Form 75.2.

02 LICENSE OF BROADCAST RIGHTS TO SERIES OF SPORTING EVENTS AGREEMENT This Agreement is made on _________________ [date], between: The Licensor: _________________ _________________ _________________ _________________ (``ORGANIZING COMMITTEE) and _________________ _________________ _________________ _________________ (``NATIONAL ORGANIZING COMMITTEE) and The Licensee: _________________ _________________ _________________ _________________ PARTICULARS A. GAMES: The _________________ Games scheduled to be held in and around _________________ in _________________ including the opening and closing ceremonies thereof. B. RIGHTS: The following rights and terms shall be defined as set forth below for the purposes of this Agreement: Designated Rights: Free Terrestrial Television, Free and Pay Satellite Television, Free and Pay Cable Television. Licensed Period: From the commencement date of the Games until _________________ [date]. Licensed Territory: Licensed Languages: _________________ and English. C. GRANT: (1) Subject to Particular C(2) below in consideration of the payment of the Licence Fee and the technical costs by the Licensee, the Licensor hereby grants the Licensee during the Licensed Period in the Licensed Language throughout the Licensed Territory in accordance with this Agreement subject to clause 9 and clause 13 an exclusive licence to exploit the Designated Rights to the Basic Feed and the Highlights Programs of the Games in whole or in part live or delayed. (2) Notwithstanding Particular C(1) above, Licensee acknowledges that all rights granted hereunder in

relation to the Palestine Strip are non-exclusive. D. LICENCE FEES: (1) The Licensee shall pay the Licensor the sum of US$ _________________ due and payable as follows: on or before December 1, _________________ [year] US$_________________ on or before February 1, _________________ [year] US$_________________ on or before April 1, _________________ [year] US$_________________ (each a ``Due Date) on or before August 1, _________________ [year] US$_________________ E. TECHNICAL COSTS: All technical costs shall be the responsibility of the Licensee absolutely and shall be paid in accordance with the terms of the invoice. F. BASIC PROVISIONS: (1) Number of transmissions allowed: Free Television -- 3 Pay Television -- 3 (2) Technical Elements to be supplied: Basic Feed and Highlights Programs of the Games at the International Gateway (3) Payment Provisions: The Licensee agrees to make the payments required under this Agreement in accordance with this Agreement or the instructions set forth on the invoices issued or to be issued to the Licensee by the Licensor. In the event of conflict between the invoice and this Agreement, this Agreement shall prevail. SPECIAL CONDITIONS (1) The Licensee shall be entitled, subject to compliance with all broadcast regulations laid down from time to time by the Licensor (and subject to limitations of space and making the necessary arrangements with the Host Broadcaster), to produce a unilateral audio andor video feed of the Games to supplement the Basic Feed of the Games. All provisions of camera positions and space shall be provided on a first come first-served basis and subject to space availability. (2) All broadcasts on Pay television in the Licensed Territory must be encrypted. Upon request, the Licensee shall provide the Licensor within a reasonable time, with any equipment necessary to allow the

Licensor intelligibly to receive the Licensees broadcasts in the Licensed Territory. (3) All provisions of this Agreement shall be subject to the ORGANIZING COMMITTEE Constitution and, if any inconsistency between the provisions of this Agreement and the ORGANIZING COMMITTEE Constitution arises, the provisions of the ORGANIZING COMMITTEE Constitution shall prevail. The Licensee hereby acknowledges receipt of a copy of the ORGANIZING COMMITTEE Constitution and agrees to abide by all requirements thereof applicable to the Licensee. IN WITNESS WHEREOF, the parties hereto have caused this Agreement to be executed in three (3) initialled originals by their duly authorised representatives on the day and year first above written. _________________ _________________

By: ______________________________________________ ____________________________________________________________ Title: _____________________________________________ __________________________________________________________ Date: ____________________________________________ __________________________________________________________ _________________________________________________ By: ______________________________________________ Title: _____________________________________________ Date: ____________________________________________

By: Title: Date:

