May6,2010. Sunshine Hills Tennis Club Society c/o Sheila Vogts, Registrar A Avenue Delta, BC V4C 3E4. Attention: Doug Smith, President

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1 Attachment A Page 1 of 4 May6,2010 Sunshine Hills Tennis Club Society c/o Sheila Vogts, Registrar A Avenue Delta, BC V4C 3E4 Attention: Doug Smith, President Dear Mr. Smith: Re: Sunshine Hills Tennis Club Society Amendment - License Agreement Further to Delta Council's direction at its Regular Meeting of November 9, 2009, we write to confirm the mutual agreement between the Corporation of Delta ("Delta") and the Sunshine Hills Tennis Club Society (the "Licensee") to amend certain terms of the license agreement dated the 26 th of November, 2008 (the "Agreement") regarding the properties located in Delta, British Columbia and legally described as: 1. School District Property located at Bond Boulevard, in the Municipality of Delta, in the Province of British Columbia, which lands and building are legally described as: Parcel Identifier No.: Legal Description: BLK 8 SECS 13 AND 14 TWP 4 NWD PL S&E PART 5 ACRES MORE OR LESS SHOWN ON PLAN WITH BYLAW FILED Corporation of Delta Property located on Bond Boulevard in the Municipality of Delta, in the Province of British Columbia, which lands and building are legally described as: Parcel Identifier No.: Legal Description: PART 5 ACRES MORE OR LESS OF BLK 8 SECS 13 AND 14 TWP 4 NWD PL AS SHOWN ON PLAN WITH BYLAW FILED 47119

2 Attachment A Page 2 of 4 Unless otherwise defined in this letter, all capitalized terms used in this letter and defined in the Agreement have the meaning as defined in the Agreement. We confirm that the parties have mutually agreed to amend the Agreement as follows: 1. The 2 nd paragraph of Section 1 - Grant of License is deleted in its entirety and replaced with: "The Licensee will have the right to use and control the activities on the Lands as provided in this Agreement during the Term from dawn until no later than 10:00pm each day, or otherwise directed by Delta Council resolution. The Licensee acknowledges and agrees that Delta may pre-empt the Licensee's use and control at any time for municipal business, provided seven (7) days notice is given. In the event of an emergency, Delta may pre-empt the Licensee's programming without advance notice." 2. Section 6.1 (g): insert the words: "including the parking lot security gate" after "safeguarding of the Lands and its contents," 3. Section 6.1: insert sub-section (u), which reads: "in conjunction with all tournaments and/or events, the Licensee will develop and implement: i. a parking management strategy to accommodate any periodic increased parking demand; ii. a Traffic Management Plan to mitigate the potential for traffic congestion and disruption to the general neighbourhood; and iii. a program schedule limiting all associated activity to the timeframes defined in Section 1 of this Agreement. All of which is to be approved in advance by Delta." 4. Section 6.1: insert sub-section (v), which reads: "to hold a neighbourhood public meeting, at 7:00pm on the last Thursday of April annually for the Term of this Agreement and the Renewal Term, inviting residents from the immediate neighbourhood and representatives from Delta. Notification of this meeting will be made a minimum of two (2) weeks in advance of the scheduled meeting date, by erecting a sign at the entrance to the Lands, of a scale and dimension defined in Schedule F."

3 Attachment A Page 3 of4 5. Insert Schedule F (as detailed below) SCHEDULE F Public Meeting Notice Sign 3' (1.0 m) I! : Sunshine Hills Tennis Club Annual Neighbourhood Meeting Thursday April ##, 2### 7:00 pm - 9:00 pm Please Join the members of the Sunshine HIlUs Tennis Club for an Informal gathering to: Hear what 1he club has planned for the upcoming su.mmer tennis seasan; I. I I and Ex:change Ideas related to the tennis court use If you are unable to attend. but would like information or wish to raise an Issue, you may contact a member of the clulbs e){ecutive board via at [ address), ~~, ~~~~~~~~~~~~~}, I I i I 6. Insert Section 7.2, which reads: "To conduct a daily review of the parking lot security gate contained within the Lands. In the event that the Licensee has not secured the parking lot, after 1 0:00pm, Delta may take steps to ensure that the parking lot gate is secured in the closed position."

4 Attachment A Page The parties confirm the Agreement is in full force and effect, and except as expressly amended herein (such amendments herein are deemed to be incorporated and form part of the Agreement pursuant to section 17.6 of the Agreement), all other terms and conditions of the Agreement will remain in effect and be binding on Delta and the Licensee. Each of the parties shall execute and deliver all such further documents and do such further acts and things as may be reasonably required from time to time to give effect to this letter. Please confirm that the Agreement is amended in accordance with the above terms by signing and retuming both copies of this letter to the attention of The Director of Parks, Recreation and Culture, at 4500 Clarence Taylor Crescent, Delta BC V4K 3E2. Yours truly, Ken Kuntz, Director of Parks, Recreation and Culture As an authorized signatory of the Sunshine Hills Tennis Club, I confirm the Licensee agrees to the amendment of the Agreement in accordance with the terms of this letter. Signature: Print Name: Doug Smith, President Date:,2010 As an authorized signatory of the Corporation of Delta, I confirm the Licensor agrees to the amendment of the Agreement in accordance with the terms of this letter. Signature: Print Name: Lois E. Jackson, Mayor Date:, 2010 Signature: Print Name: Angila Bains, Municipal Clerk Date:, 2010

5 Page 1 of 25 LICENSE AGREEMENT THIS AGREEMENT made as of the 26 th day of November, BETWEEN: AND: THE CORPORATION OF DELTA, a municipal corporation under the Community Charter having an address at 4500 Clarence Taylor Crescent, Delta, British Columbia V4K 3E2 ("Delta") SUNSHINE HILLS TENNIS CLUB, a society having incorporation number S28145 and an address at Bond Boulevard, Delta, British Columbia V4E 1N3 (the "Licensee") WHEREAS: A. The Board of School Trustees of School District No. 37 is the registered owner of those lands located in the Municipality of Delta, in the Province of British Columbia, which are outlined in red and are described on Schedule A (the "Property"), B. The Board of Education of School District No. 37 (the "Delta School District") has granted Delta a license to occupy the Property, which license is attached to this Agreement as Schedule E, and that license permits Delta to enter into a sub license for occupancy with the Licensee; C. Delta is the registered owner of those lands located in the Municipality of Delta, in the Province of British Columbia, which are outlined In green and are described on Schedule A; D. The Licensee is a not-for-profit community service organization that organizes and provides a recreational tennis club in the Municipality of Delta; E. The Licensee wishes to have priority use of that part of the Property which is outlined in blue on Schedule B, which part includes 6 tennis courts, 1 parking lot, and a clubhouse building (collectively, the "Lands"); F. The Licensee wishes to occupy the building situated on the Lands, which building is shown boldly outlined in black on Schedule B (the "Building"); G. Delta has agreed to grant to the Licensee certain rights of occupation relating to the Lands and the Municipal Council of Delta, by resolution made on the 24th day of November, 2008, has authorized Delta to grant to the Licensee the rights in respect to use of the lands set out in this Agreement.

