Affiliate Agreement for American Racing Today
AMERICAN RACING TODAY AFFILIATE AGREEMENT
The affiliate contracting for audio programming described as American Racing Today (the "Program") covered by this Agreement (hereafter referred to as "Radio Station") and Steve Parker Productions, Inc. (hereinafter referred to as "Syndicator") hereby agree to the following terms and conditions:
1.) BROADCAST AND CLEARANCE OF PROGRAM AND COMMERCIALS. Syndicator agrees to provide and Radio Station agrees to broadcast the Program in its entirety, including Opening and/or Closing billboards as well as all Syndicator National Sponsor Commercials contained therein. Syndicator will provide the Program to Radio Station in a timely fashion via U.S. Mail in CD-ROM format, U.S. Mail delivery costs to be borne by Syndicator. All Syndicator programs are designed to be aired daily, Monday through Friday, however tape delay or repeat broadcasts of Program will be allowed, as long as Radio Station agrees to air all Syndicator National Sponsor Commercials in the body of Program. Syndicator will provide Radio Station with bi-weekly schedules of program including the names of all Syndicator National Sponsor Commercials that must be aired by Radio Station.
2.) TERM. The term of this Agreement shall begin on the Effective Date and shall end on the effective date of termination, as set forth herewith; a) Either party may terminate this agreement for any reason upon ninety (90) days' prior written notice to the other party; b.) Radio Station may immediately terminate this Agreement upon Syndicator's failure to furnish Program to Radio Station in a timely manner for any reason except in section 4. below; c) In the event that Radio Station breaches any material term of this Agreement, except as set forth in section 4. below, Syndicator may, in addition to all other rights it may have in law and in equity, immediately terminate this Agreement and have no further obligations to Radio Station hereunder.
3.) ADVERTISING & PROMOTION. Radio Station may not use any clips, sound bites, liners or any program material from any program in connection with any other programming. Notwithstanding the foregoing Radio Station shall have the right to advertise and publicize and authorize others to advertise and publicize by means customary in the broadcast industry the Radio Station=s broadcast of the Program. Clips of thirty (30) seconds or less may be used in on-air advertising or promotion of the Program any time during the Term of this Agreement. No advertising or publicity shall be in any form of an endorsement direct or indirect, of any product, service or advertiser. Steve Parker Productions, Inc. will make individualized promotional spots available to Radio Station, upon request.
4.) FAILURE TO BROADCAST. Neither Syndicator nor Radio Station will incur any liability hereunder because of any failure to deliver or failure to broadcast any or all programs due to any of the following: a.) Failure of facilities; b.) Labor disputes; c.) Causes beyond the control of the party so failing.
5.) ASSIGNMENT/ASSUMPTION. The provisions of this Agreement will be binding upon and inure to the benefit of the parties and any other successor or merged company or companies on any successor in control of the Syndicator and/or Radio Station. Both Syndicator and Radio Station may assign this Agreement to any related entity and will assign this Agreement to any purchaser of substantially all of its assets, provided that any and all such assignees assume in writing all obligations of the assignor hereunder.
6.) NON-SHARING OF INFORMATION Radio Station agrees that audio and/or data information provided by the Syndicator will not be made available or sold to any other person(s), legal entities or broadcast licensee without written permission of Syndicator.
7.) MODIFICATION/EXECUTION/ENFORCEMENT. This Agreement represents the entire understanding between Syndicator and Radio Station. No waiver, alteration or modification of any provision hereof will be binding unless in writing and is signed by authorized agent or employees of both parties to this Agreement. This Agreement is not valid unless and until it is signed by a Corporate Officer of Steve Parker Productions, Inc. Failure by the Syndicator to enforce any provision of this Agreement will not constitute a waiver of its rights under each provision or any other provision of this Agreement.
We, the undersigned, agree effective as of __________________, 2008. (Effective Date).
For: Steve Parker Productions, Inc.
Officer: _______________________
Carey Parker
Vice President-Syndication
(760) 771-8108
For: Radio Station Affiliate
Name: _________________________
Title: __________________________
Station(s) Call Letters: ___________
Telephone: _____________________
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