0001193125-09-261117 Sample Contracts

SPORTS PROPERTIES ACQUISITION CORP.
Underwriting Agreement • December 29th, 2009 • Sports Properties Acquisition Corp. • Local & suburban transit & interurban hwy passenger trans

Reference is made to that certain Underwriting Agreement (the “Underwriting Agreement”), dated January 17, 2008, between Sports Properties Acquisition Corp. (the “Company”) and Banc of America Securities LLC (“BAS”), as representative of the several underwriters, including GunnAllen Financial, Inc. (the “Underwriter”) in the Company’s initial public offering (the “IPO”). Capitalized terms used herein that are not otherwise defined shall have the meanings ascribed to them in the Underwriting Agreement. In addition, from and after the date of this letter, the term “Company” shall be deemed to include any successor to the Company.

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SPORTS PROPERTIES ACQUISITION CORP.
Underwriting Agreement • December 29th, 2009 • Sports Properties Acquisition Corp. • Local & suburban transit & interurban hwy passenger trans

Reference is made to that certain Underwriting Agreement (the “Underwriting Agreement”), dated January 17, 2008, between Sports Properties Acquisition Corp. (the “Company”) and Banc of America Securities LLC (“BAS”), as representative of the several underwriters, including Ladenburg Thalmann & Co. Inc. (the “Underwriter”) in the Company’s initial public offering (the “IPO”). Capitalized terms used herein that are not otherwise defined shall have the meanings ascribed to them in the Underwriting Agreement. In addition, from and after the date of this letter, the term “Company” shall be deemed to include any successor to the Company.

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