September 8, 2020

Rodney Sorrel, Sr.

Gun Show, Inc.
D/B/A Greensboro Gun Show & Greensboro Gun & Knife Show
1088 Lemons Road.
PO Box 98
Stokesdale, NC 27357

Dear Rodney,

I am enclosing for your review, a Draft of a proposed Purchase Agreement between the
Greensboro Coliseum Complex and you individually and with Gun Show, Inc. D/B/A the
Greensboro Gun Show and or Greensboro Gun & Knife Show for the transfer of
ownership, operation and management of the Greensboro Gun Show and or the
Greensboro Gun & Knife Show to the Greensboro Coliseum Complex.

I respect what you have personally accomplished in preserving the successful business
operation of the Greensboro Gun Show and or the Greensboro Gun & Knife Show and
thank you for being one of the Greensboro Coliseum Complex, Special Events Center’s
longest tenured consumer show clients.

I hope that you will view this proposed Draft Purchase Agreement as a fair and
reasonable resolution for the transfer of the ownership, operation and management of the
Greensboro Gun Show and or the Greensboro Gun & Knife Show to the Greensboro
Coliseum Complex.

After you have had a chance to review the proposed Draft Purchase Agreement, please let
me know if you have any questions. Subject to any changes we both agree to make, I will
revise the Agreement and forward a preliminary final document to you, that you will
probably then want to have your Attorney review. I look forward to finalizing this
Agreement.

Thank you for conducting our frank and honest discussions in a professional manner and
for your understanding and consideration.

Sincerely,

Matthew G. Brown
Managing Director
 THIS IS A CONFIDENTIAL DOCUMENT NOT FOR
PUBLICATION OR DISTRIBUTION

DRAFT PURCHASE AGREEMENT

This Purchase Agreement entered into on (Date to be determined) between the Greensboro
Coliseum Complex (“Greensboro Coliseum”) and Rodney Sorrell, Sr. (“SORRELL”) D/B/A
“Greensboro Gun Show” and or “Greensboro Gun & Knife Show”; Gun Shows Inc., with offices
at 1088 Lemons Road, Stokesdale, NC 27357 and mailing address of PO Box 98, Stokesdale, NC
27357.

This will serve to confirm the mutual understanding of the terms and conditions for the efficient
and amicable transfer of the ownership, operation and management rights of the “Greensboro
Gun Show” and or “Greensboro Gun & Knife Show” (herein after jointly referred to as
“GREENSBORO GUN SHOW” from “SORRELL” and Gun Show, Inc. to the Greensboro
Coliseum Complex. Your signature below will indicate your acceptance and agreement with the
terms and conditions contained in this Agreement.

I. Acknowledgement and Transfer

By signing this Agreement, Rodney Sorrell, Sr. acknowledges and states that he has the authority
and power to enter into this agreement individually and on behalf of, and, as an Officer of Gun
Show, Inc. and as such, agrees to transfer the ownership, operation, and management rights of the
“GREENSBORO GUN SHOW” to the Greensboro Coliseum Complex.

II. Transfer of Rights

Effective with the transfer of the ownership, operation and management rights of
“GREENSBORO GUN SHOW”, “SORRELL”, relinquishes all rights to the use of the name(s),
logo(s), email addresses, website Domain name and any Social Media Accounts, and any and all
trade mark(s) associated with “GREENSBORO GUN SHOW” including, but not limited to the
following: “Greensboro Gun Show”, “Greensboro Gun & Knife Show”,
greensborogunshow.com; greensborogunshow.rs@gmail.com, et al.

The “Greensboro Coliseum” agrees that “SORRELL” may retain all records, vendor lists,
addresses, phone numbers and the names of contact individuals for all current and former
exhibitors of the “GREENSBORO GUN SHOW” and that “SORRELL” retains ownership of and
rights to Gun Show, Inc. and, may choose to continue to operate Gun Shows and or Gun & Knife
Shows outside the City limits of the City of Greensboro, NC.

However, “SORRELL” agrees to not infer, or, to refer to any such Gun Shows or Gun & Knife
Shows held outside of the City limits of the City of Greensboro, NC or to imply, and or, use the
name Greensboro or Former Greensboro in association with any Gun Show or Gun & Knife
Show in any solicitation, registration, promotions or advertising for such Gun Shows or Gun &
Knife Shows hereafter held outside the City limits of the City of Greensboro, NC.

III. Transfer of Responsibilities

Effective with the signing of this Agreement, the “Greensboro Coliseum” assumes and retains all
rights to any currently held or future “Greensboro Gun Show” Dates planned to be held at the
“Greensboro Coliseum” by “SORRELL” or Gun Show, Inc. Any booth space reservations,
vendor contracts, deposits held by “SORRELL” for pending or future “GREENSBORO GUN
SHOW” dates will be void.
“SORRELL” agrees to withhold any public notification or confirmation to any current or regular
“GREENSBORO GUN SHOW” Booth Vendor or registrant or “GREENSBORO GUN SHOW”
patrons regarding the cancellation of the tentatively scheduled January 23-24, 2021 and August
28-29, 2021 “GREENSBORO GUN SHOW(S)” until thirty (30) days before the tentatively
scheduled dates or specifically not before December 23, 2020 and July 28, 2021.

The transfer of the ownership, operation and management of the “GREENSBORO GUN SHOW”
does not include the transfer or assumption of any liabilities, debts or obligations of “SORRELL”
or Gun Show, Inc. or the “GREENSBORO GUN SHOW” to the Greensboro Coliseum Complex
which occurred prior to the date of the transfer. Additionally, “SORRELL” and Gun Show, Inc.
and the “GREENSBORO GUN SHOW” agree to indemnify and hold the “Greensboro Coliseum”
and the City of Greensboro harmless from and against any actions, which arose prior to the
transfer of the “GREENSBORO GUN SHOW” to the “Greensboro Coliseum”.

IV. Compensation

In return for “SORRELL” agreement for the orderly transfer of the ownership, operation and
management of the “GREENSBORO GUN SHOW”, and all the obligations and covenants
contained within this Agreement, the “Greensboro Coliseum” agrees to pay “SORRELL” the
following:
Upon signing this Agreement - Eighty Thousand Dollars ($80,000)
January 20, 2022 - Eighty Thousand Dollars ($80,000)
January 20, 2023 - Eighty Thousand Dollars ($80,000)
January 20, 2024 - Eighty Thousand Dollars ($80,000)
January 20, 2025 - Eighty Thousand Dollars ($80,000)

VI. Non-Compete

Neither “SORRELL” or any other Sorrell family member; current or past officer(s) of Gun Show,
Inc. will produce, promote, operate, subcontract or consult with or for, a Gun Show to be held
within the City limits of the City of Greensboro, NC.

VII. Termination

This Agreement may be terminated by the “Greensboro Coliseum” in the event that “SORRELL”
“or any family member or officer of Gun Show, Inc. fails to honor the non-compete clause or
other terms of this Agreement. Termination will be in the form of a 30-day written notice and will
result in the termination of any future payments due “SORRELL”.

Agreed on this date, (date to be determined)

_______________________ __________________________
Matthew G. Brown Rodney Sorrell, Sr., Owner
Managing Director “GREENSBORO GUN SHOW”
Greensboro Coliseum Complex
Gun Show, Inc.
___________________________
Approved as to Legal Form Rodney Sorrell, Sr., Officer

_______________________
City Attorney