STANDARD TERMS AND CONDITIONS 1. Definitions In this Agreement the following expressions shall, unless the context otherwise requires, have the following meanings: ``Basic Feed means an international quality color video and audio signal incorporating a live television picture with international sound and effects, slow motion, replays, customary identifications and graphics of the Technology Partners, and all recordings of such signals; ``Broadcast Manual means the standard broadcast manual (if any) relating to the Games, which shall include the guidelines for the format and use of the Marks; ``Business Day means a day on which clearing banks in the relevant country are open to the public for business; ``Cable Television means the Television Broadcast of an analogue or digital signal by coaxial or fibre optic cable or by means of microwave systems(commonly known as MMDS or wireless cable) but shall exclude Closed Circuit Television and Video on Demand; ``Closed Circuit Television means the exhibition or transmission of signals over individually wired

systems to television receivers (in their current known form) to an audience confined to a limited area including hotels, construction sites and oil rigs, ships, aircraft, buses or trains, armed services establishments, educational establishments, religious homes and premises for social and cultural activities; ``Free means in relation to a particular type of media, transmissions by that type of media that are intelligibly receivable by television viewers without payment of any kind of fee to any organisation whatsoever, except fees or taxes imposed by any government (including state or Organizing Committee) or agency thereof for ownership of a television receiver or for general reception of, and access to, video and audio transmissions; ``Games Partner means any entity entering into an agreement with the Licensor or its authorised designee granting rights in relation to the commercial exploitation of some or all of the rights or opportunities associated with the Games a list of which will be supplied to the Licensee by ORGANIZING COMMITTEE and which may be updated by the Licensor andor ORGANIZING COMMITTEE from time to time without penalty and which includes the Technology Partners; ``Highlights Program means a highlights program of either each day or the entirety of the Games (as the case may be) produced by or on behalf of the Host Broadcaster as instructed by the Licensor (if any); ``Host Broadcaster means the organisation responsible for creating, producing and supplying the Basic Feed, Highlights Program and Radio Signal, as the case may be, of the Games and making them available for international distribution and providing technical and other services to broadcasters; ``Interactive Television means any point to multipoint dissemination by digital or any other technological means for viewing on television receivers (in their current known form) which incorporates a database overlay to allow viewer response or interactivity and also may or may not include static information, statistics, games or infotainment; ``International Gateway means the international gateway nominated by the Licensor where the Basic Feed, Highlights Program and Radio Signal (as the case may be) of the Games shall be made available to broadcasters of the Games; ``Internet means the on-line global communications matrix which interconnects, either directly or indirectly individual computers (whether integrated with other technology or otherwise) andor computer networks and any on-line telecommunications system or digital-based service or any present or future systems performing a similar function; ``Marks means trade or service marks, registered or otherwise or other indicia representative of the Games as notified by the Licensor to the Licensee from time to time; ``ORGANIZING COMMITTEE means _________________; ``ORGANIZING COMMITTEE Constitution means the Constitution, Rules and Regulations (including the Bye-laws thereto) of the ORGANIZING COMMITTEE in force at the date of this Agreement; ``Pay means in relation to a particular type of media, transmissions by that type of media that are only intelligibly receivable by the viewer if payment (other than fees or taxes imposed or fixed by any government (including state or Organizing Committee) or agency thereof for ownership of a television receiver or for general reception of, andor access to, video and audio transmissions) is made to the

relevant broadcaster or agent thereof excluding Pay Per View and Video on Demand; ``Pay Per View means in relation to a particular type of media, transmissions by that type of media whereby (a) viewers are obliged to pay a specified fee or charge specifically in consideration for the right to view a particular broadcast (which fee or charge shall be in addition to any subscription fees or charges paid by viewers in consideration for the right to view the particular television channel of which the transmission forms part); and (b) the time for each such transmission is designated by the provider of that transmission (and not by the viewer); ``Premiums means items of merchandise which are given away free of charge or sold at a subsidised price by Licensee for advertising or promotion in connection with Licensees broadcasts of the Games and which bear Licensees own customary logo or trade name together with the emblem of the Games and as approved by the Licensor; ``Radio Broadcast means the transmission of audio signals by means of wireless telegraphy whereby such transmission is receivable without charge by means of radio receivers (as they are currently known); ``Radio Signal means a basic analogue audio signal consisting of international sound produced by the Host Broadcaster; ``Satellite Television means the Television Broadcast of analogue andor digital signals by a system whereby the signals are transmitted to a satellite beyond the Earths atmosphere and subsequently retransmitted by a transponder or similar device for intelligible reception only within the Licensed Territory and for this purpose an encrypted re-transmission shall be deemed to be received at any place wherein equipment authorised by the Licensee for the de-coding of such re-transmission is readily available to members of the public; ``Site(s) means the Organizing Committee of the Games and includes the competition and controlled access training areas, their controlled parking spaces, the official ORGANIZING COMMITTEE hotel(s), the press and television centres, the VIP areas, the Athletes Village, the Media Village, any other area which requires either accreditation or a Games ticket to gain access and other official areas which are under the control of the ORGANIZING COMMITTEE or NATIONAL ORGANIZING COMMITTEE, as the case may be; ``Technology Partners means the entity(ies) providing the results of, timing and information and telecommunications services for the Games and which isare designated by the Licensor as the ``Technology Partners with respect to the Games; ``Television Broadcast means the transmission of visual images (together with any sound broadcast in the Licensed Language for reception together with those images) by monochrome or color television to conventional domestic or ``home television receivers (as they are currently known) (including wide screen and high definition television receivers); ``Terrestrial Television means the Television Broadcast of analogue or digital signals by means of VHF or UHF wireless telegraphy, whereby the audio and visual portions of such broadcast are receivable by means of a standard home roof-top or television set built-in antenna; ``Video means: (i) display of recordings of moving images (plus accompanying sound) on a screen with the aid of

