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<br />provisions of this Agreement, and this Agreement shall be construed and enforced as if
<br />such provision or provisions had not been included.
<br />
<br />13.15 Intellectual Property. Owner acknowledges that Manager has certain
<br />intellectual property, trade secrets, and proprietary business techniques ("Intellectual
<br />Property") that it will use on behalf of Owner to meet its obligations under this Agreement.
<br />Owner acknowledges that it obtains no ownership rights whatsoever in the Intellectual
<br />Property and, upon termination of this Agreement, Manager shall retain all rights to the
<br />Intellectual Property and remove such Intellectual Property from the Facility and its
<br />operations. For purposes of this Agreement, the term Intellectual Property shall include,
<br />without limitation, analytical tools and documented procedures for forecasting, performance
<br />tracking, operational and marketing systems that are unique to Manager's approach, staff
<br />training programs, program curriculum and agendas, rights to certain discounts or programs
<br />that Manager has negotiated for Manager-operated facilities, and other intellectual property
<br />which Manager has previously introduced to the Facility and of which Manager is an author.
<br />
<br />13.16 Youth Sports. All Orange County recreation facilities are operated
<br />primarily to benefit Orange County residents at reasonable and affordable costs. Manager
<br />may offer adult sports leagues and teams at the Facility. Additionally, the Manager shall
<br />offer non-travel house/recreational level youth sports teams, leagues, matches, and access
<br />at the Facility and in so doing shall cater primarily to Orange County residents. Such
<br />house/recreational level youth sports teams and leagues shall include practices and games,
<br />matches, festivals, and tournaments at substantially similar numbers, frequency, times, and
<br />costs to what has historically been provided at the Facility. Priority will be given to
<br />introduction, grassroots development, and growth of house/recreational level youth sports.
<br />Manager may offer travel level sports teams, however, such travel level youth sports teams
<br />shall not supplant, or in any way reduce Facility access by, house/recreational level youth
<br />sports teams and leagues. Manager shall offer qualifying 80% Area Median Income (as
<br />determined by the U.S. Department of Housing and Urban Development) Orange County
<br />families access to all such house/recreational level and travel level teams through income
<br />based scholarships or other substantially reduced cost programs. Manager may offer all
<br />abilities of youth sports teams, leagues, and scholarship programs directly or through third
<br />party providers.
<br />
<br />13.17 Owner Use and Access. Upon reasonable advance notice Owner may,
<br />at Owner’s discretion, direct Manager to provide access to the Facility by civic and nonprofit
<br />organizations and, subject to the terms herein, may direct such access be provided at
<br />reduced rates. Further, Owner shall have the right to use the Facility or any part thereof,
<br />upon reasonable advance notice and subject to any pre-existing commitments, for such
<br />purposes as meetings, seminars, training classes, or other uses without the payment of any
<br />rental or use fee, except that direct out-of-pocket expenses incurred in connection with such
<br />uses shall be paid by Owner. Owner may, at owner’s discretion, access the Facility for
<br />maintenance, repairs, and to respond to emergency situations at any time. Owner will make
<br />reasonable efforts to ensure such access does not impair Manager’s management of the
<br />Facility.
<br />Docusign Envelope ID: 177AA06A-30B4-42FF-A85A-78B5A7C51DBE
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