regulations. Without limiting the generality of the foregoing, such rules and regulations may, among other things, establish standards of behavior for Arena patrons and limitations on access to and use of common areas and any other areas in the Arena. Notice of any such rules and regulations shall be given in such manner as OEG may elect.
    4. The Licensee hereby agrees to comply and ensure the Licensee Guests comply with this Agreement, the Rules, and any rules, regulations and procedures for the Arena.
  5. Care of Suite
    1. The Licensee shall leave the Suite in reasonable order after the Event and shall be liable to OEG to repair any damage caused by the Licensee or any Licensee Guests. Prior to the Event Date, the Licensee shall provide OEG with a valid credit card number, which OEG may use to charge damage to the Suite caused by the Licensee or any Licensee Guests upon prior written notice to the Licensee.
    2. The Licensee shall not remove or alter any fixtures, furnishings, and equipment or other personal property in the Suite.
    3. The Licensee and all Licensee Guests shall maintain proper decorum while using the Suite, shall abide by and observe the Rules including, without limitation, prohibiting the consumption of any alcoholic beverages by any person under 18 years of age and prohibiting the occupation of the Suite by persons under 18 years of age without the presence at all times of a person over 18 years of age.
    4. The Licensee hereby acknowledges and agrees that it shall not have the right to remove any alcoholic beverages from the Suite at any time regardless of whether any bottle, can or other container of the same has ever been opened, and the Licensee further agrees to leave any and all such alcoholic beverages in the Suite at the end of the Event. Any alcoholic beverages left in the Suite at the end of the Event shall be deemed to have been abandoned and OEG shall have the right to dispose of the same in accordance with applicable laws without any obligation to pay or otherwise reimburse the Licensee for such items.
    5. OEG shall not be responsible for any personal property of the Licensee or any Licensee Guests left in the Suite.
  6. Cancellation
    1. OEG may terminate this Agreement at any time, upon written notice to the Licensee.
    2. If the Event is cancelled, then this Agreement shall be terminated and the entire License Fee shall be returned to the Licensee.
    3. The Licensee may terminate this Agreement as follows:
      1. Without penalty upon written notice to OEG at least 30 Business Days prior to the Event Date; or
      2. Upon payment of a $500.00 cancellation fee upon written notice to OEG within 30 Business Days of Event Date but at least 14 days prior to the Event Date.
  7. Surrender of Suite
    1. Any personal property owned by the Licensee and remaining in the Suite after the end of the Event may, at the option of OEG, be deemed to have been abandoned and may be disposed of by OEG in accordance with applicable law.
  8. Access by OEG
    1. The Licensee shall be admitted to the Suite during Event Hours by a representative of OEG. OEG shall retain all keys to the Suite and all locks therein and the Licensee shall not receive any keys to the Suite or any locks therein.
    2. OEG and its officers, agents, employees, subcontractors and representatives shall have access to the Suite during Event Hours for such purposes and to such extent as OEG shall, in its sole but reasonable discretion, deem necessary or appropriate, including, without limitation, to investigate any violation of the provisions of this Agreement, the Rules or any applicable governmental laws and regulations. The Licensee shall not restrict or impede OEG’s access to the Suite or any part thereof, including cabinets, in any manner.
    3. OEG and its agents, affiliates, employees and subcontractors (“OEG Agents”) reserve the right to remove from the Suite and the Arena the Licensee, Licensee Guests, or any persons who, in the sole discretion of OEG or any OEG Agents, are (i) conducting themselves in an objectionable manner or (ii) in violation, real or apparent of the terms and conditions of this Agreement or of any Rules.
    4. The Licensee hereby waives any and all claims for damages arising from the exercise of such right and the Licensee shall be liable to OEG and OEG Agents for, and shall indemnify and save harmless, OEG and OEG Agents from and against all costs, damages, claims, liabilities, actions, proceedings, demands, and expenses of whatsoever nature or kind arising which they may sustain, pay or incur, or which may be brought or made against them, as a result of, in connection with or from the exercise of such right. This section shall survive the expiration or termination of this Agreement.