6 2 Page 2 of 25 NOW THEREFORE THIS AGREEMENT WITNESSES that, in consideration of the mutual covenants contained in this Agreement and for other good and valuable consideration (the receipt and sufficiency of which are hereby acknowledged by the parties hereto), Delta and the Licensee hereby agree as follows. 1. Grant of License Subject to the terms and conditions of this Agreement, Delta hereby grants to the Licensee a non-exclusive License of Occupation (the "License") of the Lands for a Term of 10 years, commencing the 1 51 day of July, 2008 and terminating on the 30 th day of June, 2018 (the "Term"). The Licensee will have the right to use and control the activities on the Lands as provided in this agreement during the Term from dawn until dusk each day. The Licensee acknowledges and agrees that Delta may pre-empt Licensee's use and control at any time for municipal business, provided seven (7) days notice is given. In the event of an emergency, Delta may pre-empt the Licensee's programming without advance notice. 2. Purpose The Licensee shall use the Lands only for the purpose of operating a not-far-profit recreational tennis club and/or for other purposes necessary or incidental thereto, and for no other purpose without the prior written consent of Delta and the Delta School District. 3. Renewal 3.1 Subject to any right of termination contained in this Agreement and subject to the Delta School District's consent, the Licensee may, at its option, renew the License for a period of five (5) years, commencing on the first day after the expiry of the Term, if it has: (a) not, in the opinion of Delta or the Delta School District, materially breached any provision of this Agreement during the Term; and (b) provided to Delta notice of its exercise of this option to renew no later than six (6) months before the conclusion of the Term. 3.2 The terms and conditions set out in this Agreement shall apply to any renewal of the License pursuant to this Section, except that no additional right of renewal will be granted to the Licensee and the License Fee (as hereinafter defined) payable by the Licensee to Delta for the renewal term shall be as determined by Delta. 4. License Fee In consideration of the License granted herein, the Licensee shall pay to Delta the sum of $10.00 per annum, plus GST. Such fee shall be paid to Delta, in advance without deduction, on or before the first day of July, each calendar year.

7 3 Page 3 of Responsibility for Building The Licensee is entirely responsible for the Building and all costs or expenses associated therewith. Nothing in this License obliges Delta in any way to bear any responsibility for any aspect of the running, repair or maintenance of the Building, or any other cost or obligation associated with the Building. 6. Management of the Lands and Building; Licensee Covenants 6.1 Subject to the terms and conditions set forth in this Agreement, and except as set forth in Section 7 and on Schedule C, the Licensee will be responsible for, and will take ali steps necessary in connection with, the day-to-day operation and management of all facets of the Lands and Building for the duration of the Term and will pay all costs, charges and expenses related thereto. Without limiting the generality of the foregoing, the Licensee hereby covenants: (a) (b) Not to limit membership or inclusion into the Licensee's Society by any person without just or demonstrated cause; to provide access to the Lands and learn-to-play assistance for students of the Delta School Board and students registered in Delta tennis programs; (c) to perform those covenants attributed to it on Schedule C; (d) (e) (f) (g) (h) (i) to pay, as and when due, ali rates for telephone, cablevision and other utilities supplied to or used upon the Lands and not otherwise attributed to Delta in Schedule C and all property taxes (if any) owing in respect of the Lands; to coliect and place ali garbage from the Lands neatly at the curb weekly, with provisions for yard waste collection, as established by Delta as part of the residential garbage coliection program; to obtain and maintain all licenses, approvals and permits required by any statutory authority in connection with the Licensee's activities and its use and occupation of the Lands; to be responsible for, and to take ali steps necessary in connection with, the general care, custody and control, and the securing and safeguarding of the Lands and its contents at all times during the Temn; except as set forth in Section 7, to perform and bear the cost of ali repairs, maintenance of the Lands and Building as necessary, to keep the same in a good state of repair and operation and to bear all operating costs relating to the Licensee's use and occupation thereof; to at ali times keep the Lands and Building and every part thereof in a clean, healthy, sanitary and tidy condition acceptable to Delta and not to permit waste, paper, garbage, ashes or objectionable material to accumulate on the Lands; U) to be responsible for ali equipment used by the Licensee and/or any of its agents, servants, members or invitees on the Lands;

8 4 Page 4 of 25 (k) (I) if any graffiti is sprayed or painted on the Lands or Building, or any other vandalism of the Lands or Building occurs, to act in a timely manner to return the Lands or Building to a clean and tidy condition; in the event of any substantial damage or structural defects in the Building, howsoever caused, to give notice in writing thereof to Delta forthwith upon becoming aware of it and to take all steps necessary to: i. ensure the safety of all occupants or users of the Building or the Lands; and ii. repair or remediate the damage or structural defects within a reasonable amount of time, or alternatively remove or demolish the Building entirely. If the Licensee does not repair, remediate, remove or demolish the Building in accordance with this section within a reasonable amount of time, Delta may enter the Lands to effect any repairs and remediation or to demolish and remove the Building, and the costs of taking such actions will be billed to and paid by the Licensee; (m) (n) to permit Delta at all reasonable times, and so as not to unreasonably interrupt activities carried on at the Lands, to enter upon and view the state of repair of the Lands and Building and to comply with all reasonable requirements of Delta regarding or arising from the same; not to make or cause to be made any alterations, additions, improvements or renovations to the Lands and Building, and not to construct, maintain, use or permit to be constructed, maintained or used upon the Lands and Building, any structures or improvements of any kind whatsoever, without first obtaining the written consent of Delta, and the Delta School District, which consent may be withheld by Delta or the Delta School District at their discretion; (0) to ensure that all alterations, additions, improvements and renovations permitted to be made to the Lands, and all structures and improvements constructed, maintained or used upon the Lands comply with all applicable statutes, regulations and bylaws of any relevant municipal, provincial, federal or other governmental authority, and the Licensee covenants to obtain at its cost all requisite permits and approvals in connection therewith; (p) (q) to under no circumstances cause the removal or demolition in whole or in part of all or any part of the Lands, Building or improvements without the prior written consent of Delta, and the Delta School District, which consent may be withheld by Delta or the Delta School District at their discretion to observe, abide by and comply with all laws, bylaws, orders, directions, ordinances and regulations of any competent governmental authority in any way affecting the Lands or the use or occupation thereof by the Licensee and not to carry on any activity that may result in injury to the Building or the Lands, increase the hazard of fire or liability of any kind, nor shall the Licensee store any explosive or inflammable materials on the Lands;

