Sports CampAgreement

This Agreement is made and entered into as of DATE (the "Agreement Date") by and between LE MOYNE COLLEGE, a New York not-for-profit educational corporation, whose address is 1419 Salt Springs Road Syracuse, New York 13214 (the "College") andCamp Name, whose address is CAMP ADDRESS (the "Camp Sponsor").

1. Recitals. The College has determined that, as part of its educational mission, it wishes to operate sports camps. The operation of sports camps is consistent with the College's sponsorship of intercollegiate and intramural athletic programs, and provides the same types of educational benefits that the College affords through those programs. The College desires to retain the CampSponsor as an independent contractor consultant to operate a sport camp on the College's behalf, and the CampSponsor desires to be so retained, upon the terms and conditions contained in this Agreement.

2.The Camp. The College hereby retains CampSponsor, and the CampSponsor shall serve the College, as a consultant to operate a summer sport camp. The Camp Sponsor shall host a camp to offer instruction in the sport of XXXX to youth who are of age XX to XX during the period from Date to Date (the "Camp").

3. Term. The term of this Agreement shall be from the date shown first above through August 31, 2014, when all obligations of the Camp Sponsor and the College relating to Camp are expected to be completed.

4. Duties; Effort. The Camp Sponsor shall exercise its best efforts and professional judgment in operating the Camp to comply with the College's rules and regulations, and to further the educational needs and requirements of the College. The Camp shall have reasonable use of the College's facilities necessary for the operation of the Camp. The CampSponsor shall provide the College with a written list of the College's facilities it would like to use, and the College shall indicate its response to their requested use by appropriately marking up the list, signing it, and returning it to the CampSponsor.

5. Financial Matters.

(a)CampRegistration Fee. The CampSponsor shall charge a registration fee to all individuals attending the Camp. The CampSponsor shall determine annually the amount of the registration fee, subject to the approval of the College's CampCoordinator, which shall not be unreasonably withheld or delayed.

(b)Payments for Services.

SEE ATTACHED CAMP FEE STRUCTURE.

All meals for overnight camps shall be provided under a contract between the College and a professional food service provider.

All payments under this Agreement shall be due to the College within thirty days of completion of the Camp. All amounts owed to the College hereunder which are more than sixty days past due shall be subject to a late fee of 1 1/2% per month for each month or part of a month during which the payment is late. In the event the College elects to retain an attorney to represent the College in collecting any balance due, the CampSponsor shall also pay the College's reasonable attorneys' fees and all other reasonable cost and expenses incurred to collect the balance due.

(c)Expenses. The CampSponsor shall be responsible for paying all expenses associated with operating the Camp other than those set forth above which the College has expressly agreed to pay.

(d)Compensation. The CampSponsor shall have to right to retain the net proceeds from the operation of the Camp after all the CampSponsor's expenses have been paid.

6.Accounting Confidentiality; Reports; and Records.

(a)Accounting and Confidentiality. In the event the constitutions, bylaws, rules, regulations, or policies of the NCAA or any other governing body or conference to which the College may be subject requires an accounting or other report relating to the Camp's revenues and expenses, the Camp Sponsor shall provide same within a reasonable period of time after the College's request. To the extent that the CampSponsor is required to present an accounting or report, the College shall have to right to conduct, at its expense, a full audit of the Camp, using the accountants of its choice. The College has use reasonable efforts in good faith to maintain the confidentiality of all information provided by the CampSponsor or contained in any such accounting or report. Notwithstanding, information obtained as a result of an accounting or report may be used by the College for purposes of any investigation of any infraction of any constitutions, by laws, rules or regulations of the NCAA or any other governing body or conference to which the College may be subject involving the College's sports programs.

(b)Annual Revenue Report. The Camp Sponsor shall, on or before August 31, 2011, report the income and expenses from the Camp in writing to the Athletic Director of the College through the College's Camp Coordinator.

(c)Additional Reports. The CampSponsor shall provide to the College's CampCoordinator, upon request, any information specified by the CampCoordinator. The CampSponsor may appeal such request or specification to the College's Athletic Director prior to providing the same. The decision of the College's Athletic Director on any such appeal shall be final.

(d)Record keeping. The CampSponsor shall retain the records underlying the income and expenses for each Camp for a term of not less than five years after the completion of the Camp, regardless of whether this Agreement is terminated prior to the completion of the five-year term.

7.Scheduling, Advertising, and Use of College's Name.

(a) Prior Approval. No Camp may be scheduled at the College or advertised without the prior approval of the College's CampCoordinator, whose approval will not be unreasonably withheld. While planning a Camp, the Camp Sponsor shall meet with the College's Camp Coordinator to identify facilities for the camp, agree on the schedule, establish rules under which the camp will be operated, and resolve any other matters that involve the College. Once agreement on these matters has been reached and set forth in a mutually approved writing, the College's CampCoordinator will approve the proposed Camp.

(b) Dormitories. In the event that overnight accommodations are desired for Camp participants, the CampSponsor and the College will execute a facilities agreement.

(c)Policies and Procedures Compliance. The CampSponsor shall comply with all College policies, regulations, and guidelines, and all local, state and federal laws concerning health, safety and public order. Failure to comply with the preceding may result in forfeiture of the privilege of using College facilities and services, or termination of this Agreement, in the discretion of the College.

