LICENCE TERMS AND CONDITIONS FOR MATCH DAY HOSPITALITY

1. In this Licence the following expressions shall have the following meanings: "Designated Times" means those periods commencing two and a half hours before the published kick-off time for Matches taking place on a Saturday Sunday or recognised bank holiday in England or 5.30pm for Matches taking place between Monday and Friday inclusive (excluding recognised bank holidays in England) and terminating three hours and twenty minutes from the published kick-off time of the Match or 11.05pm whichever is the earlier and/or such other reasonable alternative times as may be stipulated by SFC and notified to the Suite Occupant in writing from time to time as a consequence of the proper legal business and/or operational requirements of SFC

"Fees" means the sum set out at clause 3 payable as set out therein

"Ground Regulations" means the ground regulations and conditions of issue in respect of entry to the Stadium as promulgated and placed around the Stadium by SFC from time to time being as at the date hereof as set out at Schedule VI

"Match" means that home SFC first team match played at the Stadium on the date set out in the attached order form between SFC and the team set out in the attached order form

"Seats" that seat/those seats referred to in the attached order form or such alternative seat or seats as SFC may allocate to the Suite Occupant at its reasonable discretion

"Stadium" means SFC's St Mary´s Stadium Britannia Road St Mary´s Southampton

"Suite" means the Suite at the Stadium referred to in the attached order form and/or such reasonable alternative Suite at the Stadium which may be stipulated by SFC and notified to the Suite Occupant in writing from time to time as a consequence of the proper legal business and/or operational requirements of SFC

"Suite Place(s)" means that number of place(s) in the Suite set out in the attached order form

"Suite Visitors" means any and all persons (to a maximum of the number of places being Suite Places) permitted to have access to the Suite during the Designated Times being the Suite Occupant´s (as defined in clause 2) personnel staff and/or invitees

2. Southampton Football Club Limited("SFC") hereby grants to you ("the Suite Occupant") a non-exclusive licence ("this Licence") to use the Suite Place(s) during the Designated Times in accordance with the provisions set out below and the right to occupy the Seats subject always to the Match Ticket Conditions of Issue set out at Schedule V.

3. The fee for this Licence is the sum set out in the attached order form, which will be payable by the Suite Occupant in cash or cleared funds to SFC either within 14 days of the invoice date (being the date set out in the attached order form as the details set out in the attached order form constitute SFC´s invoice to the Suite Occupant) or the date of the Match whichever is the earlier. In the event that cleared funds are not received by SFC prior to the date of issue and posting of the relevant Match ticket(s), upon receipt of cleared funds by SFC in accordance with this clause 3 such Match ticket(s) can be collected up to and including on the Match day from the SFC reception and/or guest area (as appropriate). If payment is not received in accordance with the terms contained in this clause 3, this Licence and the order placed using the attached order form shall be deemed to have been cancelled by the Suite Occupant as at the date payment became due under this clause 3, and the terms of clause 4 shall apply as appropriate. For the avoidance of doubt, following any deemed cancellation, SFC shall be entitled to deal with the Seats and Suite Places in such manner as it sees fit including but not limited to the sale of such Seats and Suite Places to a third party without prejudice to its rights against the Suite Occupant.

4. In the event the Suite Occupant wishes to cancel the reservation set out in this Licence it may do so by serving notice in writing to SFC not later than 12 hours prior to midnight on the day prior to the day of the Match subject to the following terms:

4.1 in the event that SFC receives such notice later than midnight on the day falling 7 days prior to the day of the Match SFC shall be entitled to payment by the Suite Occupant in the sum being 20% of the Fee set out at clause 3; and

4.2 in the event that SFC receives such notice later than midnight on the day falling 2 days prior to the day of the Match SFC shall be entitled to payment by the Suite Occupant in the sum of the Fee set out at clause 3 not withstanding the said cancellation

5. Access to the Stadium and to the Suite shall only be permitted upon production to SFC´s personnel on request of the appropriate ticket for the Match and shall be permitted only subject to adherence to SFC´s dress code of smart casual clothing from time to time in force and which for the avoidance of doubt shall preclude entry to the Suite if denim or trainers and/or replica kit (save only where SFC replica kit is worn by a child aged less than 16 years) are worn.

6. In addition to the use of the Suite Places and Seats in accordance with this Licence, the Suite Occupant will also have the rights and privileges listed in Schedule I and will receive the services listed in Schedule II at Designated Times.

7. The Suite Occupant (where it is not an individual) will immediately after execution of this Licence advise SFC of the identity and contact details of an individual (being a director of the Suite Occupant where it is a company, a partner of the Suite Occupant where it is a firm, or a person of comparable seniority where the Suite Occupant is a different form of organisation) as the person responsible for its administration and use of the Suite Places and its exercise of its rights and compliance with its obligations under this Licence.