9 5 Page 5 of 25 (r) (s) (t) to promptly pay all accounts, charges and expenses as they become due for any labour perfonmed on or material supplied on the Lands and Building and not to suffer or permit any lien to be filed or remain registered against the title to the Lands except as expressly ordered or authorized by Delta, or the Delta School District; on the expiry or earlier termination of the License, to peaceably quit, surrender and deliver to Delta possession of the Lands, together with all fixtures and erections therein or thereon, all in good and substantial order, repair and condition relative to the age thereof and in a safe, clean, tidy and sanitary condition, and to remove all rubbish and waste material from the Lands and deliver to Delta all keys to the Lands and building that the Licensee has in its possession; and not to do or permit or suffer to be done on the Lands or the Building and improvements anything that may be or become a nuisance or which may be offensive or in contravention to municipal, provincial or federal laws. 6.2 The Licensee acknowledges and agrees that any improvements that the Licensee may, with permission from Delta, construct, install or locate upon the Lands from time to time, and all alterations, additions and improvements thereto, will be fixtures to the Lands and the absolute property of Delta or the Delta School District, except those structures that are placed on the Lands by the Licensee but not permanently affixed thereto may be removed by the Licensee at the expiry or other termination of the License, provided that the Licensee restores the Lands to good condition following such removal in accordance with this Section Delta Covenants Delta will, upon receipt of written notice consider sharing in the cost of repairs and upgrades to the Lands excluding the Building, subject to funding available within the Licensor's annual budget. Nothing in this Section shall limit Delta's right to tenminate this Agreement and the License in accordance with Section 11 herein. 8. Insurance 8.1 The Licensee shall obtain from a company duly registered and authorized to conduct insurance business in Canada, and shall maintain in full force and effect during the Term all insurance required to be obtained by it pursuant to this Agreement. Adequate proof of such insurance shall be provided to Delta at the commencement of the Term and upon each change in or renewal or ex1ension of coverage. The parties agree that: (a) (b) The Licensee will provide and maintain all risk insurance in respect of the Building on a replacement cost basis; the Licensee shall purchase and maintain comprehensive general liability insurance naming Delta and the Delta School District as additional insureds and covering liability to third parties for bodily injury or death, property damage and unlicensed vehicle and attached equipment operations. This insurance shall be an all risk, occurrence-based policy with a limit of not less than $5,000,000 per occurrence and a deductible not greater than $1,000 and shall include a crossliability clause;

10 6 Page 6 of 25 (c) (d) (e) (f) the Licensee shall purchase and maintain tenant's legal liability insurance in the amount of at least $5,000,000, with a deductible not greater than $1,000; the Licensee shall ensure that vehicles owned and/or operated by it in connection with this Agreement attach third party automobile liability insurance in an amount not less than $5,000,000 per occurrence; the Licensee shall purchase and maintain tenant's contents insurance in an amount sufficient to cover substantially all of its personal property located on the Lands and In the building from time to time or shall provide to Delta prior to commencement of the Term a duly executed acknowledgement, waiver and release substantially in the form attached as Schedule D; and the Licensee shall obtain and maintain such other insurance in connection with its use and occupation of the lands and building hereunder as Delta may from time to time reasonably require. 8.2 Each policy of insurance obtained by the Licensee pursuant to this Section 8 must include a provision that such insurance may not be cancelled without providing to Delta no less than thirty (30) days advance notice thereof. 8.3 The Licensee acknowledges and agrees that should the Licensee at any time during the Term fail to maintain insurance as required by this Section 8, Delta, though not obliged to do so, may obtain and/or maintain such insurance in such amount or amounts, with such deductible amounts and for such period or periods of time as Delta deems advisable and the Licensee shall, upon Delta obtaining any such insurance, pay to Delta such amounts as Delta has expended for such insurance within thirty (30) days after receipt of any invoice from Delta. 9. Indemnity 9.1 The Licensee hereby releases Delta and each, any and all of its elected officials, officers, servants, agents and employees (collectively, the "Delta Group") and the Delta School District and each, any and all of its elected officials, officers, servants, agents and employees (collectively, the "Delta School District Group") from, and hereby covenants and agrees to indemnify and save harmless the Delta Group, and the Delta School District Group against, any and all manner of liability, actions, causes of actions, prosecutions, claims, fines, demands, damages, losses, costs or expenses for economic loss, property damage, personal injury including death, in any way occurring, and by whomsoever made, brought or prosecuted, which the Delta Group, the Delta School District Group or the Licensee or its officers, servants, agents, employees, contractors, invitees, licensees and guests may sustain or be put to, in any manner based upon, arising out of or attributable to: (a) (b) (c) (d) (e) the execution of this Agreement; any act or omission of the Licensee or its officers, servants, agents, employees, contractors, invitees, licensees or guests; any neglect or non-compliance on the part of the Licensee or its officers, servants, agents, employees, contractors, invitees, licensees or guests with the terms, conditions or provisos of this Agreement; breach of any bylaw, statute or regulation; any latent or apparent defect in the Lands or Building; or

11 7 Page 7 of 25 (f) the Licensee's occupation or use of the Lands or Building. including all costs, counsel fees, expenses and liabilities incurred from or in relation to any such claim or any action or proceeding or prosecution brought thereon. 9.2 The Licensee further agrees that the Delta Group, and the Delta School District Group shall not be liable for, and the Licensee hereby releases the Delta Group and the Delta School District Group from all claims related to, any loss or damage sustained by the Licensee resulting directly or indirectly from: (a) (b) (c) (d) the Lands or Building or any part thereof being closed for any period during the Term for the purpose of repairs, maintenance, cleaning or any similar purpose; the exercise by Delta, or the Delta School District of its pre-emption rights as set forth in Section 1 above; the interruption in the delivery of any water, electrical, gas, telephone, internet or other similar services to the Building; or because of matters beyond the control of Delta or the Delta School District. 9.3 The obligation of the Licensee to release, indemnify and save harmless the Delta Group and the Delta School District Group under the provisions of Sections 9.1 and 9.2 shall survive any expiration, cancellation or termination of the License or this Agreement. 10. Events of Default 10.1 Delta may forthwith terminate this Agreement and the License and take full possession of the lands and building without further notice to the Licensee and without prejudice to any other right or remedy to which Delta may be entitled if: (a) (b) (c) (d) (e) any amount due from the Licensee to Delta under this Agreement is in arrears and is not paid within thirty (30) days after written demand by Delta; the Licensee has breached any of its obligations under this Agreement, other than payment of any amounts due from the Licensee, and after thirty (30) days notice in writing from Delta the Licensee fails to remedy such breach or, in the case of a failure which cannot with due diligence be cured within such thirty (30) day period, if the Licensee shall not promptly proceed to cure the same and thereafter prosecute such curing with diligence, it being intended in connection with a failure not capable of being cured within such thirty (30) day period that the time within which the Licensee shall have to cure the same shall be extended for such period as may be reasonably necessary to cure the same with diligence; the Licensee fails to promptly and faithfully comply with the directions, rules and regulations of Delta within thirty (30) days of the Licensee having received such directions, rules and regulations; a creditor of the Licensee executes or attaches the License or any of the goods and chattels, improvements or fixtures erected or placed by the Licensee in or upon the Lands or building and the same is not stayed within thirty (30) days; the Licensee makes any assignment for the benefit of creditors, or becomes insolvent or bankrupt or ceases to function or if proceedings are commenced to