stand-alone equipment including video-recorders (whether video cassette or video-disc) andor CD-Rom machines whether privately or in public; (ii) interactive products such as computer programs, video games and virtual reality games, cartridge based games, VCR interactive and CD interactive games and programs, and DVD; and (iii) any present or future equivalent product performing or capable of performing a similar function excluding webcasting and Interactive Television; ``Video on Demand means the telecast of digital or analogue signals of a separate and discreet program from a storage device for reception in the Licensed Territory upon the request of or at or near a time designated by the viewer and for which a per-exhibition charge is paid by the viewer; ``Virtual Signage means the electronic insertion, deletion, broadcast and delivery of advertising by way of live or non-live insertion of video images not present at the Site, in the form of synthetic advertising boards, panels andor signs or otherwise; 1.1 References to clauses, sub-clauses and schedules are, unless otherwise stated, references to clauses and sub-clauses of, and schedules to, this Agreement. 1.2 References to ``include and ``including are to be construed without limitation. 1.3 Words importing the singular include the plural and vice versa. Words importing the masculine gender include the feminine and neuter and vice versa. 1.4 References to persons include incorporated and unincorporated bodies or partnerships and includes reference to that persons legal representatives, successors and permitted assigns. 1.5 Headings are for convenience only and shall not affect the interpretation of this Agreement. 2. Broadcast Commitment and Liquidated Damages 2.1 The Licensee undertakes that it shall broadcast by means of Free Terrestrial Television, not less than two hours of the Games on each day of the Games in Saudi Arabia, Lebanon, UAE, Oman, Bahrain and Qatar. 2.2 Inasmuch as failure by the Licensee to broadcast the Games, or to achieve the minimum broadcast hours set forth in clause 2.1, will cause damage to the Licensor, the Licensor and the Licensee agree that if the Games are not broadcast, or the applicable minimum broadcast hours are not achieved, the Licensee shall pay the Licensor as liquidated damages the sum or sums of US$_________________ per day or part thereof, in default. Such liquidated damages shall be due and payable to the Licensor within thirty (30) days of the last day of the Games. All such amounts outstanding after the due date from the Licensee shall bear interest in accordance with the provisions of clause 7. 2.3 The foregoing sums shall be considered as liquidated damages and not as a penalty and represent a reasonable forecast, mutually agreed by the Licensor and the Licensee, of the probably actual loss the Licensor would suffer by reason of the Licensees failure to broadcast as aforesaid. Notwithstanding the foregoing, the Licensee shall not be liable for such liquidated damages if the failure to broadcast as aforesaid is caused by any of the circumstances described in clause 11 or by any act, neglect or default

