Exhibit 10.5

AMENDMENT TO LICENSE AGREEMENT

THIS AMENDMENT TO LICENSE AGREEMENT ("Amendment") is entered into this      day of August, 1999, by and between Ticketmaster Corporation
("Ticketmaster") and Ticketmaster Group Limited Partnership ("User"), with reference to the following facts:

A.  Ticketmaster
and User entered into that certain License Agreement dated as of May 23, 1991 ("License Agreement"), whereby Ticketmaster granted User an
exclusive license and right to use the Ticketmaster System, name, logo and Mark in connection with User's computerized event ticketing business in the Market Area upon the terms and conditions set
forth in the License Agreement.

B.  Ticketmaster
and User hereby desire to amend the License Agreement in certain respects as set forth herein.

NOW,
THEREFORE, in consideration of the mutual promises and covenants set forth herein, the parties hereby agree as follows:

1.Defined Term(s).For purposes of the License Agreement, as hereby amended, the following terms shall
have the meanings set forth below:

"System"
means and includes any software or hardware or combination thereof which is owned or controlled by, or licensed to or otherwise authorized for use by, Ticketmaster in
connection with a computer based system for distributing tickets used in the United States, including related procedures established and maintained by Ticketmaster for the purpose of voice and data
communications or selling, accounting, auditing or controlling the sale of tickets for events.

"TM
System User" means and includes any person, sole proprietorship, partnership corporation, joint venture or other legal entity (other than Ticketmaster) operating the System within
the United States. Any such entity may be wholly owned or controlled by Ticketmaster, partially owned, a joint venture or independent of Ticketmaster.

All
other capitalized terms used and not otherwise defined herein shall have the meanings ascribed to them in the License Agreement.

2.Condition to Effectiveness.This Amendment shall not be effective unless and until the parties have
entered into and executed a definitive settlement and release agreement with respect to claims asserted in and related to that certain lawsuit entitledTicketmaster Group
Limited Partnership v. Ticketmaster Corporation(and related counterclaim), USDC Case No. 97 C2337, filed on or about April 4, 1997 in United States District
Court for the Northern District of Illinois, and the Court shall have entered a final non-appealable Order dismissing the lawsuit with prejudice. The "Effective Date" of this Amendment
shall be the same date as the Effective Date of the Settlement Agreement being executed concurrently herewith, as defined in paragraph 4 thereof.

3.Additional Payments.Effective as of September 1, 1997, each of the Per Ticket Amounts set
forth in the table in Section 4 of the License Agreement shall be increased by an amount equal to $0.02. The amount of the Additional Payment for each applicable period since
September 1, 1997 shall be recalculated based upon such increase in the Per Ticket Amounts, and the additional amount due through July 31, 1999, shall be paid by User to Ticketmaster no
later than five days subsequent to the Effective Date. All Additional Payments resulting from such $0.02 increase to the Per Ticket Amount shall be in consideration of the settlement of the litigation
referred to in Section 2 above and Ticketmaster's agreement to permit User to continue to have the right and license to use the Mark within the Market Area in accordance with the provisions of
the License Agreement, as amended hereby.

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4.Upgrades.Sections 12(b), 12(c), 12(d) and 12(e) of the License Agreement are hereby deleted in
their entirety and the following are hereby substituted in lieu thereof:



In
addition, the second and third sentences of Section 8 of the License Agreement are hereby deleted in their entirety, it being the intent of the parties that User shall have access throughout
the Term of the License Agreement to the most current technology available from Ticketmaster for use in connection with the System, and that Ticketmaster shall make available to User hardware and
software such that User will have the ability to operate a system having performance capabilities equal to those of any other TM System User.