8. The Suite Occupant agrees to observe and perform, and to procure the observation and performance by its Suite Visitors, while the Suite, Suite Place and Seats are being used by the Suite Occupant, of the regulations set out in Schedule III, and any replacement or supplementary regulations from time to time notified to it by SFC.

9. It is agreed by the Suite Occupant that SFC shall be entitled, in its discretion, to remove and/or exclude, from the Suite and/or the Stadium any Suite Visitor whose behaviour (whether by reason of intoxication or otherwise) is in breach of the Match Ticket Conditions of Issue and/or the Ground Regulations - see attached Schedule V and Schedule VI or is, or becomes, (in SFC´s opinion) a nuisance, annoyance, offensive or abusive or (in SFC's opinion) puts other users of the Suite and/or Stadium at risk, and the Suite Occupant will indemnify SFC against any claims made against it by any such Suite Visitor who has been so removed and/or excluded in conformity with this clause 9. Removal or exclusion in accordance with this clause could lead to further action by SFC including but not limited to the withdrawal of any Match tickets (without reimbursement) and other benefits.

10. In the event of any non-compliance by the Suite Occupant with any of its obligations under this Licence, it shall fully indemnify SFC against all liabilities, damages, costs or claims suffered or incurred by SFC consequent upon such non-compliance, and against any costs or expenses incurred by SFC in attempting to remedy such non-compliance or to enforce its rights under this Licence.

11. If the Suite Places are not available to the Suite Occupant during the Designated Times in order to exercise its rights under this Licence by reason of any other matter, event or thing beyond SFC´s reasonable control (including, but not limited to, executive action instructions of any governing body of football instructions of any competent police authority and/or any governmental local governmental or quasi governmental authority having power to issue any instructions in respect of or affecting the Stadium and/or the use thereof and/or fire, flood or other natural disasters which operate to restrict or prevent access to or use of the Stadium or any area thereof) SFC shall not be liable to the Suite Occupant for any loss of amenity or consequential or other loss suffered or incurred by the Suite Occupant, save only that SFC shall reimburse to the Suite Occupant the Fee received by SFC under the terms of this Licence.

12. The venue, date or time of the Match may be altered at short notice and SFC shall have no liability of any nature to the Suite Occupant and/or any Suite Visitor arising out of or in connection with the alteration of any such venue, date or kick-off time save only that SFC shall reimburse to the Suite Occupant the Fee received by SFC under the terms of this Licence in the event of a change of venue or abandonment prior to the date of the Match.

13. In the event that the Match is abandoned or postponed prior to commencement of the Match but following commencement of the provision by SFC of the catering services provided under this Licence in connection with the Match then SFC shall have no liability to the Suite Occupant save that the Suite Occupant shall be entitled to attend such rearranged Match pursuant to this Licence. The Suite Occupant in the said circumstances shall be liable to pay for the catering services provided in respect of the postponed or abandoned Match in addition to the cost of any such catering services supplied to it at the rearranged Match.

14. SFC shall not be liable for any claim, howsoever arising, by the Suite Occupant or any Suite Visitors in respect of any loss, damage, injury or death arising in the exercise or purported exercise of the Suite Occupant´s rights under this Licence, save in respect of death or personal injury caused by SFC's negligence.

15. This Licence is personal to the Suite Occupant and it shall not be entitled to transfer either the benefit or the burden of it to any other person

16. Any approval, consent, notice, counter-notice or other communication to be served or delivered by either party under this Licence shall be in writing and may be personally delivered or sent by pre-paid letter post at first class rate addressed to the intended recipient at its address mentioned in this Licence or by electronic facsimile transmission to the receiver number of the intended recipient communicated by it to the other party at or after the date of this Licence (or to such other address or receiver number as the intended recipient may from time to time notify to the other party pursuant to the provisions of this clause 16) and shall be deemed to have been properly given or delivered:

16.1 (if personally delivered) upon delivery; or

16.2 (if posted) 5 working days after posting in accordance with applicable postal regulations; or

16.3 (if by electronic facsimile transmission) upon print-off on the sender's transmitter of a confirmation of problem-free transmission to the relevant receiver number.

17. The construction, validity and performance of this Licence shall be governed in all respects by English Law and the parties hereby submit to the exclusive jurisdiction of the English Courts.

18. A person who is not a party to this Licence has no right under the Contracts (Rights of Third Parties) Act 1999 to enforce any term hereof, provided that this does not effect any right of a third party which exists or is available apart from that Act.