(d)Use of Name. All Camp advertisements and brochures will clearly identify the CampSponsor as the party responsible for operating the Camp. Use of the name "Le Moyne College" in any advertisement, material, brochure, mailer or similar item in a manner which infers that the College is the party responsible for operating the Camp is not permitted. Brochures, advertisements, materials, mailers or similar items shall contain a disclaimer that, "While the Camp being conducted as an educational program is located on the Le Moyne College campus, Le Moyne College is not responsible for operation of the Camp." The Camp is licensed to use the College's name, "Le Moyne College," only in the phrase described above and for the purpose of identifying the geographical location of the Camp unless written approval has been granted by the College.

8.Relationship Between Parties. For the purposes of operating the Camp, the Camp Sponsor's relationship to the College shall be that of an independent contractor. Neither party shall have, nor hold itself out as having, the power or authority to bind or create liability for the other party by its intentional or negligent act or omission.

9.Assistant Coaches. The College grants the Camp Sponsor the right to retain the services of persons employed by the College as full-time or part-time assistant coaches for intercollegiate athletic teams, as coaches for the Camp. The Camp Sponsor shall be solely responsible for paying those coaches for the Camp for the performance of their duties at the Camp and for all obligations imposed by law with respect to the compensation paid to the coaches. In the event that the Camp Sponsor is found liable by any tribunal for any breach of the obligations imposed by this Paragraph 9 or the Camp Sponsor otherwise agrees to liability for any such breach or act or omission, the Camp Sponsor shall hold harmless the College for the amount of any such liability. In no event, however, shall the Camp Sponsor's duty to reimburse the College extend to any claim brought against the College for the breach of the College's obligations under this Agreement or for the College's acts or omissions in which the College is either found liable by any tribunal or agrees to liability for such breach or act or omission.

10.Insurance.

(a) Liability. The Camp Sponsor shall carry a commercial general liability insurance policy on an occurrence basis providing coverage of $1,000,000 per occurrence with a $2,000,000 aggregate liability limit. The insurance policy must also include coverage for bodily injury to any person while practicing for and participating in any sport or athletic event/contest or exhibition sponsored by the Camp Sponsor. The College shall be included as an additional insured on the policy.

(b) Medical. The Camp Sponsor shall provide and maintain secondary medical insurance for each Camp participant.

(c) Employees. The Camp Sponsor may provide and maintain New York State Worker's Compensation and Disability benefits covering its employees and volunteers.

(d). Priority of Coverage. The policies referred to in this section shall be primary insurance ahead of any insurance carried by the College with respect to the Camp, and the Camp Sponsor shall furnish the written consent of the insurer to the primacy of these policies. All policies shall be in a form approved for issuance in the State of New York, The insurance policies referred to in this section shall not be diminished or canceled without at least thirty days prior written notice to the College's Camp Coordinator, and the Camp Sponsor shall deliver to the College's Camp Coordinator a certificate of insurance evidencing the coverage required by this section including the commitment for all policies no later than fourteen days prior to the Camp start date. The Camp Sponsor shall also furnish a true and complete copy of the policies to the College upon request. The insurer on any such policy to be provided by the Camp Sponsor shall be reasonably acceptable to the College and licensed to do business in New York State.

11. Indemnification.

(a) Camp Sponsor. The Camp Sponsor agrees to indemnify and hold the College, its officers, trustees, employees, agents, representatives, successors, and assigns harmless from and against all claims, losses, damages, or expenses of whatever form or nature, including attorney's fees and other costs of legal defense, whether direct or indirect, that they, or any of them, may sustain or incur as a result of any acts or omissions of the Camp Sponsor or any of its directors, officers, employees, agents, or representatives, including, but not limited to: (i) breach of any of the provisions of this Agreement; (ii) the negligent or intentional act or omission of the Camp Sponsor or any of its directors, officers, employees, agents or representatives; (iii) violation by the Camp Sponsor (or its directors, officers, employees, agents or representatives) of any laws, regulations, or orders.

(b)College. The College agrees to indemnify and hold the Camp Sponsor, its officers, directors, employees, agents, representatives, successors, and assigns, harmless from and against all claims, losses, damages, or expenses of whatever form or nature, including attorneys' fees and other costs of legal defense, whether direct or indirect, that they, or any of them, may sustain or incur as a result of any acts or omissions of the College or any of its trustees, officers, employees, agents, or representatives, including but not limited to: (i) breach of any of the provisions of this Agreement; (ii) the negligent or intentional act or omission of the College or any of its trustees, officers, employees, agents, or representatives; (iii) violation by the College (or its trustees, officers, employees, agents, or representatives) of any laws, regulations, or orders.

12.Parental Release. The Camp Sponsor agrees that every minor child, unaccompanied by a parent, shall present to the College, upon arrival, a medical release for hospital treatment or treatment by a physician, signed by one or both of the child's parents, to allow for treatment should accident or injury occur.

13.Governing Law. This Agreement shall be governed by and construed in accordance with the laws of the State of New York. Camp Sponsor shall also operate the Camp in accordance with any applicable constitutions, bylaws, rules, or regulations of the NCAA or any other governing body or conference to which the College is or may be subject and in accordance with any reasonable requests of the College's Athletic Director.

14. Modification. No modification, amendment, addition or waiver of or to the provision of this Agreement shall be valid or enforceable unless made in writing and signed by the parties.

15.Assignment. The Camp Sponsor shall not assign this Agreement without the prior written consent of the College.

16.Entire Agreement. This Agreement sets forth the entire understanding of the parties with respect to the subject matter, and it supersedes all prior agreements, understandings, or representations concerning the operation of the Camp, whether oral or written, by any party.

The parties' assent to this Agreement as of the Agreement Date established by their signatures below.

1

LE MOYNE COLLEGE

By:

Title:

Camp NAME

(Camp Sponsor)

By:

Title:

1