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5.Cooperation and Support.Section 12 of the License Agreement is hereby amended to add the
following to the end of such Section:



6.Internet Sales.Ticketmaster and/or Ticketmaster Online-City Search shall integrate
User's ticket sales information and ticket sales transaction processing onto Ticketmaster's Internet web site (currently known as "ticketmaster.com") (the "Web Site"), and shall enable User and its
clients to sell tickets through the Web Site in the same manner as other TM System Users, it being agreed and understood that Ticketmaster will use reasonable efforts, with User's cooperation, to
perform its obligations pursuant to this sentence within ten days after the date of this Amendment. User agrees to reimburse Ticketmaster and/or Ticketmaster Online-City Search for all
out-of-pocket expenses incurred in connection with making such access to the Web Site available to User, in accordance with Section 12(e) of the License Agreement, as
amended. In addition to any other payments due to Ticketmaster under the License Agreement, as amended hereby, and in consideration of Ticketmaster and/or Ticketmaster Online-City Search
making the Web Site available to User as aforesaid, User shall pay Ticketmaster an amount equal to $0.25 per ticket for each ticket sold by User through the Web Site. Such payments
shall constitute Additional Payments as defined in Section 4 of the License Agreement, as amended hereby. Upon completion of Ticketmaster's performance of its obligations pursuant to the first
sentence of this Section 6, User shall promptly discontinue the provision of ticket

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and merchandise sales information and services on that certain web site currently known as "ticketmasterwb.com".

7.Equipment.Section 14 of the License Agreement is hereby deleted in its entirety and the
following is substituted in lieu thereof:



8.Non System-Related Software.The provisions of Section 12(b) of the License Agreement, as
amended hereby, shall not apply to software owned or licensed by Ticketmaster or any entity owned or controlled by Ticketmaster that does not work with or rely on a connection (either periodic or
continuous) to the System for proper operation and which are offered by Ticketmaster or such other entity for sale or license to third parties (the "Non System-Related Software"). Examples of software
falling within the scope of Section 12(b) of the License Agreement, as amended hereby (and not within the scope of this Section 8), include, without limitation, bar coding (e.g., FANTm),
IVR voice response units, ticket sales kiosks, credit card authorization, client settlement and similar accounting programs, PCI, disaster recovery programs, VRun reports, offline archiving of
accounts, niterun, TMWIN99 or similar Systems communications software and fraud programs. Examples of software falling outside of the scope of Section 12(b) of the License Agreement, as amended
hereby (and within the scope of this Section 8), include Archtics season ticketing software and Foxman's FanTracker. Solely as a means of further illustrating the intent of the parties, should
Ticketmaster acquire the rights to software sometimes known as Paceolan, the Paceolan software would be covered by this Section 8 and not by Section 12(b) of the License Agreement, as
amended hereby, but any interface developed by Ticketmaster to connect the system to the Paceolan software would be covered by Section 12(b), as
amended hereby. User shall have the right to license (if licensing is offered as an option) or purchase (if purchasing is offered as an option) any and all of such Non System-Related Software from
Ticketmaster or such entity owned or controlled by Ticketmaster for sublicense or sale to User's clients. The cost to User of any such Non System-Related Software shall be equal to the lowest
generally prevailing fee charged from time to time to clients by Ticketmaster or such entity owned or controlled by Ticketmaster for such Non Systems-Related Software, it being agreed and understood
that User may determine, in its sole discretion, the amount to be charged to User's clients with respect to the sublicense or sale of such Non Systems-Related Software to those clients. It is further
agreed and understood that User shall pay a separate fee to Ticketmaster each time that the Non Systems-Related Software is sublicensed or sold by User to a client (e.g., if the Archtics season
ticketing software is sublicensed or sold by User to ten venues, User shall pay Ticketmaster the applicable fee times ten). No later than five days subsequent to the Effective Date, User shall pay
$50,000 to Ticketmaster, being

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the fee payable with respect to the license by User of the Archtics season ticketing software to be sublicensed by User to the Baltimore Orioles. Notwithstanding the foregoing, such $50,000 license
payment shall not be applicable for the use of the Archtics season ticketing software, alone or through User's System, by the Washington Redskins or the Baltimore Ravens National Football League
football teams or their respective successors or assigns inasmuch as the purchase of the Archtics use license by those entities occurred prior to the acquisition of Distributed Systems Architects,
Inc/Archtics by Ticketmaster.