SCHEDULE I

Rights and Privileges of the Suite Occupant for Designated Times

SFC shall:-

1. provide the Suite Occupant with that number of Match tickets set out in the attached order form for attendance at the Match for use

in conjunction with the Suite Places such Match tickets being issued upon the terms set out at Schedule V in respect of each such Match;

2. provide the Suite Occupant with that car parking space/those car parking spaces referred to in the attached order form for the permitted hours (as defined at clause 1.5 of Schedule IV) such space or spaces to be occupied upon the terms set out at Schedule IV;

SCHEDULE II

Services for Designated Times

SFC undertakes during the Designated Times to:-

1. provide catering services to the Suite of a proper and commensurate standard, comprising those arrangements referred to in the attached order form provided always that where service of alcohol forms part of the agreed arrangements, service of alcohol prior to 12 noon and/or service of alcohol after 10.30pm on a Sunday and/or recognised bank holiday in England, is subject always to SFC obtaining the relevant liquor licence which cannot be guaranteed in any and/or all circumstances;

2. provide the Suite Occupant with such permits or passes as may be necessary to allow Suite Visitors to gain access to the Suite during the Designated Times.

SCHEDULE III

Suite Occupant's Responsibilities

The Suite Occupant shall:-

1. fully and promptly comply with the terms of this Licence;

2. ensure the safe and orderly conduct of the Suite Visitors in the Suite and the Seats and around the Stadium;

3. ensure that all Suite Visitors shall be smartly dressed in accordance with any dress code laid down by SFC from time to time and in any event not to permit any person wearing jeans and/or training shoes and/or replica kit (save only in the case of SFC replica kit worn by a child aged under 16 years) to enter the Suite Places

4. not cause (and procure that the Suite Visitors do not cause) any damage or destruction to the Suite, its decor, furnishings or contents (fair wear and tear excepted);

5. comply, and procure compliance by all Suite Visitors, with any and all instructions of any SFC steward or officer and/or any police officer (failure to comply with such instructions may lead to immediate ejection from the Stadium) and all rules, including Ground Regulations displayed around the Stadium, issued by SFC relating to attendance at, and use of, the Suite and other areas of the Stadium and licensing regulations from time to time notified by SFC to the Suite Occupant;

6. without prejudice to the generality of paragraph 5 above, comply, and procure compliance by all Suite Visitors, with the following rules (and/or such additional or alternative rules as may be notified in writing to the Suite Occupant by SFC being rules necessitated by the terms of any liquor licence issued to SFC from time to time) which rules in any event include the requirements of the Sporting Events (Control of Alcohol) Act 1985 which if not complied with may result in the arrest by a police officer of a Suite Visitor and conviction could result in a Banning Order being made

6.1 alcoholic drinks may only be served until 30 minutes before the kick off of any match, and consumption of alcoholic drinks must cease 15 minutes prior to such kick off;

6.2 alcoholic drinks will be served from 10 minutes before half time of any match and through half-time, but consumption of alcoholic drinks must cease not later than 10 minutes into the second half of any match;

6.3 under no circumstances may alcoholic drinks be taken out of the Suite;

6.4 all spirits will only be served in single measures;

6.5 save for Matches taking place on a Sunday and/or recognised bank holiday in England (the arrangements in respect of which will be notified to the Suite Occupant in advance), alcohol can only be served for a period of up to three hours from the published kick-off time for the Match or until 10.45pm whichever is the earlier;

6.6 the Suite must be vacated within 20 minutes after cessation of service of alcohol after a match;

6.7 no person shall attempt to enter the Stadium or be inside the Stadium whilst drunk;

6.8 no person shall be in possession of any intoxicating liquor, or bottle, can or other portable container which could cause damage or personal injury when entering the Stadium or in a public area of the Stadium from which the Match can be directly viewed;

7. not bring, or permit to be brought, food or drink into the Suite which has not been purchased either as an aspect of catering services to the Suite or through other catering facilities located in the Stadium. Representatives of SFC shall have access to the Suite at all times to ensure compliance with all of the Suite Occupant's responsibilities set out in this Schedule and generally in this Licence by the Suite Occupant and Suite Visitors.

SCHEDULE IV

Car Parking Terms

The following terms and conditions apply to Suite Occupants who have been provided with a car parking facility and any other person permitted by SFC to have such facility ("Authorised Person").

The car parking facility shall entitle the relevant Authorised Person to park a car in such space as is allocated by a SFC steward on the day of parking (the "Space") (such day of parking being the day of the Match) in the car parking area designated by SFC ("Car Park") on the following terms:

1. That such Authorised Person hereby covenants with SFC to comply with the obligations in SFC's licence agreement ("Agreement") with the owner or occupier of the Car Park (the "Licensor") under which SFC is permitted to designate the Space, such obligations to be:

1.1 not to do or cause or permit to be done any act or thing in the Car Park or its precincts or upon entering or leaving the Car Park which may be or become a nuisance or inconvenience or cause damage or annoyance to the Licensor or other licensees of the Car Park or other persons whom so ever or to the Car Parking area itself or any adjoining property and in particular shall not permit the unreasonable or noisy running of engines or the sounding of hooters or horns or the playing of a music system or other media equipment at an unreasonable level of sound as determined by SFC or an SFC steward or other undue noise

1.2 not to keep on a Space any inflammable or explosive oil or other substance except that which is stored in a normal fuel tank and engine of any car used by an Authorised Person

