AG 2002 08 19 (Regular) - Laserfiche WebLink

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third parties, or which are not under or are caused by events or causes beyond the control of Ticketmaster. PRINCIPAL HEREBY ACKNOWLEDGES THAT ALL IMPLIED WARRANTIES EXISTING BY OPERATION OF LAW, INCLUDING SPECIFICALLY ANY IMPLIED WARRANTIES OF MERCHANTABILITY OR FITNESS FOR A PARTICULAR PURPOSE, ARE EXPRESSLY DISCLAIMED AND NEGATED BY THE EXPRESS WARRANTIES PROVIDED HEREIN. (c) Principal represents, warrants and covenants to Ticketmaster that: (i) Principal is the sole and exclusive owner of the Facility and has the sole and exclusive right and authority to enter into this Agreement and to schedule and present the Attractions at the Facility; and (ii) No agreement or understanding between Principal and any third party (including, without limitation, the promoter or sponsor of any Attraction or the act or event itself) with respect to rights to sell Tickets contains or shall contain any provision inconsistent with any provision, or the purpose or intent, of this Agreement. (d) The representations and warranties contained in this Section shall be deemed "material" as such term is used in Section 18, for all purposes related to this Agreement. 18. Event of Default. (a)' The occurrence of any of the following events, continued for thirty (30) days after receipt by the defaulting party of written notice thereof and the defaulting party's failure to cure the same shall, at the non-defaulting party's option, constitute an "Event of Default" hereunder: (i) the nonpayment by either party of any sums required to be paid or remitted to the other party hereunder; (ii) the default by either party under any material term, covenant or condition of this Agreement, or the breach by either party of any material representation or warranty contained herein; (iii) any affirmative act of insolvency by either party, whether voluntary or involuntary, or the filing by either party, or any third person against either party, of any petition or action under any bankruptcy, reorganization, insolvency or moratorium law or any other law or laws for the relief of, or relating to, debtors; provided, however, that no such act shall constitute an Event of Default unless and until such party shall be unable to meet its obligations to the other party under the terms of this Agreement; and provided that the parties agree that this Agreement constitutes a financial accommodation by Ticketmaster to Principal as such term is utilized in 11 U.S.C. § 365; and (iv) the exposure of a substantial part of either party's property or of the Hardware to any levy, seizure, assignment or sale for, or by, a creditor or governmental agency. 14 C:\WINDOW$~l)esktop\Cabarms Arena LUA Final 081702.doc