9.Use of Ticketmaster Facilities.



10.Consent to Transfer.Ticketmaster hereby consents to the transfer of Centre Group Limited
Partnership's interest in User to Washington Sports & Entertainment Limited Partnership (or to a wholly-owned subsidiary of Washington Sports & Entertainment Limited Partnership if such
subsidiary agrees in writing to be bound by the terms and conditions of Section 16 of the License Agreement); provided, however, that such transfer is consummated by December 31, 1999
and written verification of such transfer is received by Ticketmaster by January 15, 2000. Said transfer, if consummated, shall have no impact on the parties' respective rights and obligations
under the License Agreement or this Amendment, and User shall remain liable for all of User's duties and obligations thereunder and hereunder. By its execution of this Amendment in the space provided
below, Washington Sports & Entertainment Limited Partnership agrees to be bound by the terms and conditions of Section 16 of the License Agreement if such transfer to Washington
Sports & Entertainment Limited Partnership is consummated. User represents that Washington Sports & Entertainment Limited Partnership is under common control with Centre Group Limited
Partnership, and prior to the Effective Date User has provided Ticketmaster with a letter outlining the identity of and relationship between the transferor and the transferee.

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11.Remedies.The intent of the parties is to cooperate to advance their mutual interests, and to
reduce the likelihood of future disputes. To that end, the parties amend as follows those provisions of the License Agreement outlining their respective rights and remedies in the event of a breach or
default (including, without limitation, those governing termination). Except for the provisions of Sections 10, 11(a)(i) and (ii), 11(b), (11(c) and 11(d) of the License Agreement, which remain
in full force and effect, in the event of any breach or alleged breach of the License Agreement, the complaining party shall give the other written notice of the alleged breach and, if curable, of the
proposed remedy or cure. The defaulting party shall remedy said breach within seven days or (solely with respect to a breach other than a failure to pay when due amounts owing to Ticketmaster under
the License Agreement) such longer period as may be reasonably required to effectuate such remedy so long as remedial action is commenced within such seven-day period and is actively and
diligently pursued to completion. Except as set forth in Sections 10, 11(a)(i) and (ii), 11(b), 11(c) and 11(d) of the License Agreement, no breach shall justify termination of the License
Agreement unless there has been a material and substantial non-performance or other breach of the License Agreement.

12.Use of the System:In the event that the System is, at any time during the term of the License
Agreement, being operated by Ticketmaster or a TM System User outside of the Market Area in connection with any independent or third-party computer system (other than any such connection which is in
the developmental, experimental or testing stage), then Ticketmaster will authorize User (at no additional charge to User by Ticketmaster solely to provide such authorization) to operate the System
within the Market Area in connection with such independent or third-party computer system (if
permitted by such independent or third-party provider) in the same manner as being operated by Ticketmaster or such TM System User. By way of example only:



13.Representations and Warranties.Each party represents and warrants that (i) it has full and
exclusive power and authority to enter into and be bound by this Amendment and that the person executing this Amendment on behalf of such party is duly authorized to do so, and (ii) this
Amendment is a duly authorized, valid and binding agreement of such party, enforceable against such party in accordance with its terms.

14.Notices.Section 22 of the License Agreement is amended to change the addresses for notice
to the following:

If to Ticketmaster, to:

Ticketmaster Corporation
3701 Wilshire Blvd., 9th Floor
Los Angeles, CA 90010
Attn: Terry Barnes, President and CEO,
and Daniel R. Goodman, Executive V.P.
and General CounselWith a copy to:

Neal, Gerber & Eisenberg
Two North LaSalle Street
Suite 2100
Chicago, Illinois 60602
Attn: Norman J. Gantz


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If to User, to:

Ticketmaster Group Limited Partnership
c/o AP Tickets, Inc.
One Harry S. Truman Drive
Landover, Maryland 20785
Attn: Abe Pollin
Paul d'EustachioWith a copy to:

Arent Fox Kintner Plotkin & Kahn, PLLC
1050 Connecticut Avenue, N.W.
Washington, D.C. 20036-5339
Attn: David M. Osnos


15.Conflicting Terms.In the event a conflict arises between this Amendment and the terms and
conditions of the License Agreement, the terms and conditions of this Amendment shall control. Except as specifically set forth herein to the contrary, all of the terms and conditions of the License
Agreement are in full force and effect, shall continue in full force and effect throughout the term and are hereby ratified and confirmed by the parties.