of the Licensor. 3. Marketing Rights The Licensee shall have the non-exclusive right in the Licensed Territory during the Licensed Period for the sole purpose of promoting its forthcoming broadcasts of the Games and subject to the prior written approval of the Licensor to: (a) use (but not sub-license) the Marks in accordance with clause 6; (b) use (but not sub-license), in each of the media specified in the definition of Designated Rights, up to 2 minutes of footage from the Basic Feed of the Games provided that such extract shall not constitute an implied or direct endorsement of any product or service; (c) use Premiums provided that the Premiums are sourced through Premium supplier(s) designated by the Licensor, and are distributed free of charge to employees, staff, guests and customers (that are advertisers) but not for promotions made available to the general public including by way of radio or television broadcast or other media. Notwithstanding any other provision of this Agreement the Licensee shall not have any rights to distribute Premiums at the Site. 4. Commercial Airtime Broadcast Sponsorship Obligations 4.1 The Licensee agrees to grant Games Partners the right of first negotiation with respect to the purchase of broadcast sponsorship andor commercial airtime, on a product category exclusivity basis, immediately before, during and immediately after broadcasts of the Games. If a Games Partner wishes to purchase less than the published terms and conditions of commercial airtime required by the Licensee for product category exclusivity, the Licensee may sell the remaining airtime in that product category without restriction. ``First negotiation as used herein shall mean that, before offering broadcast sponsorship andor commercial airtime to any other sponsor or advertiser, the Licensee shall: 4.1.1 first propose to the Games Partners in writing the terms and conditions thereof one hundred and eighty (180) days before the scheduled broadcast or publication of the standard rate card prices, whichever is the sooner; 4.1.2 negotiate exclusively with the Games Partners in good faith for a reasonable period ending no earlier than ninety (90) days prior to the beginning of the Games; 4.1.3 if a Games Partner and the Licensee fail to reach an agreement by the end of such period, be free to contact any third party with respect to any or all of such rights, but not on more favourable terms than those offered to such Games Partner without giving such Games Partner a further fifteen (15) days in which to accept or reject the same; and 4.1.4 be responsible for notifying each Games Partner of any reduced rate in the three (3)-month period preceding the Games. 4.2 Before approaching potential Games Partners andor advertisers in any product category on the list of reserved categories to be supplied to Licensee by ORGANIZING COMMITTEE, the Licensee shall notify

the exact product category to the Licensor, and the Licensee shall not make any approach for ninety (90) days. Thereafter, if the Licensor has not notified the Licensee that there is or will be a Games Partner in such category, the Licensee shall be free to sell broadcast sponsorship andor commercial airtime in such category without restriction. If subsequently there is an Games Partner in such category the Licensee shall afford such Games Partner the opportunity to purchase broadcast sponsorship andor commercial airtime, subject to prior sale, on a product exclusivity basis. 4.3 The Licensor shall notify the Licensee when the sales of Games Partner packages have been completed with respect to the Games. The Licensor shall keep the Licensee informed of the product categories being negotiated for Games Partner status. 4.4 The Licensee agrees to submit to the Licensor and ORGANIZING COMMITTEE, as soon as available, the official standard sales sheet to be offered to potential airtime sponsors (including Games Partners) and advertisers of the Games. 5. The Licensees Undertakings The Licensee undertakes that: (a) it shall use its best efforts to promote and advertise its broadcasts of the Games in close co-operation with the Licensor having particular regard to developing the profile of the Games in the Licensed Territory; (b) it shall broadcast promotional trailers for the Games regularly prior to the commencement of the Games produced by Licensor andor ORGANIZING COMMITTEE and supplied to Licensee; (c) it shall refer to the full official title of the Games in each broadcast of the Games (including the name of any title or presenting sponsor); (d) any telecast by it of the Games shall be of international quality and of the highest professional standard; (e) it shall comply with the Broadcast Manual; (f) it shall not insert or permit any advertising, crawler advertising, on-screen identification or Virtual Signage in its broadcasts of the Basic Feed or Highlights Programs of the Games so as to constitute an express or implied, direct or indirect endorsement of any product or service other than as expressly sanctioned by the Licensor; (g) it shall not superimpose any graphics or information on-screen except for its own logo andor marks, and graphics or factual information provided in all cases that such imposition is made in a standardised manner and does not obscure the viewing of the stadium advertising boards; (h) it shall not edit, alter, delete or change in any way the on-screen identifications and graphics of the Technology Partner(s) incorporated into the Basic Feed or Highlights Programs of the Games; (i) it shall not, without the prior written consent of the Licensor, make any television broadcast which includes any interactive element immediately before, during or immediately after any broadcast of the Games;

