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DocuSign Envelope ID:85F8B674-BOBO-49DD-905E-B4A3D145C169 <br /> NAMING RIGHTS AND SPONSORSHIP AGREEMENT <br /> THIS NAMING RIGH,rs AND SPONSORSHIP AGREEMENT ("Agreement") is entered into <br /> effective as of the I" day of August, 2014 between TRIANGLE ORTHOPAEDIC ASSOCIATES, P.A. <br /> ("TOA"), a North Carolina professional corporation with offices located at 120 William Penn Plaza, <br /> Durham, North Carolina and ORANGE COUNTY, a Body Politic and Corporate of the State of North <br /> Carolina("Orange County"). <br /> RECITALS <br /> WHEREAS, Orange County has constructed and is operating the Soccencom Center with <br /> concessions/restroom building("Facility")located on West Ten Road in Efland North Carolina; and <br /> WHEREAS, tine Facility will be utilized by local, regional, state and national organizations, <br /> among other uses; and <br /> WHEREAS, TOA desires to be the named sponsor of the concession/restroom building located at <br /> the Facility in return for certain benefits as set forth below; <br /> NOW, THEREFORE, in consideration of the mutual promises and conditions set forth herein, <br /> and for other good and valuable consideration, the receipt and sufficiency of which are hereby <br /> acknowledged,Orange County and TOA hereby agree as follows: <br /> 1. RECITALS, The recitals set forth above are hereby incorporated into this Agreement. <br /> 2. DEFINITIONS, Unless the context requires otherwise, or when otherwise indicated, the <br /> following definitions apply when these terms are used in their capitalized form. <br /> (a) "Concessions Building"means the concessionfrestroom building at the Facility. <br /> (b) "Facility" is defined in the Recitals set forth above. <br /> 3. TERM AND TERMINATION. <br /> (a) The Term of this Agreement shall begin oil the effective date of this Agreement <br /> and continue until the fifth anniversary of that date, Unless carlier terminated according to the <br /> terms and provisions hercof, TOA shall have the option to extend the Term of this Agreement for <br /> an additional five (S)years at a mutually agreed upon yearly sponsorship fee. TOA may exercise <br /> its option to extend the Term by providing written notice to Orange County of TOA's intent to <br /> renew no later than March 1,2019. <br /> (b) TOA shall have the right to terminate this Agreement upon 30 days written <br /> notice to Orange County in the event of the occurrence of any of the following contingencies: (i) <br /> if Orange County is adjudicated as insolvent, declares bankruptcy or is otherwise unable to <br /> perform its management duties for the Facility; or (ii) upon material breach of any provision of <br /> this Agreement by Orange County, if such breach is not cured within thirty (30) days after <br /> Orange County's receipt of written notice from TOA. <br /> (c) Orange County shall have the right to terminate this Agreement upon written <br /> notice to TOA in the event of the occurrence of any of the following contingencies; (i) if TOA is <br />