16.Counterparts.This Amendment may be executed and delivered in multiple counterparts, each of which,
when so executed and delivered, shall be an original, but such counterparts shall together constitute but one and the same instrument.

IN
WITNESS WHEREOF, the parties have executed this Amendment as of the date first written above.

|TICKETMASTER CORPORATION,                                   |  | TICKETMASTER GROUP LIMITED PARTNERSHIP, an Illinois corporation a Maryland limited partnership
|----------------------------------------------------------- |  | ----------------------------------------------------------------------------------------------
|                                                            |  |                                                                                               
|By:                                                         |  |                                                                                               
|Title:                                                      |  |                                                                                               
|AGREED TO AS OF THE DATE HEREOF FOR PURPOSES OF SECTION 10. |  |                                                                                               
|WASHINGTON SPORTS & ENTERTAINMENT LIMITED PARTNERSHIP       |  |                                                                                               
|By:                                                         |  |                                                                                               
|Title:                                                      |  |                                                                                               

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LICENSE AGREEMENT

THIS AGREEMENT is made and entered into as of the 23rd day of May, 1991, by and between Ticketmaster Corporation, an Illinois corporation ("Ticketmaster"), and
Ticketmaster Group Limited Partnership, a Maryland limited partnership ("User").

WITNESSETH:

WHEREAS, Ticketmaster is the owner of certain software systems, accounting procedures and know-how which, in the aggregate, comprise a computerized event
ticketing system (the "System"); and

WHEREAS,
Ticketmaster is the owner of and/or claims ownership rights to the name, mark and logo "Ticketmaster" (the "Mark"), which Mark is used in conjunction and identified with the
System; and

WHEREAS,
the System and the Mark are known within the computerized ticketing industry and by the public as connoting a high level of quality and service; and

WHEREAS,
User desires to be granted a license by Ticketmaster to use the System and the Mark in connection with User's computerized event ticketing business in the territory described
in Exhibit I attached hereto (the "Market Area");

NOW,
THEREFORE, in consideration of the premises and the mutual covenants herein contained and for other good and valuable consideration, the receipt and sufficiency of which are
hereby acknowledged, the parties hereto hereby agree as follows:

1.License.Ticketmaster hereby grants to User an exclusive right and license to use the System and
(solely in connection with the System and the provision of computerized ticketing services) the Mark within the Market Area; subject to the rights retained by Ticketmaster in accordance with Section 5
hereof.

User
hereby acknowledges that the System and the name "Ticketmaster" are highly regarded in the computerized ticketing industry and by the public, and that Ticketmaster deems it
important that all persons using the System or such name operate in a manner consistent with good business practice. Accordingly, User agrees to operate its business in a manner that will not
negatively affect the reputation of the System or the Ticketmaster name, including, without limitation thereby, the prompt settlement of accounts and the honoring of all bona fide obligations.

Ticketmaster
further assigns all of its right, title and interest in and to those certain agreements described on Exhibit II attached hereto to User, it being agreed and understood
that (i) such agreements are assigned by Ticketmaster to User as is, and without any representations and warranties whatsoever, and (ii) User shall indemnify and hold Ticketmaster and its officers,
directors, employees, agents, representatives, affiliates, shareholders, successors and assigns harmless from and against any and all losses, claims, damages, liabilities, costs and expenses
(including, without limitation, reasonable attorneys fees) arising from or related to such agreements and to the performance thereof by User at any time from and after the date hereof.