(j) it shall submit to the Licensor, upon availability, the official standard sales sheet to be proffered to potential commercial airtime purchasers or broadcast sponsors; (k) it shall provide to the Licensor, in writing at least 7 days prior to each broadcast, details of the intended date, time and duration of any intended broadcast of the Games and whether such broadcast will be live or delayed; (l) it shall permit the Licensor andor its authorised designees in their absolute discretion to exercise Virtual Signage rights in the Basic Feed and Highlights Programs of the Games in any of the Licensees transmissions licensed hereunder; (m) it shall within one (1) month after each broadcast of the Games notify the Licensor of the actual or estimated audience figures, comparisons with other sports in the same week or period and ratings (if available); (n) it shall comply with all applicable laws and regulations in particular the provisions of the ORGANIZING COMMITTEE Constitution applicable to it, with respect to the exercise of its rights hereunder; and (o) it shall provide to the Licensor (at no cost to the Licensor and in a format nominated by the Licensor) within five (5) days of each broadcast, a copy of any unilateral audio andor video feed of the Games and all material broadcast by the Licensee including commentary, commercial breaks and advertising shown immediately before, during or immediately after its broadcast. 6. Use of Marks 6.1 The Licensee shall only use the Marks in its broadcasts of the Games for editorial and promotional purposes in order to promote its broadcasts of the Games in accordance with this clause 6 and the instructions of the Licensor andor ORGANIZING COMMITTEE and subject to obtaining the Licensors prior written approval. The Licensee shall provide samples of the intended use of the Marks to the Licensor andor ORGANIZING COMMITTEE upon request for approval. 6.2 The Licensee shall not use the Marks in any manner contrary to public policy or which could be considered to be deceptive or misleading, or which could compromise or reflect unfavourably upon the good name, goodwill, reputation and image of the Licensor or ORGANIZING COMMITTEE or the Games or which results in a breach of this Agreement or which jeopardises or limits the Licensors proprietary interests in the Marks and such use shall entitle the Licensor to terminate this Agreement immediately. 6.3 The Licensee acknowledges the great value of the goodwill associated with and attached to the Marks and that such goodwill belongs exclusively to the Licensor. The Licensee warrants that it will not during the Licensed Period or thereafter dispute or contest, directly or indirectly, the proprietors ownership of or goodwill in the Marks. In the event that the Licensor determines to take action to enforce the Marks, the Licensee agrees to provide all reasonable assistance to the Licensor in the prevention, control and settlement of any infringement of, or challenge to, the Marks by any broadcaster of the Games. 6.4 The Licensee shall ensure that any use of the Marks shall include all copyright notices andor trade mark legend(s) in accordance with the instructions of the Licensor. 6.5 The Licensee shall not authorise or purport to authorise any third party to use or identify it1self or any product or service with any of the Marks and in particular shall not authorise sponsors of the Licensees broadcasts of the Games, which are not Games Partners, to use or identify themselves or any product or

service with any of the Marks. No mark or identification other than that of the Licensee shall appear simultaneously with the Marks where the latter are used by the Licensee. 6.6 The Licensee shall have the right to use any composite mark or logo incorporating only the official emblem of the Games and the logo of the Licensee provided that Licensee uses such composite mark in all promotional trailers for its broadcasts of the Games during the two (2) month period prior to the commencement of the Games. The format of such composite mark shall be in accordance with the instructions of the Licensor. 6.7 The Licensee shall not use any trade name, logo or any other mark denoting or identifying any third party or third partys products or services in connection with any use of the Marks. 6.8 The Licensee shall have the right to use animations of the official emblems and mascots of the Games in accordance with the instructions of the Licensor andor ORGANIZING COMMITTEE provided that any and all intellectual property rights in such animated emblems and mascots shall, upon request by the Licensor andor ORGANIZING COMMITTEE, be assigned to the ORGANIZING COMMITTEE, or its designee, or the Licensor, free of charge (the form of such assignment to be provided by the Licensor). 6.9 The Licensee shall not adopt or register, or begin to use any trade mark or symbol or mark or designation which includes or is confusingly similar to, or is a simulation or colorable imitation of the Marks or unfairly competes with the Marks. 7. Payments 7.1 All payments shall be made on or before the relevant Due Date in the manner specified in the relevant invoice or set forth in the Particulars. 7.2 Time is of the essence of this Agreement. In the event that a payment is not made on or before the relevant Due Date, interest will be charged at the rate of three per cent (3%) per year above the going rate for unsecured credit lines for domestic borrowers as quoted by _________________ or the maximum amount permitted by applicable law (whichever is the lesser). 7.3 All payments must be made to the Licensor net of any applicable withholding tax, import duties, sales and value added taxes. 7.4 Any failure to pay the Licence Fee or any part of it on or before the relevant Due Date or to pay any technical or shipping costs in accordance with the relevant invoice shall entitle the Licensor to withhold the Basic Feed and Highlights Programs of the Games until any outstanding payments are made without any liability whatsoever and without prejudice to any rights that accrue to the Licensor at law or in equity. 7.5 In the event that any payment shall become due hereunder on a day that is not a Business Day in either the country of the paying party or the country in which the payment account is due, then such payment shall instead be due on the next Business Day following the due date in both such countries, without interest. 8. Delivery of the Basic Feed and Highlights Programs of the Games 8.1 The Basic Feed of the Games shall be delivered to the Licensee on a live or recorded basis as indicated in the Particulars The Highlights Programs of the Games shall be delivered to the Licensee