1.3 not to wash clean repair or maintain any vehicle (save for the repairing of such vehicle for the purpose of leaving the Car Park) within the Car Park

1.4 to ensure the car is parked in an orderly manner within the Space

1.5 to use the Space for the sole purpose of attending the Match during the permitted hours which means between three hours before the published kick-off time for Matches taking place on a Saturday Sunday or recognised bank holiday in England or 5.15pm for Matches taking place between Monday and Friday inclusive (excluding recognised bank holidays in England) and three hours and forty-five minutes from the published kick-off time of the relevant Match or 11.30pm whichever is the earlier and/or such reasonable alternative times as may be stipulated by SFC and notified to the Suite Occupant in writing from time to time as a consequence of the proper legal business and/or operational requirements of SFC

1.6 not to allow oil grease or other fluid to drip from the car on to the surface of the Space

1.7 not to deposit rubbish or litter in the Car Park

1.8 to comply with all statutory and local regulations or any provisions contained in any policy of insurance for the use of the Car Park and any other reasonable and proper regulations made by the Licensor or SFC (copies of which are available upon request)

1.9 to comply with any other obligations required by the Licensor of the Car Park to be included in the Agreement

1.10 to comply with all instructions given by SFC stewards in the course of the operation of the Car Park.

2. Each Authorised Person will park at their own risk and SFC will have no responsibility whatsoever for any damage or injury suffered by the Authorised Persons (save in respect of death or personal injury caused by SFC's negligence) or his or her vehicle in the Car Park.

3. The Authorised Person will indemnify SFC for any losses claims damages or liabilities incurred or suffered by SFC as a result of any damage caused by the Authorised Person to the Car Park or Space or other breach of these terms and conditions.

4. The Authorised Person has the right to use a Space in a designated Car Park in accordance with these terms and conditions and under the supervision of SFC's stewards.

5. SFC reserves the right to transfer or amend the Authorised Person's rights pursuant to these terms and conditions so as to constitute the right to park in another Car Park within the category as stipulated by SFC (or if no such Car Park is available) to a Car Park within another category and (if no other category Car Park is available) to terminate the said rights altogether.

6. SFC has the right to refuse entry to a Car Park to a person and withdraw the parking rights (without compensation) of any Authorised Person who has breached or is deemed to have breached any of the obligations imposed by these terms and conditions or the obligations contained within this Licence.

7. The car parking pass ("the Pass") shall not be transferable by the Authorised Person named on it except with the prior written consent of SFC which SFC may grant or withhold at its absolute discretion. For the avoidance of doubt the Suite Occupant or Suite Visitors shall be entitled to use the Pass

8. Lost Passes will only be replaced in exceptional circumstances and at the sole discretion of SFC. A fee of £50 will be charged to replace a Pass.

9. No refunds or transfers between Car Parks will be permitted except in exceptional circumstances and at the sole discretion of SFC.

SCHEDULE V

Match Ticket
Conditions of Issue Season 2004/2005

1. The Match tickets issued under the terms of this Licence are issued subject to the rules and regulations of FIFA, UEFA, The Football Association and The Football Association Premier League Limited in respect of the Match and the Ground Regulations.

2. The use of the Match tickets in any way and/or the use of any part to enter the Stadium constitutes acceptance by the holder of these Conditions of Issue and of such rules and regulations as referred to in paragraph 1 and Ground Regulations and SFC reserves the right for SFC by any SFC steward or official and/or for any police officer to refuse admission or eject from the Stadium any person who fails to comply with the same in respect of any Match.

3. The Match tickets admit the holder being that person to whom it was first sold by or on behalf of SFC only and is not transferable and may not be offered for sale (and no rights arising out of or in connection with it are transferable) to any other person without the prior written consent of SFC. Any Match tickets offered for sale may be confiscated by any steward or officer of SFC or any police officer. For the avoidance of doubt the Suite Occupant and Suite Visitors are permitted to use the Match tickets issued in accordance with this Licence.

4. Save only as set out at paragraph 5, no person (other than a person who holds an appropriate licence) may bring into the Stadium or use within the Stadium any equipment which is capable of recording or transmitting (by digital or any other means) any audio, visual or audio-visual material or any information or data in relation to the Match or the Stadium. Copyright in any unauthorised recording or transmission is assigned (by way of present assignment of future copyright pursuant to section 91 of the Copyright Designs and Patents Act 1988) to SFC.

5. Mobile telephones are permitted within the Stadium provided that they are used for personal and private use only and in any event only for the purpose of transmission and/or reception of voice data only not being commentary upon the Match in progress.

6. The Match tickets permit the holder to occupy the seat designated upon the Match Ticket or such other alternative seat of equal value to the said seat as SFC may allocate to the holder at its reasonable discretion or any other seat to which the Suite Occupant or Suite Visitors are directed by any SFC steward or officer or any police officer at the Match only on production of the Match ticket at the appropriate entrance.