  9. Indemnification
    1. The Licensee shall defend, indemnify and hold harmless OEG, the City of Edmonton, the NHL and its member teams, the WHL and its member teams, and their respective parent entities, subsidiaries, affiliates, officers, employees, partners, shareholders, members, contractors and agents (collectively, the “Indemnified Parties”) from and against any and all claims, actions, causes of actions (whether arising in contract, tort, by statute or otherwise), demands, rights, damages, costs, loss of services, expenses, compensation, cross claims, counterclaims, third party actions, adversary proceedings, suits at law or in equity, liens, claims of liens and all consequential damages known or unknown, to which the Indemnified Parties may become subject by reason of: (i) any act, alleged or actual negligence, or omission of the Licensee, its agents, contractors, employees or guests; (ii) the use of the Suite, Arena’s parking garage or the Arena by the Licensee and the Licensee’s Guests; (iii) the performance and observation of the Licensee’s covenants, duties and obligations hereunder, including violations of any Rules hereunder. The Licensee shall be responsible for reasonable attorneys’ fees incurred in defense of the same.
    2. The Licensee hereby agrees that it will use its best efforts to have all of the Licensee’s Guests drink responsibly and not drive if impaired in any manner, and the Licensee will indemnify and hold the Indemnified Parties harmless from any liability whatsoever based on the actions of the Licensee and/or the Licensee’s Guests.
    3. This Article 9 shall survive the expiration or earlier termination of this Agreement.
    4. OEG shall not be responsible for any personal property of the Licensee or any Licensee Guests left in the Suite.
  10. Transfers of Agreement
    1. The Suite is for the sole use of the Licensee and Licensee Guests and the Licensee shall not resell, assign, sublicense, rent or otherwise transfer the Suite or any of the Licensee’s rights under this Agreement. OEG may assign this Agreement, or any of its rights or obligations arising hereunder, without the consent of the Licensee.
  11. Catering
    1. The Licensee may order food, beverages and other catered items to be delivered through OEG to the Suite for use during Event Hours. The Licensee shall not permit any food or beverages that have not been purchased through OEG to be brought into the Suite.
    2. If the Licensee has purchased, one receives as part of their rental package, a food and beverage or catering credit, the Licensee acknowledges and agrees OEG will not provide a cash refund for any food and beverage or catering credit amount that remains unused after the Event.
  12. Miscellaneous
    1. No amendment or modification to this Agreement shall be effective unless the same is in writing and signed by both Parties.
    2. Any notice shall be in writing and shall be delivered personally, or served by registered mail or courier, to the addresses first above written. Any notice delivered personally, or served by registered mail or courier, shall be deemed to have been given and received on the date of personal service or on the second Business Day following the date of mailing or sending.
    3. This Agreement may be executed in one or more counterparts or by facsimile or electronic counterparts, each of which shall be deemed to be an original, but all of which together shall constitute one agreement.
    4. Time is of the essence hereunder.
    5. This Agreement shall be governed by the laws of the Province of Alberta and the laws of Canada applicable therein, and the parties hereto attorn to the exclusive jurisdiction of the courts of the Province of Alberta.
    6. The Licensee may not offer use of the Suite Tickets, with or without consideration, in connection with a contest or any public promotional plan without the prior express written consent of OEG.
    7. If any provision of this Agreement is determined to be invalid or unenforceable in whole or in part, the remaining terms and provisions of this Agreement remain in full force and effect and shall be enforceable to the fullest extent permitted by law.

SCHEDULE “A”

RULES AND REGULATIONS

Dated as of July 1, 2021

  1. The Licensee shall not sell any food or beverages whatsoever in the Suite. Any alcoholic beverages or food consumed in the Suite shall be obtained from OEG, or a concessionaire designated by OEG. The Licensee shall promptly pay all bills for food, beverages and services furnished, sold or rendered to the Licensee or any Licensee Guest in connection with the use of the Suite.