either at the International Gateway or on tape as indicated in the Particulars. 8.2 In the event of live delivery of the Basic Feed of the Games and delivery of the Highlights Programs of the Games at the International Gateway, the Licensor shall procure the delivery to the Licensee at the International Gateway (or at such other point as may be specified in the Particulars) of the Basic Feed and Highlights Programs of the Games which will be of acceptable technical quality suitable for retransmission by the Licensee. It is specifically understood and agreed that all costs and expenses incurred in connection with ancillary broadcast services and facilities, including all satellite, facilities and related costs, shall be borne by the Licensee. The Licensee agrees to make all payments in connection with such ancillary broadcast services and facilities immediately upon receipt of an itemised invoice. 8.3 In the case of delayed delivery of the Basic Feed and Highlights Programs of the Games to the Licensee, the Licensor shall upon request by Licensee ship or courier by air a full color videotape as specified in the Particulars which meets broadcast standards. All shipping expenses, customs and clearance charges and any technical costs as specified in the Particulars (including, but not limited to, tape stock, recording, conversion, or film prints costs) shall be borne by the Licensee. The Licensee agrees to make all payments in connection with such delivery immediately upon receipt of an itemised invoice. 9. News and Other Access The Licensor will not grant the Designated Rights to the Basic Feed and Highlights Programs of the Games in the Licensed Language within the Licensed Territory during the Licensed Period to any entity, provided, however, that access to the Games or the right to use excerpts from the Basic Feed of the Games may be granted by the Licensor for use in regularly scheduled news or sports-news programs and provided further that the Licensor may authorise the use of excerpts of the Basic Feed of the Games within the Licensed Territory for inclusion within any sports magazine, sports anthology or other programs. 10. Clearances The Licensee agrees to arrange and pay for all rights clearances in the music and commentary (if any) provided hereunder which are necessary in relation to the exercise of its rights hereunder. 11. Force Majeure Notwithstanding anything contained in this Agreement, if total or partial performance by the Licensor under this Agreement should be delayed or rendered impossible due to a casualty or other act of God, strike or other labour dispute, fire, flood, epidemic, earthquake, explosion, war or armed conflict, blockade, embargo, restraints, sanctions, or orders of civil, civil defence, or military authorities, government action or decree, act of public enemy, riot or civil disturbance, or threat thereof or other inability to secure sufficient labour, technical or other personnel, failure or delay of common carrier or impairment or lack of adequate transportation facilities, inability to obtain, or the condemnation, requisition or commandeering of, supplies, equipment or material, failure of technical, production or television equipment, or any other cause or causes, similar to or dissimilar to the foregoing, beyond the control of the Licensor, (``force majeure) then the Licensor shall not be obligated in any manner to the Licensee with respect to the Games or to that day of the Games so affected. 12. CreditCopyright Notice

The Licensee agrees that, on each occasion that any of the Basic Feed or Highlights Program of the Games is broadcast, there shall appear at the end of each such broadcast a credit stating ``Distributed on behalf of the _________________ and _________________ by ORGANIZING COMMITTEE. Should the Basic Feed or Highlights Program of the Games not contain such a credit, the Licensee agrees to add the credit to the Basic Feed or Highlights Program of the Games. In addition the Licensee agrees not to edit or otherwise delete any other credits contained in the Basic Feed or Highlights Program of the Games nor to edit or otherwise delete the copyright notice contained in the Basic Feed or Highlights Program of the Games. The Licensee will include the following copyright notice in full, on screen, at the same time as the above credit, as follows: `` _________________ [date] The Licensee agrees that, as a minimum, it shall broadcast the Marks at the beginning and at the conclusion of each broadcast of the Games as incorporated into the Basic Feed or Highlights Program of the Games. 13. The Licensors Property The Licensee acknowledges that the rights licensed to it hereunder are limited to the material constituting the Basic Feed or Highlights Program of the Games. Any and all rights not herein specifically granted to the Licensee shall be and remain the property of the Licensor, to be used by the Licensor in any manner it deems appropriate. In particular, it is agreed and acknowledged by the Licensee that (a) the Licensee shall not retransmit or authorise the re-transmission of any of the Basic Feed or Highlights Program of the Games by means of Pay Per View within the Licensed Territory and (b) unless specifically included under this Agreement the Designated Rights do not include in-flight, Video, Pay-Per-View, any Internet or online service, including webcasting, any form of Interactive Television (such as two-way television) or any other new media whether now known or hereafter invented. The Licensee shall neither copy nor duplicate nor license nor authorise the copying or duplicating of the Basic Feed or Highlights Program of the Games or any part thereof without the Licensors prior written consent except as required by law or in order to exercise its rights licensed hereunder. Unless specifically authorised in the Particulars, the Licensee shall not have the right to use excerpts or stills separately from the Basic Feed or Highlights Program of the Games and the Basic Feed or Highlights Program of the Games must be broadcast in its entirety for each licensed transmission and the Licensee shall not be permitted to edit, amend, add to, or in any other way alter the Basic Feed or Highlights Program of the Games for such transmission except for editing required to remove segments (with the approval of the Licensor) for the purposes of censorship or as otherwise expressly agreed in writing. 14. Overspill The Licensee acknowledges and agrees that the Licensor reserves the right to authorise third parties to transmit the Basic Feed and Highlights Programs of the Games for reception outside the Licensed Territory. The Licensee further acknowledges that such transmission may be capable of reception within the Licensed Territory (``Overspill). The Licensee agrees that the occurrence of such Overspill shall not constitute a breach of this Agreement. 15. Indemnity The Licensee shall indemnify and hold the Licensor and its affiliates, and each entitys directors, officers, employees and agents harmless from and against any and all claims, damages, liabilities, costs and expenses (including attorneys fees) arising out of any breach by the Licensee of any warranty, representation or obligation of the Licensee hereunder or with respect to any materials added by the