12 8 Attachment 8 Page 8 of 25 wind up the Licensee or if it is struck from the corporate register by the Registrar of Companies for any reason; (f) (g) a liquidator or a receiver or a trustee in bankruptcy is appointed for or in relation to the Licensee under the Bankruptcy and Insolvency Act or the Companies' Creditors Arrangement Act or any law of Canada or any province thereof relating to bankruptcy or insolvency if such appointment is not vacated or terminated within thirty (30) days or stayed on appeal; or without Delta's approval, this License or Agreement is assigned or the controlling shares of the Licensee are disposed of or the control of the Licensee is changed The Licensee hereby waives all claims for damages to or loss of any of the property of the Licensee caused by Delta taking possession of the lands and building pursuant to Section 10.1 or Section 11 and no action taken by Delta pursuant to Section 10.1 or Section 11, whether by summary or other proceedings, shall be deemed to absolve or relieve the Licensee from its obligations hereunder. 11. Termination Without prejudice to any right or remedy Delta may have in the event of any default by the Licensee and notwithstanding any rights or obligations of Delta herein, either party may terminate this Agreement and the License without cause on six (6) month written notice to the other party. 12. Non-tiability in the Event of Labour Disruption The Licensee acknowledges that the Lands are maintained by union personnel and as such the Lands and Building may be affected from time to time by any labour disruptions affecting Delta or the Delta School District. The Licensee hereby waives all claims for damages or loss, economic or otherwise, suffered by the Licensee as a result of any such labour disruption or associated union activity in or around the Lands or Building. 13. Damage or Destruction If during the Term the Lands or Building or any part thereof is destroyed or damaged by fire or other casualty, the Licensee will have the right to restore the same at its sole cost. If the Licensee declines to so restore damage to the Lands, excluding the building, or any part thereof pursuant to this Section, the Licensee will vacate the Lands one month following the date Delta gives the Licensee notice that Delta or the Delta School District do not intend to restore or rebuild. If the Licensee declines to so restore the Building or any part thereof and also declines to demolish and remove the Building within a reasonable amount of time pursuant to this Section and Section 6.1 (I), and if Delta does not exercise its discretion to restore or rebuild, then the Licensee will vacate the Lands and the Building one month following the date Delta gives the Licensee notice that Delta does not intend to restore or rebuild. 14. Assignment or Change of Control During the Term the Licensee will not:

13 9 Page 9 of 25 (a) (b) (c) assign this Agreement or the License; allow any other person to manage the whole or any part of the Lands or Building; or sell, transfer or otherwise dispose of its shares or by any other means, change the control or beneficial ownership of the Licensee, without first obtaining the written consent of Delta, and the Delta School District, which may be withheld for any reason or may be granted subject to such conditions as Delta or the Delta School District considers appropriate. 15. Notice Any notice or payment required or pemnitted by this Agreement to be given shall be in writing and shall be deemed to have been duly given if delivered by hand, mailed or sent by prepaid registered mail, addressed as follows: (a) if to Delta: THE CORPORATION OF DELTA 4500 Clarence Taylor Crescent Delta, British Columbia V4K 3E2 Attention: Director of Parks, Recreation & Culture (b) if to the Licensee: SUNSHINE HILLS TENNIS CLUB SOCIETY CIO Sheila Vogts, Registrar A Avenue Delta, BC V4C 3E4 or to such other address as any party may from time to time advise the other party in writing. Any such notice shall be deemed to have been given and received, if delivered, when delivered and if mailed, on the third business day after the mailing thereof in any government post office in the Province of British Columbia, provided that if mailed and after the time of mailing there shall be any slowdown, strike or labour dispute that might affect the delivery of such notice, then such notice shall be effective only if actually delivered. 16. Agreement to Supersede This License Agreement entirely supersedes and replaces any prior agreement between Delta and the Licensee with respect to the Licensee's use or occupation of the Lands or the Building. 17. Miscellaneous 17.1 The Licensee is not granted and does not hereby acquire any right or interest whatsoever in the Lands or the Building.

14 10 Page 10 of 2S 17.2 This Agreement shall be governed by and construed in accordance with the laws of the Province of British Columbia and the laws of Canada applicable therein No term, condition, covenant or other proviso herein shall be considered to have been waived by any party unless such waiver is expressed in writing by that party and no such waiver shall be construed as or constitute a waiver of any further or other breach of the same or any other term, condition or proviso The terms and provisions of this Agreement shall extend to, be binding upon and enure to the benefit of the parties hereto and their respective successors and permitted assigns Time is of the essence of this Agreement This Agreement constitutes the entire agreement between the parties regarding the use of the lands and building by the Licensee and shall not be modified or amended except by a written document executed and delivered by both parties hereto This Agreement may be executed in counterparts, which counterparts will together comprise one and the same instrument. IN WITNESS WHEREOF the parties hereto have caused this Agreement to be executed by their duly authorized officers as of the day and year first above written. SUNSHINE HILLS TENNIS CLUB, by its authorized signatory:

15 Page 11 of 25 SCHEDULE A LEGAL PARCELS Those legal parcels known as: 1. School District Property (outlined in RED), located at Bond Boulevard in the Municipality of Delta, in the Province of British Columbia, which lands and building are legally described as: Parcel Identifier No.: Legal Description: BLK 8 SECS 13 AND 14 TWP 4 NWD PL S&E PART 5 ACRES MORE OR LESS SHOWN ON PLAN WITH BYLAW FILED Corporation of Delta Property (outlined in GREEN), located on Bond Boulevard In the Municipality of Delta, in the Province of British Columbia, which lands and building are legally described as: Parcel Identifier No.: Legal Description: PART 5 ACRES MORE OR LESS OF BLI< 8 SECS 13 AND 14 TWP 4 NWD PL AS SHOWN ON PLAN WITH BYLAW FILED 47119

16 Page 12 of 25 SCHEDULE 8 THE LANDS

17 Page 13 of 25 SCHEDULE C RESPONSIBILITY FOR UTILITIES During the Tenm, the party listed below covenants to perfonm those services attributed to it in the following table: No. Covenant Delta Licensee 1. to arrange for the provision and supply of natural gas to the X building and pay all reasonable costs associated therewith; 2.. to arrange for the provision and supply of electricity to the X Lands and Building and pay all reasonable costs associated therewith; 3. to arrange and pay for all reasonable costs associated with X the provision of water (including hot water) and sewage services and other municipal services for the lands and building; and 4. to arrange and pay for the provision of telephone and other X communication connections and services.