7. The Match tickets will remain the property of SFC at all times and as such must be produced if requested by any official, steward or employee of SFC or any police officer. SFC reserves the right to retain the Match tickets at any time.

8. In the event of any or all Match tickets being forgotten or lost in respect of any individual Match SFC shall not be obliged to issue any other form of replacement ticket to the said Match.

9. Any deliberate misuse of the Match tickets including any attempt of any nature which in SFC's reasonable opinion constitutes an attempt to defraud SFC will result in the holder being ejected from the Stadium in respect of the Match with no refund being payable. SFC further reserves its right to take any legal action against any appropriate persons as it sees fit in connection with such matters.

10. Further and without prejudice to any other rights it may have SFC shall have the right in the case of any serious breach or persistent breach of these Conditions of Issue and/or of the rules and regulations and/or Ground Regulations by the holder to cancel and withdraw any or all Match tickets with no refund being payable to the holder. Without prejudice to the general nature of the above the following actions by the holder shall constitute serious breach of the said Conditions of Issue and/or rules and regulations and/or Ground Regulations entitling SFC to take such action including but not limited to ejection from the Stadium in respect of the holder

10.1 smoking in seated areas

10.2 persistent standing in seated areas whilst the Match is in progress

10.3 sale of or transfer of the Match tickets or any right arising out of or in connection with it to any person

11. In the event that any holder of the Match tickets is ejected from the Stadium pursuant to these Conditions of Issue the names and identifying details and/or photographs of any such holder (including but not limited to any material being personal data as defined under the Data Protection Act 1998) may be passed to the police and/or such other appropriate authority as SFC sees fit.

SCHEDULE VI

Ground Regulations

Notice: Entry to the Ground is expressly subject to acceptance by the visitor of these Ground Regulations and the rules and regulations of FIFA, UEFA, The Football Association, The F.A. Premier League and The Football League in respect of the relevant competition. The Ground Regulations incorporate the Club's Customer Charter (if any). Entry to the Ground shall constitute acceptance of the Ground Regulations.

"Ground" means this football stadium and all locations owned, occupied or utilised by the Club.

"Club" means this football club.

"Match" means any association football match taking place at the Ground.

1. Permission to enter or to remain within the Ground (notwithstanding possession of any ticket) is at the absolute discretion of the Club, any police officer or authorised steward. On no account will admission be granted to a person who is the subject of a current Banning Order.

2. The Club excludes to the maximum extent permitted by law any liability for loss, injury or damage to persons/property in or around the Ground.

3. No guarantees can be given by the Club that a Match will take place at a particular time or on a particular date and the Club reserves the right to reschedule the Match without notice and without liability whatsoever.

4. In the event of the postponement or abandonment of the Match, refunds (if any) will be made in accordance with the Club's Customer Charter. The Club will have no further liability whatsoever, including (but not limited to) any indirect or consequential loss or damage, such as (but not limited to) loss of enjoyment or travel costs.

5. All persons seeking entrance to the Ground acknowledge the Club's right to search any person entering the Ground and to refuse entry to or eject from the Ground any person refusing to submit to such a search.

6. The following articles must not be brought within the Ground - knives, fireworks, smoke canisters, air-horns, flares, weapons, dangerous or hazardous items, laser devices, bottles, glass vessels, cans, poles and any article that might be used as a weapon and/or compromise public safety. Any person in possession of such items will be refused entry to the Ground.

7. The use of threatening behaviour, foul or abusive language is strictly forbidden and will result in arrest and/or ejection from the Ground. The Club may impose a ban for one or more Matches.

7.1 Racial abuse, chanting or harassment is strictly forbidden and will result in arrest and/or ejection from the Ground. The Club may impose a ban for one or more Matches.

7.2 The following acts are arrestable offences under the Football (Offences) Act 1991, as amended:

7.2.1 The throwing of any object within the Ground without lawful authority or excuse.

7.2.2 The chanting of anything indecent or racialist nature.

7.2.3 The entry onto the playing area or any adjacent area to which spectators are not generally admitted without lawful authority or excuse. Conviction may result in a Banning Order being made.

8. All persons entering the Ground may only occupy the seat allocated to them by their ticket and must not move from anyone part of the Ground to another without express permission or instruction of any steward, officer of the Club and/or any police officer.

9. Nobody may stand in any seating area whilst play is in progress. Persistent standing in seated areas whilst play is in progress is strictly forbidden and may result in ejection from the Ground.

10. The obstruction of gangways, access ways, exits and entrances, stairways and like places is strictly forbidden. Nobody entering the Ground shall be permitted to climb any structures within the Ground.

