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ln addition, SVA may refuse advertising from any other company that it deems to be inappropriate <br />for any reason. SVA reserves the right to refuse the use of any particular advertisement that it <br />deems to be inappropriate. <br />Advertisement Placement <br />Advertising space is sold on a"first-come first-serve" basis. Efforts may be made to place ads in a <br />certain area, however, no guarantee of specific placement is made or implied. SVA holds final <br />decision on placement. <br />Exclusive Sponsorship <br />During this contract period, Facility may elect to provide exclusive sponsorship to a particular <br />company or companies. Facility reserves the right to cover, hide, or temporarily obscure, any and <br />a!l ads during certain such days, exhibitions, showings, or events. <br />Limited Liability <br />Neither SVA, its agents, its customers, servanfs, officers, employees or the like, warrant that <br />service will not be interrupted or error free; nor does SVA make any warranty as to the results that <br />may be obtained from the use of the service provided unless otherwise stated in this Agreement. <br />SVA is not responsible for delays or other damages beyand its control, including, but not limited to <br />acts of God, communications failure, theft, and/or destruction or unauthorized access to SVA`s <br />records, programs, or services. <br />SVA will maintain comprehensive liability insurance with limits of at least one millian dollars <br />($1,000,000) per persort/per occurrence. <br />Termination <br />In the event that Facility becomes inoperable, condemned, ceases to do business for any reason, <br />or is willfully, or forcibly compelled to prohibit the use of dasher board ads, or the services of SVA, <br />SVA sha{I immediately cease paymenfs and retain all outstanding future payments excepting <br />therefrom payments that were due and owing to the Facility by SVA priorlo the date the Facility <br />became inoperable, condemned, ceased to do business, or was willfully or forcibly compelled to <br />prohibit the use of dasher board ads or the services of SVA.. <br />Change of Ownership <br />Sports Venue Advertising may not assign this contract to new ownership or any other person or <br />entity without fhe prior written approval of the Facility. <br />Ass+gnment <br />Facility may not assign this agreement, in whole or in part, without SVA's written consent. <br />Governing Law <br />This Agreement will be governed by the iaws of the State of Ohio. <br />Entire Agreement <br />This Contract constitutes the entire understanding between the Parties relating to its subject matter <br />and supersedes all prior representations, discussions, negotiations, and agreements, whether <br />written or oral. SVA hereby gives notice of objection to additionai or inconsistent terms set forth in <br />any other document issued by Facility. No modification of this Contract or this provision shall be; <br />binding on e+ther Party unless made ir? writing and signed by both Parties. <br />Neither Party's failure to enforce any term or condition of thPs Contract shall be deemed a waiver of <br />that term or condition or of the right to enforce it in the future. To the extent that any term or <br />condition of this Contract is determined to be invalid, illegal or unenforceabfe, the validity, legality <br />and enforceability of the remainder of this Confract shall remain in full force and effect. The <br />offending term or condition shall be deemed amended by the Parties so as to make it enforceable <br />and, to the extent possible, have substantially the same legal effect as what was intended by the <br />Parties as of the date upon which this Contract became effective between SVA and Facility. <br />Page 3 of 4