18 Page 14 of 25 SCHEDULE D ACKNOWLEDGEMENT, WAIVER AND RELEASE WHEREAS, in connection with a License Agreement dated as of between the undersigned and The Corporation of Delta (the "License Agreement"), Delta recommended that the undersigned obtain and maintain tenant's contents insurance in an amount sufficient to cover substantially all of the undersigned's personal property that may be located on the lands or in the building from time to time during the Term; AND WHEREAS the undersigned has declined to obtain such insurance; NOW THEREFORE, in consideration of the License Agreement and the sum of $1.00 now paid by Delta ' to the undersigned, and for other good and valuable consideration, the receipt and sufficiency of which are hereby acknowledged by the undersigned, the undersigned, for itself and for its successors and assigns, does hereby: 1. acknowledge that Delta has recommended to it that tenant's contents insurance be obtained and maintained in connection with its use and occupation of the lands and building pursuant to the License Agreement; 2. waive and release and forever discharge Delta and each of its successors, assigns, elected officials, officers, agents and employees (collectively, the "Releasees") of and from any and all actions, causes of action, claims and demands whatsoever, whether at law or in equity, that the undersigned or any of its successors or assigns now or hereafter may have in any way caused by, arising or developing from or related in any way to any damage, theft or loss sustained to any personal property of the undersigned that is at any time during the Term (including any renewal term) stored or placed at, provided to, or otherwise located In or about the lands and building; and 3. acknowledge and agree that it has read and fully understands the terms of this Acknowledgement, Waiver and Release, has signed the same voluntarily, and further understands that the terms hereof are contractual in nature. Capitalized terms not otherwise defined in this Acknowledgement, Waiver and Release have the respective meanings ascribed to them In the License Agreement. IN WITNESS WHEREOF duly authorized signatories of the undersigned have executed this document this _ day of SUNSHINE HILLS TENNIS CLUB Per: Name: Title: Doug Smith President

19 SCHEDULE E Delta School District HEAD LEASE Page 15 of 25

20 Page 16 of 25 LICENSE AGREEMENT THIS AGREEMENT made as of the '/ day of ".-c Jf,,.,~ 200B. BETWEEN: BOARD OF EDUCATION OF SCHOOL DISTRICT NO. 37 (DELTA) 4585 Harvest Drive Delta, BC V4K 5B4 (the "Licensor") AND: THE CORPORATION OF DELTA 4500 Clarence Taylor Crescent Delta, BC V4K 3E2 (the "Licensee") WHEREAS: A. The Licensor is the owner in fee simple of those certain lands and premises being more particularly known and described as: Municipal Address: Parcel Identifier: Legal Description: Bond Boulevard, Delta, BC BLK 8 SECS 13 AND 14 TWP 4 NWD PL S&E PART 5 ACRES MORE OR LESS SHOWN ON PLAN WITH BYLAW FILED (the "Land") B. The Licensee wishes to occupy that 6,185 square metre portion of the Land shown outlined in red and labelled License Area on the sketch plan attached hereto as Schedule "A' (the "License Area") for a Term of ten (10) years for the purposes of issuing a Sub-License of Occupation for the same period of time to the Sunshine Hills Tennis Club (hereinafter referred to as "SHTC"); NOW THEREFORE THtS LICENSE AGREEMENT WtTNESSES that in consideration of the mutual covenants and agreements contained in this License Agreement and for other good and valuable consideration now paid by each of the parties hereto to the other (the receipt and sufficiency of which are hereby acknowledged), the Licensor and the Licensee hereby covenant and agree as follows: ARTICLE 1 Grant & Term 1.1 Grant of License. The Licensor hereby grants to the Licensee and the Licensee's servants, agents, employees, invitees and contractors, the right and License to enter onto and to occupy the License Area for the purposes as set out in this License Agreement. 1.2 Term of License. The Term of this License Agreement (the "Term") shall commence on the 1st day of July 2008 and continue until the 30th day of June 2018, unless terminated earlier as provided in this License.

21 Page ARTICLE 2 Rent 2.1 Rent. The Licensee shall pay to Ihe Licensor, at the address of the Licensor set out in Section 8.8 or at such other place as the Licensor may direct in writing, in lawful money of Canada without any set-off or deduction whatsoever, Rent which shall be Ten Dollars ($10.00) per annum on the first day of July each and every year throughout the Term, commencing on July 1, ARTICLE 3 Licensee's Covenants 3.1 Utilities and Other Charaes. The Licensee shall pay all charges for heat, water, gas, electricity, air-conditioning, telephone and other utilities and services supplied to or used on the License Area. In no event shall the Licensor be liable for, nor have any obligation with respect to, an interruption or failure in the suppty of any such utililies or services to the License Area. 3.2 Condition of License Area. The Licensee acknowledges that It has examined the License Area and is aware.of its present condition and accepts the License Area "as Is - where is" in its existing condition. 3.3 Use of License Area. The Licensee shall use the License Area solely for the provision of recreational services - specifically the Sunshine Hills Tennis Club operations and related ancillary uses. The Licensee will not use or permit or suffer the License Area or any part thereof to be used for any other business or purpose. 3.4 Maintenance by the Licensee. The Licensee shall, to the extent that it operates and uses the License Area, at all times keep the License Area In a neat, saie, clean and sanitary condition and shall not allow any refuse or garbage, or loose or waste material to accum ulate in or about the License Area. In the event the Licensee fails to keep the License Area in accordance with this paragraph upon written notice from the Licensor so to do, the Licensor may clean the same and the Licensee thereof shall pay the cost to the Licensor, upon demand. 3.5 Wastes or Nuisance. The Licensee shall not commit or suffer to be committed any waste upon the License Area or any nuisance or other thing which may disturb the quiet enjoyment of the surrounding area, and that where a nuisance caused by the Licensee or those for whom the Licensee is in law responsible exists upon the License Area, the Licensor may order the Licensee to abate the nuisance and if the Licensee or occupier shall fall to do so within a reasonable period of time, the Licensor may take whatever steps it deems necessary to abate the said nuisance, and the cost thereof shall be due and forthwith payable by the Licensee to the Licensor and collectible by the Licensor. 3.6 Observance of Reoulations. The Licensee shall comply with all laws, including without limitation municipal, regional, provincial, and federal legislative enactments concerning, without limitation, all environmental, police, fire, and sanitary regulations, zoning and building bylaws, and any municipal, regional, provincial, federal or other governmental regulations which relate to the operation, occupation, and use of the License Area, to the extent that the Licensee operates and uses the License Area, and to the making of any repairs, replacements, alterations, additions, changes, substitutions, or improvements to the License Area or any improvement thereon. 3.7 Improvements. The Licensee shall not carry out any work of construction, clearing of land, cutting of trees, filling or raising of the land, replacement or improvement without the written consent of the Licensor, which consent shall not be unreasonably withheld. 3.B Security. The Licensee acknowledges and agrees that the Licensee is responsible at all times for security to the premises.