10.1 Smoking in No-Smoking areas is strictly forbidden.

11. Mobile telephones are permitted within the Ground, provided that they are used for personal and private use only.

12. Under the Sporting Events (Control of Alcohol etc) Act 1985, the following are offences for which a person can be arrested by a police officer and conviction could result in a Banning Order being made:

12.1 Attempting to enter the Ground or being inside the Ground whilst drunk;

12.2 Being in possession of any intoxicating liquor, or bottle, can or other portable container and which could cause damage or personal injury, when entering the Ground or in a public area of the Ground from which the event can be directly viewed.

13. Any individual who has entered any part of the Ground designated for the use of any group of supporters to which he does not belong may be ejected from the Ground either for the purposes of his own safety or for any other reason.

14. No person (other than a person who holds an appropriate licence) may bring into the Ground or use within the Ground any equipment, which is capable of recording or transmitting (by digital or other means) any audio, visual or audio-visual material or any information or data in relation to the Match or the Ground. Copyright in any unauthorised recording or transmission is assigned (by way of present assignment of future copyright pursuant to section 91 of the Copyright, Designs and Patents Act 1988) to the Club.

15. No goods (including literature of any nature may be offered either free or for sale by any person within the Ground without the express written permission of the Club.

15.1 Tickets are not transferable and may not be offered for sale without the prior written permission of the Club. Any tickets offered for sale may be confiscated by any steward, officer of the Club or any police officer.

16. CCTV cameras are in use around and in the Ground and the Club may itself use or pass to the police or any Football Authority, any recordings for use in any proceedings.

17. At all times whilst present in the Ground, persons must comply with any and all instructions of any steward or officer of the Club and/or any police officer. Failure to comply with any instruction may lead to immediate ejection from the Ground.

18. The Club reserves absolutely the right to eject from the Ground any person failing to comply with any of the Ground Regulations or whose presence within the Ground is, or could, reasonably be construed as constituting a source of danger, nuisance or annoyance to any other person. This could lead to further action by the Club including, but not limited to, the withdrawal of any season ticket (without reimbursement) and other benefits.

18.1 Entry to the Ground shall constitute acceptance of the Ground Regulations. Published by The Football League Limited and The FA Premier League Limited, August 2001

LICENCE TERMS AND CONDITIONS FOR EXECUTIVE BOXES

1. In this Licence the following expressions shall have the following meanings:

"Box" means that Executive Box No referred to in the attached order form at the Stadium or such other Executive Box at the Stadium as SFC may from time to time in its absolute discretion designate on not less than seven (7) days notice to the Box Holder as defined in clause 2 together with those ten (10) seats in the relevant stand positioned immediately outside the same

"Box Occupants" means any and all persons (to a maximum of ten (10) persons) permitted to have access to the Box during the Designated Times being the Box Holder's personnel staff and/or invitees

"Designated Times" means those periods commencing two and a half hours before the published kick-off time for Matches taking place on a Saturday Sunday or recognised bank holiday in England or at 5.30pm for Matches taking place between Monday and Friday inclusive (excluding recognised bank holidays in England) and terminating three hours and twenty minutes from the published kick-off time of the Match or 11.05pm whichever is the earlier and/or such other reasonable alternative times as may be stipulated by SFC and notified to the Box Holder in writing from time to time as a consequence of the proper legal business and/or operational requirements of SFC

"Fees" means the sum set out at clause 3 payable as set out therein

"Licence Period" means the Designated Times

"Match" means that SFC first team match played at the Stadium on the date set out in the attached order form between SFC and the team set out in the attached order form

"Stadium" means SFC's St Mary's Stadium Britannia Road St Mary's Southampton

2. Southampton Football Club Limited ("SFC") hereby grants to you ("the Box Holder") a non-exclusive licence ("this Licence") for the Licence Period to use the Box during the Designated Times only in accordance with the provisions set out below.

3. The fee for this Licence is the sum set out in the attached order form which will be payable by the Box Holder in cash or cleared funds to SFC either within fourteen (14) days of the invoice date (being the date set out in the attached order form as the details set out in the attached order form constitute SFC's invoice to the Box Holder) or the date of the Match whichever is the earlier. In the event that cleared funds are not received by SFC prior to the date of issue and posting of the relevant tickets for use of the Box, upon receipt of cleared funds by SFC in accordance with this clause 3 such ticket(s) can be collected up to and including on the Match day from the SFC reception and/or guest area (as appropriate). If payment is not received in accordance with this clause 3, this Licence and the order placed using the attached order form shall be deemed to have been cancelled by the Box Holder as at the date payment became due under this clause 3 and the terms of clause 4 shall apply as appropriate. For the avoidance of doubt, following any deemed cancellation, SFC shall be entitled to deal with the Box in such manner as it sees fit including but not limited to the sale of such Box to a third party without prejudice to its rights against the Box Holder.