2.Term.The initial term of this Agreement and the license granted hereby shall commence on the date
hereof, and shall remain in force, unless terminated earlier in accordance with the provisions hereof, until the tenth (10th) anniversary of the Operational Date. This Agreement may be renewed by User
for two additional five year terms by written notice of renewal delivered by User to Ticketmaster no less than 90 but no more than 150 days prior to the expiration of the then current term of this
Agreement so long as User is not in default under this Agreement either at the time such notice is delivered or at the time the renewal period is scheduled to commence.

As
used in this Agreement, (A) the term "Operational Date" shall mean the date upon which the System becomes operational in the Market Area or any part thereof, and (B) the term
"Operational Year" shall mean the twelve-month period commencing on the Operational Date and ending on the first anniversary of such date and each twelve-month period thereafter.

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3.Base Payments.User shall pay to Ticketmaster during each year of the term hereof a minimum annual
royalty in the amount of $125,000 for the right to use the System and the Mark in the Market Area (the "Base Payment"). The Base Payment shall be payable in advance in equal quarterly installments
commencing on the Operational Date.

All
Base Payments shall be made by User directly to Ticketmaster in United States Dollars in the manner designated by Ticketmaster from time to time during the term of this Agreement,
which may include wire transfer into a Ticketmaster bank account.

4.Additional Payments.In addition to the Base Payments, User shall pay to Ticketmaster with respect
to each Operational Year an additional royalty (the "Additional Payment") equal to (i) the Number of Tickets Sold multiplied by the Per Ticket Amount minus (ii) the aggregate Base Payments actually
paid by User to Ticketmaster during that Operational Year. To the extent that in any Operational Year part (i) of the foregoing calculation does not exceed part (ii) thereof, no Additional Payment
shall be made by User to Ticketmaster for that Operational Year and Ticketmaster shall not be obligated to return any portion of the Base Payments paid during such Operational Year or to credit any
amount against Additional Payments payable in any succeeding Operational Year. As used herein "Number of Tickets Sold" shall mean for any Operational Year the number of tickets sold or distributed by
User, whether or not by or through the System or using the Mark, in the Market Area and to which a customer convenience charge or service charge is or normally is attached, whether at remote ticket
outlets, by telephone, by mail order, at facility box offices, at User locations or elsewhere (exclusive of complimentary and season tickets and tickets sold at a facility box office by a party not
affiliated with User where that party assesses a service charge no part of which accrues to the benefit or is otherwise payable to User or User's affiliates). Further, as used herein, the "Per Ticket
Amount" shall be the amount set forth below during each of the indicated Operational Years (including permissible renewal periods):

|During Operational Years |  | The Per Ticket
Amount Shall Be
|------------------------ |  | ------------------------------
|                         |  |                               
|1 through 2              |  | $0.06                         
|3 through 4              |  | $0.07                         
|5 through 6              |  | $0.08                         
|7 through 8              |  | $0.09                         
|9 through 10             |  | $0.10                         
|11 through 12            |  | $0.11                         
|13 through 14            |  | $0.12                         
|15 through 16            |  | $0.13                         
|17 through 18            |  | $0.14                         
|19 through 20            |  | $0.15                         

In
the event that this Agreement is terminated for any reason prior to its expiration, the period commencing on the day following the end of the prior Operational Year and ending on the date of
termination shall be deemed to be an Operational Year for purposes of this Agreement.

Additional
Payments for each Operational Year shall be calculated and paid by User to Ticketmaster in United States Dollars on a quarterly basis, within ten (10) days following any
quarter during an Operational Year in which the aggregate per ticket royalty for such year exceeds the Base Payment for such year and in each quarter thereafter during any such year. All Additional
Payments shall be made by User directly to Ticketmaster in the manner designated by Ticketmaster from time to time during the term of this Agreement, which may include wire transfer into a
Ticketmaster bank account.

Within
ten (10) days after the end of each quarter of the term hereof, User shall deliver to Ticketmaster a report of all tickets sold, printed, produced and distributed by User in
the Market Area

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during such quarter, which report shall contain such information as may be necessary for Ticketmaster to calculate Additional Payments and such other information as Ticketmaster may reasonably
request. Ticketmaster shall be entitled upon reasonable notice to User to access to the books and records of User during User's normal business hours and at User's premises for purposes of confirming
and computing the amounts of Additional Payments payable hereunder; provided, however, that access to such books and records by Ticketmaster shall not unduly disrupt normal business operations of
User.

