AGREEMENT       THIS AGREEMENT is entered into effective as of the ________ day of _______________, 200    , by and between The United States of America Wrestling Association, Inc., an Oklahoma nonprofit corporation, d/b/a USA Wrestling ("USAW"), and  (the "Training Center")      Background       A. USAW is the recognized national governing body for the sport of wrestling in the United States in accordance with the Olympic and Amateur Sports Act (the "Act").  As such, USAW prescribes rules and standards for competition in the sport; sponsors and sanctions local and national competitions, events and exhibitions in the sport; provides financial and administrative assistance, training and other services and support to eligible wrestlers; and generally promotes, regulates, governs and fosters the sport of wrestling in the United States and educates and informs the American public concerning the sport.     B. The Training Center desires to sponsor and conduct training programs for USAW member athletes in order to further the efforts of USAW to develop wrestlers at all levels and abilities and for competition at the state, regional, national and international levels of the sport.     C. USAW is willing, on the terms stated in this Agreement, to recognize the Training Center and its facilities as an "Official USAW Regional Training Center."     THEREFORE, in consideration of the foregoing and the promises and understandings set forth below, USAW and the Training Center agree as follows:     1. Recognition as Official Regional Training Center.  Subject to the Training Center's compliance with and performance under the terms and provisions of this Agreement, USAW hereby recognizes the Training Center and its program and the facilities which will be used for the purposes required by this Agreement as an "Official USAW Regional Training Center."  The facilities will be located at the venue described on the attached Exhibit A, which will be referred to in this Agreement as the "Training Center."  This recognition indicates USAW's acceptance of the Training Center's representation and demonstration that it has the capability of providing the type of consistent, high-quality training which USAW requires for its member athletes.  However, by recognizing the Official Regional Training Center, USAW does not accept any responsibility to conduct, operate, sponsor or in any other manner fulfill the activities and responsibilities of the Training Center, including as it pertains to the Training Center and the programs and activities associated therewith.           2. Training Center Responsibilities.  The Training Center agrees that, in providing and conducting the training program and activities and operating the Training Center, it will abide by applicable USAW By-Laws, rules and policies, will maintain its status as a duly recognized Regional Training Center of USAW, and will fulfill the following minimum requirements and responsibilities:     (a) Participants.  At all times, USAW member athletes must be training at the Training Center and a minimum of one (1) USAW NCEP certified coach (Bronze level minimum) must be coaching at the Training Center.  All athletes must have a current USAW "Competitor" membership card and all coaches must have a current USAW "Coach" membership card.     (b) Facilities.  The Training Center will be under the direction and control of the Training Center and will be of a type and quality customarily accepted and used for the training of USAW member wrestlers, and which will include, but not by way of limitation:  (i) adequate mats, space and ventilation, (ii) appropriate medical personnel and equipment present and available (for example, but not by way of limitation, customary and standard medial kit, posted emergency plan and certified medical personnel), (iii) access to weight training and cross-training facilities and (iv) available videotape recording and playback capabilities for training purposes.    (c) Training Program and Activities.  The Training Center will incorporate USAW's mission into every aspect of the programs and activities of the Training Center.  Without limiting the scope of the training programs and activities, it is understood that (i) the training at the Training Center will incorporate the USAW Technique Syllabus and any other training methods USAW establishes for such Regional Training Centers, (ii) the Training Center shall provide to USAW a detailed schedule of training times including dates, (iii) the Training Center will provide training opportunities in the styles of Freestyle, Greco-Roman and Women, (iv) the Training Center will establish a regular set schedule of workouts which participants must be kept informed, (v) the Training Center shall offer two (2) to three(3) sessions per week which are free of charged to any individual who possesses a current USAW Competitor or Coaches membership card. These sessions shall be scheduled at a time which allows for the greatest participation.  If a conflict arises regarding scheduled times, USAW shall make a determination of the session time with consultation with the Training Center Director.      (d) Transportation and Housing.  The Training Center will provide information and reasonable assistance to athletes and coaches regarding housing accommodations and transportation needs.  In addition, the Training Center will provide the opportunity for a minimum of one USAW National Team Coach to spend three (3) to five (5) days per year at the Training Center without charge for room and board.             (g) Insurance.  The Training Center agrees to charter with the State Association and USA Wrestling using the appropriate forms and paying the appropriate fees, which will provide the Training Center with general commercial liability insurance.  In addition, any additional insurance purchased by the Training Center shall name USAW and its directors, officers, employees, volunteers and agents as additional insureds and the Training Center shall timely provide proof of such insurance coverage to USAW.  Failure to obtain a certificate of insurance does not constitute a waiver of such insurance requirement.     (h) Conduct of Affairs and Reporting.  The Training Center agrees that it will conduct its affairs and fulfill its various responsibilities and activities under this Agreement in a professional, business-like and well-documented manner.  The Training Center will provide quarterly reports regarding the programs and activities at the Training Center to USAW's Director of National Teams in such reasonable form and at such reasonable time as required by USAW.  The Training Center will establish and maintain at its principal place of business accurate books of account and records for the Training Center's programs and activities, separate from the other accounts and records of the Training Center. USAW or any duly authorized representative will have the right during normal business hours, and with reasonable advance notice, to audit the books and records and all other documents and material in the possession or under the control of the Training with respect to the subject matter and the terms of this Agreement, and to make copies thereof.   Such audit, examination and copying will be at the expense of USAW     3. Use of USAW Marks and Logos.   Prior written consent and approval of USAW shall be required before the name, trademarks, logos or other identifications of USAW, or the name, likeness or identity of any member of USAW National Team, may be used by the Training Center for, or in, connection with the programs and activities of the Training Center; promotion of and any advertising for the Training Center; the design, production or sale of any merchandise or products for the Training Center; or for any other purpose whatsoever.  The Training Center acknowledges and agrees that the symbol of the International Olympic Committee (consisting of five interlocking rings), any emblem of the United States Olympic Committee (the "USOC"), the words "Olympic" or "Olympiad", or any combination or simulation thereof, may not be used for any purpose without the consent