22 Page 18 of Licensor's Regulations. The Licensee will comply with such rules and procedure regulating the use and administration of the License Area as the Licensor may reasonably adopt from lime 10 time Environmental Matters. (a) In this section the following terms have the following meanings: (i) (ii) "Environmental Contaminants" means any contaminants, pollutants, hazardous, corrosive or toxic substances, flammable materials, explosive materials, radioactive materials, dangerous goods, microwaves, waste, urea formaldehyde, asbestos, noxious substances, compounds known as chlorobiphenyls, special waste, and any other substance or material, the storage, manufacture, disposal, treatment, generation, use, transport, remediation, or release of which into the environment is prohibited, regulated, controlied, or Licensed under Environmental Laws; and "Environmental Laws means any laws, statutes, regulations, orders, bylaws, permits or lawful requirements of any governmental authority with respecl to environmen!al protection, or regulating, controlling, licensing, or prohibiting Environmental Contaminants. (b) The Licensee covenants and agrees with the Licensor: (i) (ii) (iii) (iv) (v) (vi) not to use or permit to be used ali or any part of the License Area for the sale, storage, manufacture, disposal, handling, treatment, use or any other dealing with any Environmental Contaminants, without the prior written consent of the Licensor, which may be unreasonably withheld. Without limiting the generality of the foregoing, the Licensee shall in no event use, and does not plan or intend to use the License Area to dispose of, handle or treat any Environmental Contaminants in a manner that, in whole or in pari, would cause the License Area or any adjacent property to become a contaminated site under Environmental Laws; to strictly comply, and cause any person for whom it is in law responsible to comply, with ali Environmental Laws regarding the use of the License Area; to maintain all environmental site investigations, assessments, audits and reports relating to the License Area in strict confidence and not to disclose their terms or existence to any third party (including without limitation, any governmental authority) except as requ ired by law, or to the Licensee's professional advisers and lenders on a need to know basis or with the prior written consent of the Licensor, which consent may be unreasonably withheld; to promptly provide to the Licensor on request such written authorizations as the Licensor may require from time to time to make inquiries of any governmental authorities regarding the Licensee's compliance with Environmental Laws; to promptly notify the Licensor in writing of any release of an Environmental Contaminant or any other occurrence or condition on the License Area or subject the Licensor or the Licensee to any fines, penalties, orders, investigations or proceedings under Environmental Laws; on the expiry or earlier termination of this License Agreement or at any time if requested by the Licensor or required by any governmental authority pursuant to Environmental Laws, to remove from the License Area ali Environmental Contaminants, and to remediate any contamination of the License Area or any adjacent property resulting from Environmental Contaminants, in either case brought onto, used at or released from the License Area by the Licensee or any person for whom it is in law responsible. The Licensee shall perform these obligations promptly at its own cost and in accordance with Environmental Laws. All such Environmental Contaminants shall remain the property of the Licensee,

23 Page 19 of 25 (vii) notwithstanding any rule of law or other provision of this License Agreement to the contrary and notwithstanding the degree of their affixation to the License Area; and to indemnify the Licensor and its directors, officers, shareholders, employees, agents, successors and assignees, from any and all liabilities, actions, damages, claims, remediation cost recovery claims, losses, costs, orders, fines, penalties and expenses whatsoever (including all consulting and legal fees and expenses on a solicitor-client basis and the cost of remediation of the License Area and any adjacent property) arising from or in connection with any breach of or non-compliance with the provisions of this Section 3.10 by the Licensee, or any release of any Environmental Contaminants at or from the License Area related to or as a result of the use and occupation of the License Area or any negligent act or omission of the Licensee or any person for whom it is in law responsible. The obligations of the Licensee under this Section 3.10 shall survive the expiry or earlier termination of this License Agreement. The obligations of the Licensee under this section are in addition to, and shall not limit, the obligation of the Licensee contained in other provisions of this License Agreement. (c) (d) The Licensee hereby authorizes the Licensor to make enquiries from time to time of any governmental authority with respect to the compliance by the Licensee with Environmental Laws, and the Licensee agrees that the Licensee will from time to time provide to the Licensor such written authorization as the Licensor may reasonably require in order to facilitate the obtaining of such information. Notwithstanding anything contained in the License Agreement to the contrary, (a) neither the Licensee nor its directors, officers, agents, employees or any others for whom the Licensee is at law responsible shall be responsible for or liable to any pre-existing Environmental Contaminants or environmental damages on the License Area or the Buildings prior to the use and occupation of the License Area by the Licensee; and (b),lii(here the Licensee's activity, operation or use of the License Area results in the violation or breach of any Environmental Laws with respect to environmental matters or environmental damages, the Licensee shall take any and all necessary remedial action and to prevent any material adverse environmental impact on the Lice nse Area or adjacent properties. The Licensee shall be responsible for the costs of all remedial work carried out to address any environmental matters or environmental damages which occurs on the License Area or adjacent properties as a result of Licensee's violation or breach of any Environmental Laws as aforesaid, provided that the Licensee shall not be responsible to remedy any environmental matters or environmental damages or restore the License Area or adjacent properties to a condition that is less contaminated or less hazardous than it was before the violation or breach of any Environmental Laws resulting from the Licensee's activity, operation or use of the License Area Liability Insurance <a) The Licensee covenants and agrees to effect and keep in force at its own expense at all times throughout the Term and during such other times as the Licensee uses the License Area, Comprehensive General Liability insurance on an occurrence basis, In an amount not less than Three Million Dollars ($3,000,000) inclusive per occurrence, against death, bodily injury and property damage occurring by virtue of the Licensee's use and occupation of the License Area or by virtue of this License Agreement. This insurance shall include the Licensee's legal liability coverage. This Insurance shall be endorsed to add the Licensor as an Additional Insured and shall include a cross liability provision such that the Licensor and Licensee are each insured as if each had purchased the policy of insurance. (b) The policies of Insurance referred to above shall be in such form and with such companies as the Licensor may reasonably approve and shall contain the following:

24 Page 20 of 25 (i) (ii) (iii) provisions that such policies shall be endorsed to provide the Licensor with thirty (30) days advance written notice of cancellation or material change; provisions that the Licensor is protected notwithstanding any act, neglect or misrepresentation of the Licensee which might otherwise result in the avoidance of a claim under such policies and that such policies shall not be affected or invalidated by any act, omission or negligence of any third party which is not within the knowledge or control of the Licensor; and provisions that such policies and the coverage evidenced thereby shall be primary and non-contributing with respect to any policies carried by the Licensor. (c) (d) (e) (f) The Licensee shall provide the Licensor with evidence of all required insurance prior to the commencement of the License Agreement, and shall provide a certificate of insurance covering the required insurance poticies when requested by the Licensor. The Licensee hereby waives any right of recourse it may have or obtain against the Licensor, its employees or agents, with regard to loss or damage to its property except where such loss or damage is caused by the misconduct or negligence of the Licensor. The Licensee acknowledges that any requirement by the Licensor as to the amount of coverage under any policy of insurance will not constitute a representation by the Licensor that the amount required is adequate and the Licensee acknowledges that it is solely responsible for obtaining and maintaining policies of insurance in adequate amounts. Notwithstanding sub-clause 3.11(a), the Licensor, acting reasonably, may from time to time notify the Licensee that the amount of insurance posted by the Licensee pursuant to that sub-clause be changed and the Licensee shall, within sixty (60) days of receiving such notice, cause the amount of insurance posted pursuant to that sub-clause to be changed to the amount specified in the notice and deliver to the Licensor written confirmation of the change Cancellation of Insurance. If any insurance policy upon the License Area, or any part thereof, shall be cancelled or shall be threatened by the insurer to be cancelled, or the coverage thereunder reduced in any way by the insurer by reason of the use and occupation of the License Area or any part thereof by the Licensee or by any assignee or sub-licensee of the Licensee, or by anyone permitted by the Licensee to be upon the License Area, and if the Licensee fails to remedy the condition giving rise to cancellation or reduction of coverage within thirty (30) days after notice thereof by the Licensor, the Licensor may remedy the condition giving rise to such cancellation, threatened cancellation or reduction, and the Licensee shall forthwith pay the cost thereof to the Licensor which cost may be collected by the Licensor as additional rent Indemnification from Injury. Damage. or Loss of Prooertv. The Licensee shall Indemnify and save harmless the Licensor from any and all manner of actions, causes of action, suits, damages, loss, costs, claims, and demands of any nature whatsoever relating to the Licensee's occupation of the License Area pursuant to this License Agreement and arising during the Term and during such other times as the Licensee occupies and uses the License Area, including: (a) (b) any injury to person or persons, including death resulting at any time therefrom, occurring in or about the License Area; and any damage to or loss of property occasioned by the use of the License Area. However, no section of this License Agreement shall require the Licensee to indemnify the Licensor against any and all manners of actions, causes of actions, suits, claims, or demands for damages arising out of the wilful or negligent acts or omissions of the Licensor, ils servants, agents, or contractors, unless it involves a peril against which the Licensee is obligated to place insurance, in which case the release and indemnity set forth in this Article absolves the Licensor of all liability with respect thereto.

25 Page 21 of Indemnification from Breach. Violation. or Non-Performance of Covenants by Licensee. The Licensee shall indemnify and save harmless the Licensor, its servants, agents, successors, and assigns from any and all manner of actions, causes of action, suits, damages, loss, costs, builders' liens, claims, and demands of any nature whatsoever relating to any breach, violation, or non-performance of any covenant, condition, or agreement in this License Agreement to be fulfilled, kept, observed and performed by the Licensee and arising during the Temn and during such other times as the Licensee occupies and uses the License Area Licensor's tnsdection of License Area. The Licensee covenants and agrees to permit the Licensor to enter upon the License Area at any time to inspect the License Area. ARTtCLE4 Licensor's Covenants 4.1 Quiet En joyment. Subject to the provisions of this License Agreement and the Licensee complying with this License Agreement, the Licensor covenants for the quiet enjoyment of the License Area. ARTICLE 5 Assignment and Subletting 5.1 Assignment by the Licensee. Except as permihed by Section 5.2 of this License Agreement, this License Agreement shall not be assigned or transferred in any manner whatsoever, whether vo[untarily, involuntarily or by operation of law. 5.2 The Licensee may sub-license the License Area to the SHTC on the fo[lowing condilions : a) the SHTC shall indemnify both the Licensor and Licensee agai!1st any loss to either the Licensor or Licensee resulting from the SHTC's activity; b) the sub-license to the SHTC shall include a clause requiring the SHTC to provide access and learn-to-play assistance for students of the Licensor; c) the Licensee shall consider (as part of its financial plan) cost sharing with the SHTC funding of improvements to the License Area. This section in no way obligates the Licensee to fund any such improvements; and d) prior to execution by the Licensee, the Licensee shall provide the Licensor with a copy of the proposed SUb-license with the SHTC for the Licensor's approval. 5.3 Any sub-licenses purporting to have been granted without the consent of the Licensor shall convey no rights whatsoever under this License Agreement. ARTtCLE 6 Default of the Licensee 6.1 Re-entry by the Licensor upon Default of the Licensee. If the Licensee is in default or breach of any provision or condition of this License Agreement, the Licensor may, following the expiry of thirty (30) days after notice specifying the nature of the default or breach has been given, terminate this License Agreement unless the Licensee: (a) (b) has cured the default or breach to the Licensor's satisfaction; or demonstrates to the Licensor's satisfaction that the Licensee has commenced and is continuing di[igently to cure the default or breach.