  2. The Licensee and any Licensee Guest shall at all times maintain proper decorum while using the Suite and shall not attach, hang or display any signs, banners, advertisements or notices in or around the Suite without the prior written consent of OEG. Notwithstanding such consent, the Licensee shall remove forthwith any signs, banners, advertisements or notices at the request of OEG.
  3. Use of movie cameras or video tape or audio recording equipment by the Licensee or any Licensee Guest is strictly prohibited. Still cameras are permitted for Events unless prohibited by the sponsor of such Events. OEG and its employees and agents reserve the right to confiscate tape or film.
  4. The Licensee and any Licensee Guest shall, while in the Suite, Arena’s parking garage, the Arena or on its grounds, comply with all provincial and local laws, rules and regulations governing the sale, possession and consumption of alcoholic beverages and the prohibition of smoking. The Licensee, whether present or not within the Suite, Arena’s parking garage, the Arena or on its grounds, shall be responsible for controlling any Licensee Guest in these regards.
  5. At the expiration of the Term of this Agreement, the Licensee shall return the Suite to OEG, clean and without damage, reasonable wear and tear excepted.
  6. The sale of any Licensee Passes or the sale of the right to use and occupy the Suite is strictly prohibited.
  7. The Licensee may not offer use of the Suite, with or without consideration, in connection with a public promotional plan without the prior written consent of OEG.
  8. Upon presentation of a Suite Ticket by the Licensee or a Licensee Guest, the Licensee or the Licensee Guest, as the case may be, shall be entitled to access to, usage and occupation of the Suite for a certain amount of time before and after the Event as communicated by OEG to the Licensee. For use of the Suite outside of the hours designated by OEG the Licensee shall obtain the prior written consent of OEG.
  9. OEG or OEG Agents may from time to time adopt systems and procedures for the security or safety of the Suites and the Arena, any Persons occupying, using or entering the Suites and the Arena, or any fixtures, finishings, furnishings, equipment in the Suites or contents thereof, and the Licensee shall comply with OEG or OEG Agents’ reasonable requirements and directions relating thereto.
  10. OEG and OEG Agents and all other designated personnel shall have the continued right to enter and have complete access to the Suite at any and all times for:
    1. The purpose of effecting repairs or maintenance or for ascertaining the condition or state of repair and maintenance thereof;
    2. The performance of the duties required to be performed by OEG under this Agreement and for any and all purposes related to this Agreement;
    3. To investigate any threatened, apparent or actual violation of the provisions of this Agreement, the Rules or any applicable governmental laws or regulations; and
    4. Generally, to inspect the Suite and its condition.
  11. The Licensee and any Licensee Guest shall place all refuse and garbage in proper receptacles and shall keep all corridors, stairwells, ducts and shafts in and around the Suite free from all garbage and refuse.
  12. No persons under 18 years of age will be permitted in the Suite unless accompanied by and under the effective supervision of the Licensee or adult Licensee Guest.
  13. The Licensee shall not serve alcohol or cause alcohol to be served to persons under the age of majority in the Province of Alberta.
  14. The Licensee and any Licensee Guest shall not conduct themselves in any manner which is inconsistent with the character of the Arena as a first class sporting and entertainment facility or which will in any way impair the use, occupation and enjoyment of the Suites and the Arena by others or the operations of the Arena.
  15. The Maximum Capacity of the Suite shall comply with fire code and other applicable by-laws and regulations, if any.
  16. The Suite shall not be used for overnight accommodation or residential purposes.
  17. The Licensee shall give prompt notice to OEG of any accident or any defect in the utility services provided to the Suite.
  18. No flammable, dangerous or explosive materials shall be kept in the Suite.