5.Ticketmaster Rights.Notwithstanding anything to the contrary herein, Ticketmaster is hereby
retaining the right for itself and for its affiliates to sell, by telephone and/or at outlets, tickets or other evidences of admission or entitlement to attend or receive transmission of the following
events within the Market Area and User shall have no right, license or interest in or to use the System or the Mark with respect to said events:



;
provided, however, that User will have the right and license, on a nonexclusive basis, to use the System and the Mark with respect to pay per view events for cable systems serving only the Market
Area and no other areas outside of the Market Area.

6.Title.



7.Use of the System and Mark.



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8.Warranties.Ticketmaster warrants to User that it is the owner of the System and the Mark (or claims
ownership rights to the Mark) and has the right to grant this license to User. Ticketmaster further warrants that the System to be installed in the Market Area will be substantially the same as, and
will be capable of performing (if used with the same equipment and subject to limitations based on size and capacity) as, the basic system currently being operated by Ticketmaster and its licensees in
San Francisco and Philadelphia. The System does not include certain custom enhancements such as direct line credit card authorization, disaster recovery, off-line archiving of accounts, nitrun, remote
VAXNET software and the TM fraud program, all of which may be purchased separately. IN THE EVENT OF ANY BREACH OF THE WARRANTY CONTAINED IN THE PREVIOUS SENTENCE, TICKETMASTER'S SOLE RESPONSIBILITY
SHALL BE TO USE ITS BEST EFFORTS TO CORRECT THE SYSTEM SO THAT IT PERFORMS IN ALL MATERIAL RESPECTS IN THE MANNER DESCRIBED ABOVE. THE WARRANTIES CONTAINED IN THIS PARAGRAPH 8 ARE IN LIEU OF
ALL OTHER WARRANTIES, EXPRESS OR IMPLIED, INCLUDING THE WARRANTIES OF MERCHANTABILITY AND FITNESS FOR A PARTICULAR PURPOSE.

User
hereby warrants to Ticketmaster that (i) it is a duly organized and validly existing limited partnership under the laws of the State of Maryland; (ii) it has all
necessary power and authority to execute and perform this Agreement in accordance with its terms; (iii) the execution and performance of this Agreement by it will not breach, constitute a
default under or violate any of User's governing instruments or any agreement to which it is a party or by which its assets may be bound; (iv) this Agreement is enforceable against User in
accordance with its terms; and (v) no approvals or consents of any third party (including any government agency) is necessary in order for User to execute and deliver this Agreement and to
perform hereunder.

9.Breach of Warranty.



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10.Restrictive Covenants.



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11.Termination.





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12.Enhancements and Support; Source Code.



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13.Documentation.Ticketmaster will supply User with documentation which will enable User, after the
initial training of its personnel, to operate the System.

14.Equipment.During the term of this Agreement, User shall have the right to purchase all equipment
it may require from time to time to be used entirely or in material part with the System from or through Ticketmaster. The cost of any such equipment which is manufactured by a party other than by
Ticketmaster shall be at Ticketmaster's cost plus ten percent (10%). The cost of any such equipment manufactured in whole or in part for or by Ticketmaster shall be at Ticketmaster's then current
market rate to its non-affiliated licensees for such equipment. The cost of delivering and installing such equipment shall be borne solely by User.

15.Indemnification.User shall indemnify and hold Ticketmaster, and its subsidiaries, affiliates,
successors, assigns, officers, directors, employees, representatives and agents, harmless from and against any and all losses, liabilities, damages, claims, actions, causes of action and expenses
(including reasonable attorneys' fees) that said indemnified parties may incur or be responsible for as a result or by virtue of the operation of User, including, without limitation thereby, User's
use of the System, but excluding those costs, expenses, damages, recoveries, deficiencies and attorneys' fees awarded in any Infringement Action pursuant to Paragraph 10(a) above.