4. In the event the Box Holder wishes to cancel the reservation set out in this Licence it may do so by serving notice in writing to SFC not later than 12 hours prior to midnight on the day prior to the day of the Match subject to the following terms:

4.1 in the event that SFC receives such notice later than midnight on the day falling 7 days prior to the day of the Match SFC shall be entitled to payment by the Box Holder in the sum being 20% of the Fee set out at clause 3; and

4.2 in the event that SFC receives such notice later than midnight on the day falling 2 days prior to the day of the Match SFC shall be entitled to payment by the Box Holder in the sum of the Fee set out at clause 3 notwithstanding the said cancellation

5. In addition to the use of the Box in accordance with this Licence, the Box Holder will also have the rights and privileges listed in Schedule I and will receive the services listed in Schedule II at Designated Times.

6. The Box Holder (where it is not an individual) will immediately after execution of this Licence advise SFC of the identity and contact details of an individual (being a director of the Box Holder where it is a company, a partner of the Box Holder where it is a firm, or a person of comparable seniority where the Box Holder is a different form of organisation) as the person responsible for its administration and use of the Box and its exercise of its rights and compliance with its obligations under this Licence.

7. The Box Holder agrees to observe and perform, and to procure the observation and performance by its Box Occupants, while the Box is being used by the Box Holder, of the regulations set out in Schedule III, and any replacement or supplementary regulations from time to time notified to it by SFC.

8. The Box Holder shall not permit more than 10 Box Occupants (including children, other than babes in arms) to have access to, and use of, the Box on any one occasion.

9. It is agreed by the Box Holder that SFC shall be entitled, in its discretion, to remove and/or exclude, from the Box and/or the Stadium, any Box Occupant whose behaviour (whether by reason of intoxication or otherwise) is or becomes, (in SFC's opinion) a nuisance, annoyance, offensive or abusive or (in SFC's opinion) puts other users of the Box and/or Stadium at risk, and the Box Holder will indemnify SFC against any claims made against it by any such Box Occupant who has been so removed and/or excluded in conformity with this clause 9.

10. In the event of any non-compliance by the Box Holder with any of its obligations under this Licence it shall fully indemnify SFC against all liabilities, damages, costs or claims suffered or incurred by SFC consequent upon such non-compliance and against any costs or expenses incurred by SFC in attempting to remedy such non-compliance or to enforce its rights under this Licence.

11. If the Box is not available to the Box Holder for the Licence Period in order to exercise its rights under this Licence by reason of any matter, event or thing beyond SFC's reasonable control (including, but not limited to, executive action instructions of any governing body of football instructions of any competent police authority and/or any governmental local governmental or quasi governmental authority having power to issue any instructions in respect of or affecting the Stadium and/or the use thereof and/or fire, flood or other natural disasters which operate to restrict, or prevent access to or use of the Stadium or any area thereof) SFC shall not be liable to the Box Holder for any loss of amenity or consequential or other loss suffered or incurred by the Box Holder, save only that SFC shall reimburse to the Box Holder the Fee received by SFC under the terms of this Licence.

12. The venue, date or time of the Match may be altered at short notice and SFC shall have no liability of any nature to the Box Holder and/or any Box Occupant arising out of or in connection with the alteration of any such venue, date or kick-off time save only that SFC shall reimburse to the Box Holder the Fee received by SFC under the terms of this Licence in the event of a change of venue or abandonment prior to the date of the Match.

13. In the event that the Match is abandoned or postponed prior to commencement of the Match but following commencement of the provision by SFC of the catering services provided under this Licence in connection with the Match then SFC shall have no liability to the Box Holder save that the Box Holder shall be entitled to attend such rearranged Match pursuant to this Licence. The Box Holder in the said circumstances shall be liable to pay for the catering services provided in respect of the postponed or abandoned Match in addition to the cost of any such catering services supplied to it at the rearranged Match.

14. SFC shall not be liable for any claim, howsoever arising, by the Box Holder or any Box Occupants in respect of any loss, damage, injury or death arising in the exercise or purported exercise of the Box Holder's rights under this Licence, save in respect of death or personal injury caused by SFC's negligence.

15. This Licence is personal to the Box Holder and it shall not be entitled to transfer either the benefit or the burden of it to any other person.

16.1 (if personally delivered) upon delivery; or

16.2 (if posted) 5 working days after posting in accordance with applicable postal regulations; or

16.3 (if by electronic facsimile transmission) upon print-off on the sender's transmitter of a confirmation of problem-free transmission to the relevant receiver number.

17. The construction, validity and performance of this Licence shall be governed in all respects by English Law and the parties hereby submit to the exclusive jurisdiction of the English Courts.

SCHEDULE I

Rights and Privileges of the Box Holder for Designated Times

SFC shall:-

1. provide the Box Holder with 10 tickets for attendance at the Box during the Designated Times (and the maximum permissible number of Box Occupants, including children other than babes in arms, shall be 10);

2. provide the Box Holder with two car parking spaces for the Designated Times adjacent to the Stadium and two car parking spaces within reasonable proximity to the Stadium such spaces to be occupied upon the terms set out at Schedule IV;

SCHEDULE II

Services for Designated Times

SFC undertakes during the Designated Times to:-

1. provide catering services to the Box of a proper and commensurate standard, comprising those arrangements referred to in the attached order form provided always that where service of alcohol forms part of the agreed arrangements, service of alcohol prior to 12 noon and/or service of alcohol after 10.30pm on a Sunday and/or recognised bank holiday in England, is subject always to SFC obtaining the relevant liquor licence which cannot be guaranteed in any and/or all circumstances.