Licensee to the Basic Feed or Highlights Programs of the Games or used in the advertising and promotion thereof, or any use of material provided by the Licensor for which rights are not so expressly granted under this Agreement. 16. Termination 16.1 This Agreement may be terminated immediately upon written notice by the Licensor to the Licensee without prejudice to its other rights and remedies hereunder upon the occurrence of any of the following events: (i) the Licensee fails to pay the Licence Fee or any part of it on or before the relevant Due Date; (ii) the Licensee being in breach of any of the terms and conditions of this Agreement (other than (i) above) or of any other agreement between the Licensee and the Licensor which is incapable of remedy or if capable of remedy is not remedied within 2 days of receipt of written notice from the Licensor specifying the breach and the steps required to remedy the same. 16.2 Either party may terminate this Agreement by written notice, such termination to be effective immediately, if the other party has committed an act of bankruptcy or entered into any arrangement or compromise with its creditors or taken advantage of any laws relating to bankruptcy or insolvency (voluntary or otherwise). 16.3 In the event that this Agreement is terminated, all rights granted to the Licensee shall revert immediately to the Licensor. Any such termination shall not affect any partys rights to any payments then due. Termination of this Agreement shall be without prejudice to all accrued rights and remedies and shall not affect the continuing rights and obligations of the parties under this Agreement. The Licensee acknowledges and agrees that the amount recoverable from the Licensor by it in connection with any breach, dispute or controversy relating to this Agreement is limited to the amount of the Licence Fee actually paid to the Licensor by the Licensee and received by the Licensor. 17. Effect of Expiration or Termination Forthwith upon expiration or termination of this Agreement, the Licensee shall: return or destroy all tapes provided hereunder (if applicable) and provide a statutory declaration confirming the same; return all other accompanying documentation supplied by the Licensor in relation to this Agreement. 18. Notices Any notices to be given or served hereunder shall be in writing and shall be delivered or sent by first class post (air mail if to an overseas address) or facsimile (confirmed by a copy sent by post) to the party to be served at the address set out in the Particulars (or such other address as either party may notify in writing to the other party) (or in the case of facsimile, to the number set out below) and shall be deemed to have been served on the second Business Day after posting (five Business Days in the case of posting overseas) and upon receipt of answer-back confirmation in the case of facsimile. Notices to the Licensor shall be copied to ORGANIZING COMMITTEE and ORGANIZING COMMITTEE Asia Pacific. The

facsimile number of the parties are as follows:

ORGANIZING COMMITTEE: _________________ Attention: Legal Department

NATIONAL ORGANIZING COMMITTEE: _________________ Attention: Secretary General

Licensee: _________________ _________________ Attention: _________________

19. Copyright 19.1 Any copyright in the Basic Feed and Highlights Programs of the Games shall inure to the absolute benefit of the Licensor. The Licensee hereby assigns to the Licensor by way of present and future assignment the sole and exclusive rights, title and entire interest in copyright in the Basic Feed and Highlights Programs of the Games, any highlights programs and any unilateral feed of the Games and any other feed or material or otherwise arising by virtue of its exercise of the rights granted hereunder for the full term of copyright including all renewals, revisions and extensions thereof and where so required the Licensee shall execute all necessary documentation to give effect to this clause 20.1. 19.2 The Licensee hereby agrees that it will, at the request and expense of the Licensor and within the Licensed Territory, take all such actions proceedings or steps as may be necessary in its name or such name as the Licensor shall require to protect the copyright in the Basic Feed of the Games or any material incorporated in any tapes supplied hereunder or any other interests or rights of the Licensor. Further, the Licensee agrees forthwith to notify the Licensor of any infringement or breach of the copyright or other rights in the Basic Feed of the Games or any material incorporated in tapes provided to the Licensee hereunder that shall come to the attention of the Licensee and to take all such actions, proceedings or steps, at the Licensors expense, as the Licensor shall require in respect of any such infringement or breach. 20. Confidentiality 20.1 Neither party nor any of its employees shall divulge to any third party (other than affiliated companies) any of the terms of this Agreement without the express written permission of the other save as may be necessary in order to comply with any legal or regulatory requirements. This clause shall survive the expiry or termination of this Agreement. 20.2 Neither party shall make any public announcement in relation to the existence of this Agreement until such date as is mutually agreed by the parties. The parties shall agree the content of such announcement within two (2) months of this Agreement. If the parties fail to agree the content and date of the announcement within two (2) months, then each party shall be entitled to make their own announcement

but limited only to confirmation of the names of the parties and the existence of this Agreement. 20.3 Notwithstanding the provisions of this clause 22, the Licensor shall for the avoidance of doubt be permitted to send a copy of this Agreement to ORGANIZING COMMITTEE and the affiliates of ORGANIZING COMMITTEE. 21. No PartnershipNo Joint Venture This Agreement is made between principals and nothing herein contained shall be deemed to constitute a partnership or joint venture between the parties hereto. 22. Waiver A waiver by either party of any breach or default by the other party will not be construed as a continuing waiver of the same or any other breach or default under this Agreement and no waiver shall be effective unless made in writing. 23. Tapes on Loan Where any tapes are loaned to the Licensee hereunder by the Licensor, the Licensee shall insure such tapes against loss, damage or theft. 24. Postponement and Cancellation 24.1 The Licensee acknowledges that the Licensor has the absolute discretionary right to make modifications to the format and structure of the Games and is entitled to cancel, advance or postpone the Games. 24.2 If the Games are advanced or postponed for any reason, the terms and conditions of this Agreement shall apply to such rescheduled date. 24.3 If the Games are cancelled in their entirety Licensor shall refund to Licensee all payments actually paid by Licensee hereunder within thirty (30) days of the earlier of the official ORGANIZING COMMITTEE notification of cancellation or the last day of Games had it been held as scheduled. 25. No Assignment by Licensee 25.1 This Agreement shall be binding upon and inure to the benefit of the Licensor and the successors and assigns of the Licensor. The Licensor shall be entitled to assign, sublicense, subcontract, pledge or transfer its rights hereunder in its absolute discretion. The rights granted the Licensee hereunder shall be exclusive to it and shall not be sub-licensed, transferred or assigned without the prior written consent of the Licensor. 25.2 Notwithstanding clause 27.1, the Licensee shall have the right to sub-license its rights under this Agreement (unless otherwise stated) to any broadcaster in the Licensed Territory provided that the Licensee remains fully liable for all its obligations hereunder, and procures that such sub-licensee complies fully with all provisions of this Agreement and does not further sub-license such rights.

26. Governing Law 26.1 The interpretation, construction and effect of this Agreement shall be governed in all respects by the Laws of _________________. 26.2 All disputes arising out of, or in connection with, this Agreement shall be resolved, to the exclusion of the ordinary courts, by a three-person Arbitral Tribunal constituted in accordance with the Arbitration Rules of the International Chamber of Commerce, one arbitrator to be appointed by each of the parties and the third by the appointed arbitrators. The proceedings shall be conducted in English and shall take place in Seoul. The decision of the Arbitral Tribunal shall be final and binding on the parties. 26.3 This Agreement is drawn up in the English Language. If this Agreement is translated into any language other than English, then the English language version shall prevail. 26.4 Notwithstanding clause 28.2, the Licensor reserves the right to bring proceedings in respect of any matter which arises out of or in connection with this Agreement in the courts of any country which has or claims jurisdiction in relation to that matter. 27. Complete Understanding This Agreement consisting of the Particulars and the Standard Terms and Conditions contains the full and complete understanding between the parties hereto, supersedes all prior agreements and understandings, whether written or oral, and may not be modified except by written instrument signed by the parties hereto. In the event of any inconsistency between the Particulars and the Standard Terms and Conditions then the Particulars shall prevail.