16.Right of First Refusal.User and, by their execution of this Agreement in the space provided below,
the holders of all of the general and limited partnership interests of User (the "Partners"), agree that in the event (i) User receives an offer from a third party to purchase for cash or other
property any or all of the assets of User (including this Agreement) or (ii) the Partners, or any of them, receive an offer from a third party to purchase for cash or other property any or all
of the general or limited partnership interests of User, which either User or the Partners wish to accept, User or the Partners, as applicable, will cause such offer to be reduced to writing and shall
deliver written notice of such offer to Ticketmaster. Ticketmaster may designate one or more persons to accept the right of first refusal contained in this Section 16. The notice from User or
the Partners shall also contain an irrevocable offer by them to sell the covered assets or partnership interests to Ticketmaster or its designees at a price equal to the price, and upon substantially
the same terms and conditions as the terms and conditions contained in, the offer transmitted with the notice; provided, however, that if the price is not payable solely in cash, then User or the
Partners, as applicable, shall advise Ticketmaster of the reasonable value of such non-cash consideration (which reasonable value Ticketmaster may contest) and Ticketmaster shall be permitted to
deliver cash in the amount thereof in substitution for such non-cash consideration. Ticketmaster or its designees shall have the right and option, exercisable within 15 days after delivery of the
notice from User or the Partners, to accept such offer as to all, but not less than all, of the assets or partnership interests affected by the offer. The closing of the purchase of the assets or
partnership interests covered by the offer by Ticketmaster or its designees shall take place at the principal office of Ticketmaster (or such other place as may be agreed upon by the parties) on the
fifth business day after the expiration of the 15-day period following the giving of the notice. At such closing, Ticketmaster or its designees shall make payment of the purchase price against
delivery of the
assets or partnership interests covered by the offer, together with appropriate instruments of assignment and transfer. If at the end of the 15-day period following the giving of notice by User or the
Partners, neither Ticketmaster nor its designees have accepted the offer as to all of the assets and partnership interests covered by the offer, then User and the Partners shall have 20 days in which
to sell the assets or the partnership interests covered by the offer at a price

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equal to that contained in the notice and upon terms and conditions not more favorable to the offeror than were contained in the notice. If, at the end of such 20-day period, User or the Partners have
not completed the sale of the assets or partnership interests covered by the offer, then they shall no longer be permitted to sell such assets or partnership interests pursuant to this
Section 16 without again fully complying with the provisions of this Section 16. During the term of this Agreement, User shall keep this Agreement free and clear of any liens, pledges,
security interests and encumbrances of any kind or nature whatsoever, and the Partners shall neither sell, assign, transfer, give, donate or otherwise dispose of their partnership interests (except in
accordance with the terms of this Section 16).

17.Assignment.User may not assign its rights, duties, and/or obligations hereunder, nor may the
System, the Mark or any materials furnished by Ticketmaster hereunder be transferred, assigned, sublicensed or otherwise disposed of by User, without the prior written consent of Ticketmaster;
provided, however, that User may assign this Agreement to an entity controlled by, controlling or under common control with User solely as part of an internal reorganization of User and its affiliates
so long as such entity becomes a party to and agrees to be bound by the terms and conditions of this Agreement.

18.Binding Effect.This Agreement shall inure to the benefit of and be binding upon the parties hereto
and their respective, successors and assigns.

19.Entire Agreement; Amendment.This Agreement constitutes the entire agreement between the parties
hereto relative to the subject matter hereof, and supersedes any and all prior agreements, written or oral, between the parties relating to such subject matter. No modifications or amendments of any
of the terms hereof shall be valid or binding unless made in writing and signed by Ticketmaster and User.

20.Waiver.No waiver of any breach of any provision of this Agreement shall constitute a waiver of any
prior, concurrent or subsequent breach of the same or any other provision hereof, and no waiver shall be effective unless made in writing.