SCHEDULE III

Box Holder's Responsibilities

The Box Holder shall:

1. fully and promptly comply with the terms of this Licence;

2. ensure the safe and orderly conduct of the Box Occupants in the Box and around the Stadium;

3. ensure that all Box Occupants shall be smartly dressed in accordance with any dress code laid down by SFC from time to time and in any event not to permit any person wearing jeans and/or training shoes and/or replica kit (save only where SFC replica kit is worn by a child aged less than sixteen (16) years) to enter the Box;

4. not cause (and procure that the Box Occupants do not cause) any damage or destruction to the Box, its decor, furnishings or contents (fair wear and tear excepted);

5. comply, and procure compliance by all Box Occupants, with any and all instructions of any SFC steward or officer and/or any police officer (failure to comply with such instructions may lead to immediate ejection from the Stadium) and all rules, including Ground Regulations displayed around the Stadium, issued by SFC relating to attendance at, and use of, the Box and other areas of the Stadium;

6. without prejudice to the generality of paragraph 5 above, comply, and procure compliance by all Box Occupants, with the following rules (and/or such additional or alternative rules as may be notified in writing to the Box Holder by SFC being rules necessitated by the terms of any liquor licence issued to SFC from time to time) which rules in any event include the requirements of the Sporting Events (Control of Alcohol) Act 1985 which if not complied with may result in the arrest by a police officer of a Box Occupant and conviction could result in a Banning Order being made:

6.1 alcoholic drinks may only be served until 30 minutes before the kick off of any match, and consumption of alcoholic drinks must cease 15 minutes prior to such kick off;

6.2 alcoholic drinks will be served at half time of any match and through half time, but consumption of alcoholic drinks must cease at the start of the second half of any match;

6.3 under no circumstances may alcoholic drinks be taken out of the Box;

6.4 all spirits will only be served in single measures;

6.5 save for Matches taking place on a Sunday and/or recognised bank holiday in England (the arrangements in respect of which will be notified to the Box Holder in advance), alcohol can only be served for a period of up to three hours from the published kick-off time for the Match or until 10.45pm whichever is the earlier;

6.6 the Box must be vacated within 20 minutes after cessation of service of alcohol after a match;

6.7 no person shall attempt to enter the Stadium or be inside the Stadium whilst drunk;

7. not bring, or permit to be brought, food or drink into the Box which has not been purchased either as an aspect of catering services to the Box or through other catering facilities located in the Stadium; and

8. allow representatives of SFC access to the Box at all times to ensure compliance with all of the Box Holder's responsibilities set out in this Schedule and generally in this Licence by the Box Holder and Box Occupants.

SCHEDULE IV

Car Parking Terms

The following terms and conditions apply to Box Holders who have been provided with a car parking facility and any other person permitted by SFC to have such facility ("Authorised Person").

1.2 not to keep on a Space any inflammable or explosive oil or other substance except that which is stored in a normal fuel tank and engine of any car used by an Authorised Person

1.3 not to wash clean repair or maintain any vehicle (save for the repairing of such vehicle for the purpose of leaving the Car Park) within the Car Park

1.4 to ensure the car is parked in an orderly manner within the Space

1.5 to use the Space for the sole purpose of attending the Match during the permitted hours which means between three (3) hours before the published kick-off time for Matches taking place on a Saturday Sunday or recognised bank holiday in England or at 5.15pm for Matches taking place between Monday and Friday inclusive (excluding recognised bank holidays in England) and three (3) hours and forty-five (45) minutes from the published kick-off time of the relevant Match or 11.30pm whichever is the earlier and/or such reasonable alternative times as may be stipulated by SFC and notified to the Box Holder in writing from time to time as a consequence of the proper legal business and/or operational requirements of SFC

1.6 not to allow oil grease or other fluid to drip from the car on to the surface of the Space

1.7 not to deposit rubbish or litter in the Car Park

1.9 to comply with any other obligations required by the Licensor of the Car Park to be included in the Agreement

1.10 to comply with all instructions given by SFC stewards in the course of the operation of the Car Park.

4. The Authorised Person has the right to use a Space in a designated Car Park in accordance with these terms and conditions and under the supervision of SFC's stewards.

7. The car parking pass ("the Pass") shall not be transferable by the Authorised Person named on it except with the prior written consent of SFC which SFC may grant or withhold at its absolute discretion. For the avoidance of doubt the Box Holder and Box Occupants shall be entitled to use the Pass.