26 Page 22 of 25 ARTICLE 7 Early Termination 7.1 Licensor's Right to Terminate License Agreement. Notwithslandlng any righls or provisions conlained in this Agreement, if at any time after June 3D, 2018, the Licensor bona fide decides to develop or sell the Land then the Licensor may, upon giving the Licensee six (6) months wrihen notice, terminate this Agreement and re-enter and take possession of the License Area on the date specified in the notice. [NOTE: the date after which the Licensor may terminate is the last day of the Term.] ARTICLE B Miscellaneous 8.1 No Tacit Renewal. In the event the Licensee continues to use the License Area after the end of the Term without the execution and delivery of an extension agreement, and the Licensor accepts any money tendered, there shall be no tacit renewal of this License Agreement. The new tenancy thereby created shall be a tenancy from year to year and shall be su bject to the covenants and conditions herein contained so far as the same are applicable to a tenancy from year to year. 8.2 Removal of Chattels. Upon the expiration or sooner determination of Ihis License Agreement in any other maimer, except re-entry by the Licensor pursuant to Seclion 6.1, Ihe Licensee shall, at the expense of the Licensee and to the reasonable satisfaclion of the Licensor, forthwith remove from the License Area all equipment, articles, materials, effects and things at any lim e brought or placed thereon by the Licensee and that is not fixed to the License Area and is a removable chattel and the Licensee shall leave the License Area in a safe, clean and sanitary condilion and will restore and make clean and sanitary the License Area and any improvements on the License Area used by the Licensee, save and except normal wear and tear. 8.3 Other Agreements and Rights. The Licensee agrees that the Licensor may grant agreements of other rights to others to use the License Area for any purpose, provided that those agreements or rights do not materially affect the Licensee's peaceful and quiet enjoyment of the License Area. B.4 Access or Services to the License Area. The Licensee agrees that the Licensor is under no obligation to provide access or services to the License Area or to maintain or improve any existing access. 8.5 Successors. All rights and liabililies herein given to, or imposed upon the respective parties.hereto shall extend to and bind the several respective heirs, administrators, executors, successors and assigns of the said parties; and if there be more than one Licensee, they shall all be bound jointly and severally by the terms, covenants, and agreements herein_ No rights, however, shall enure to the benefit of any assignee of the Licensee unless the Licensor as provided in this License Agreement has approved in writing the assignment to such assignee. B.6 Enlire Agreement. This License Agreement set forth all of the covenants, conditions, agreements, and understandings between the Licensor and the Licensee. Exce pt as herein otherwise provided, no subsequent alteration, amendment, change or addition to this License Agreement shall be binding upon the Licensor or the Licensee unless reduced to in writing and signed by them. 8.7 Frustration. Notwithstanding the occurrence or existence of any event or circumstance or the non-occurrence of any event or circumstance, and so often and for so long as the same may occur or continue which, but for this clause, would frustrate or void this License Agreement, and notwithstanding any statutory provision to the contrary, the obligations and Jiab IIltles of the Licensee hereunder shall continue in full force and effect as if such event or circumstance had nol occurred or existed.

27 Attachment 8 Page 23 of Notices. Any notice, demand, request or other instrument which may be or is required to be given under this License Agreement, shall be delivered in person or sent by registered mail postage prepaid or by courier or by facsimile and shall be addressed: If to the Licensor: Board of Education of School District No. 37 (Delta) 4585 Harvest Drive Delta, BC V4K 5B4 Facsimile No.: Attention: Director of Facilities & Planning If to the Licensee: The Corporation of Delta 4500 Clarence Taylor Crescent Delta, BC V4K 3W2 Facsimile No.: Attention: Director of Parks, Recreation & Cullure or at such other address as Ihe Licensor or the Licensee may designate by written notice. Any such notice, demand, request or consent shall be conclusively deemed to have been given or made on the day upon which such notice, demand, request or consent is delivered, or If mailed, then on the third business day following the date of the mailing as the case may be, and either party may al 'any time give notice in writing or facsimile delivery to the other of any change of address of the party giving such notice and from and after the giving of such notice, address therein specified shall be deemed to be the address of such party for the giving of notices hereunder. 8.9 Section and Article Numbers. The section and article headings and numbers appearing in this License Agreement are inserted only as a matter of convenience and in no way limit the scope or intent of such sections and articles of this License Agreement Goveming Law. This License Agreement shall be construed and governed by the laws of the Province of British Columbia Time of the Essence. Time shall be strictly of the essence herein No Waiver. No condoning, excusing or overlooking by the Licensor or the Licensee of any default, breach or non-observance by the Licensee or the Licensor at any time or times in respect of any covenant, proviso or condition herein contained shall operate as a condonin g, excusing or overlooking of any continuing or subsequent default, breach or non-observance, or so as to defeat or affect in any way the rights of the Licensor or the Licensee herein in respect of any such continuing or subsequen.t default or breach, and no waiver shall be inferred from or implied by anything done or omitted by the Licensor or the Licensee save only expressed waivers in writing. All rights and remedies of the Licensor in this License Agreement contained shall be cumulative and not alternative Partial Invalidity. If any term or condition of this License Agreement or the applicati on thereof to any person or circumstance shall, to any extent, be held to be invalid or unenforceable, the remainder of this License Agreement and the application of that term or condition to persons or circumstances other than those as to which it is held invalid or unenforceable, shall not be affected thereby and each term and condition of this License Agreement shall be valid and enforced to the fullest extent permitted by law Survival of Covenants. The covenants and indemnities given by the Licensee which, by their nature extends beyond the cancellation, expiration, surrender or other termination of this License Agreement will survive the cancellation, expiration, surrender or other term ination of this License

28 Page 24 of25 Agreement. [f more than one party executes this License Agreement as Licensee, the covenants and indemnities will be joint and several Other Grants and DisDositions. The Licensor reserves the right to grant other dispositions of the License Area' for any purpose and the Licensee hereby consents to any such grants and wil[ forthwith execute and deliver to the Licensor such instrument as may be necessary to subordinate the Licensee's right and interest in the License Area under this License Agreement to any such grant Ootion to Renew License. Provided the Licensee is not in material default of the terms or covenants of this License Agreement and the Licensee continues to sub-license the License Area to the SHTC and provided the Licensee gives the Licensor not less than six (6) months written notice prior to the expiry of the initial Term, of its intention to renew the License Agreement then the Licensee shall have the option to renew the Term of this License Agreement for a further Term of five (5) years (the "Renewa[ Term"). The Renewa[ Term shall be on the same terms and conditions as the initial Term, except that: (a) (b) there shall be no further right to extend the Term; the Rent payable by the Licensee during the Renewa[ Term shall be negotiated and agreed upon between the parties prior to the commencement of the Renewal Term based on the prevailing fair market Rent at the commencement of the Renewa[ Term ior premises of similar size, quality, use and location. TH[S LICENSE AGREEMENT has been executed as of the day and year first above written BOARD OF EDUCATtON OF SCHOOL DISTRICT NO. 37 (DELTA) by its authorized signatory: THE CORPORATION OF DELTA '2,{Lie" L- '?o, Ii 0 (os dee SlmiA, [/Seeret",) TI es,",e, rv'\,c,y( ~ M 1l.u,,"'12..., '5Ci!.~10-1 'T ':ea..:.u e...e. /:l"'~.: Jackson, Mayor Licensor's signature witnessed in the presence of: Licensee's signature witnessed in the presence of: Claudia Jesson Deputy Municipal Clerk A Commissioner Jar ta iltg.affidal,;ts for Britisli Cofum6ia 4500 Cfarcncc Tayfor Crescent J)dtu.,.8. C. V4K 3E.2