21.Attorneys' Fees.In case of any action or proceeding to compel compliance with, or for a breach of,
the provisions of this Agreement, the prevailing party shall be entitled to recover from the other party all costs of such action or proceeding including, but not limited to, reasonable attorneys'
fees.

22.Notices.All notices which are required or permitted hereunder shall be sufficient if given in
writing and delivered personally, by telecopy or by registered or certified mail, postage prepaid, addressed to the party receiving such notice at the following address or at such other address as may
be requested in writing by either party pursuant to this Paragraph 22:

If to Ticketmaster, to:

Ticketmaster Corporation
3701 Wilshire Boulevard
7th Floor
Los Angeles, California 90010Attn:

Fredric D. Rosen
Ned S. GoldsteinWith a copy to:

Neal Gerber & Eisenberg
Two North LaSalle Street
Suite 2200
Chicago, Illinois 60602Attn:

Norman J. Gantz, Esq.


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If to User, to:

Ticketmaster Group Limited Partnership
c/o Abe Pollin Tickets, Inc.
One Harry S. Truman Drive
Landover, Maryland 20785Attn:

Abe PollinWith a copy to:

Arent Fox Kintner Plotkin & Kahn
1050 Connecticut Avenue, N.W.
Washington, D.C. 20036Attn:

David M. Osnos and
Daniel F. Van Horn


23.Severability.If any provision of this Agreement shall be held invalid or unenforceable by any
court of competent jurisdiction, the remaining provisions of this Agreement shall remain in full force and effect. Further, should any provision of this Agreement be deemed unenforceable by virtue of
its scope, such provision shall be deemed limited to the extent necessary to render the same enforceable.

24.Law to Govern.The validity, construction and enforceability of this Agreement shall be governed in
all respects by the laws of the State of Illinois, without regard to its conflict of laws rules. Any legal proceeding or other action taken or to be taken by any of the parties hereto relative to this
Agreement or the transactions contemplated hereby, or to enforce or interpret the terms and conditions of this Agreement, shall be instituted in a state or Federal court located in Cook County,
Illinois. The parties hereto hereby irrevocably consent to the jurisdiction of any such court and irrevocably waive, to the fullest extent that they may effectively do so, the defense of an
inconvenient forum to the maintenance of such proceeding or action. The parties hereto agree that a final judgment, from which no further appeal may be taken or from which no further petition for
review may be filed, in any such action or proceeding shall be conclusive and may be enforced in other jurisdictions by suit on the judgement or in any other manner provided by law.

25.Headings.The headings of paragraphs in this Agreement have been inserted for the convenience of
reference only and shall in no way restrict or otherwise modify the terms of this Agreement.

26.Counterparts.This Agreement may be executed in one or more counterparts, each of which shall be
deemed to be an original, but each of which together shall constitute one and the same document.

IN
WITNESS WHEREOF, the parties hereto have executed this Agreement as of the day and year first above written.

| |  | TICKETMASTER CORPORATION              
| |  | --------------------------------------
| |  | By:                                   
| |  | Title:                                
| |  | TICKETMASTER GROUP LIMITED PARTNERSHIP
| |  | By:                                   
| |  | By:                                   
| |  | Title:                                

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|AGREED TO AS OF THE DATE HEREOF FOR PURPOSES OF SECTION 16         |  |                                               
|------------------------------------------------------------------ |  | ----------------------------------------------
|GENERAL PARTNER:                                                   |  |                                               
|AP TICKETS, INC.
  a Maryland corporation                          |  |                                               
|By:                                                                |  | [ILLEGIBLE]                                   
|Title:                                                             |  | [ILLEGIBLE]                                   
|LIMITED PARTNER:                                                   |  |                                               
|CENTER GROUP LIMITED PARTNERSHIP,
  a Maryland limited partnership |  |                                               
|By:                                                                |  | Abe Pollin Sports, Inc.,
  its general partner
|By:                                                                |  | [ILLEGIBLE]                                   
|Title:                                                             |  | [ILLEGIBLE]                                   

11

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EXHIBIT I    MARKET AREA

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