Broadcasting Business Report

Broadcasting Business Report and Services Agreement

This Broadcasting Business Report and Services Agreement (the "Agreement") is entered into on by and between Client Name: and Service Provider Name: .

WHEREAS

WHEREAS, Client operates or oversees broadcasting operations and desires periodic reporting, auditing and related services concerning broadcast activity, advertising inventory and revenue (the "Broadcast Services");

WHEREAS, Service Provider represents that it has the capacity, expertise and staff necessary to prepare, deliver and certify detailed broadcasting business reports and to provide related advisory services; and

WHEREAS, the parties desire to set forth the terms, deliverables, payment and confidentiality obligations governing the provision of such services.

Scope of Work

Reporting Period: From through .

Broadcast Report Metrics

Total Air Time (hours):

Number of Spots/Airdates:

Estimated Cumulative Audience Size:

Gross Advertising Revenue: $   Production Costs: $

Compliance and Certifications

The Service Provider certifies that, to the best of its knowledge, the broadcast operations reported herein complied with applicable broadcasting regulations and license conditions during the reporting period.

Service Provider certifies compliance with applicable broadcast licensing and content regulations.

If any material noncompliance or significant complaint occurred, describe remedial actions taken:

Payment Terms

Payment is due within days of invoice. Late payments shall bear interest at percent per month or the maximum permitted by law, whichever is less.

Term and Termination

This Agreement commences on and continues until unless earlier terminated as provided herein.

Either party may terminate this Agreement for convenience upon days' prior written notice. Either party may terminate immediately for material breach that is not cured within a reasonable cure period after written notice, or immediately upon discovery of willful misconduct that risks regulatory sanction.

Confidentiality

Each party acknowledges that it will receive Confidential Information of the other party. "Confidential Information" includes broadcast audience data, revenue figures, contract terms, technical specifications and business strategies. Recipient shall (a) hold Confidential Information in strict confidence, (b) use it only to perform obligations under this Agreement, and (c) not disclose it except to employees, contractors or advisors with a need to know who are bound by comparable confidentiality obligations. Confidential Information shall not include information that is or becomes publicly known through no breach by Recipient, or that is independently developed by Recipient without use of disclosed Confidential Information.

Parties acknowledge and agree to the confidentiality obligations set forth above.

Governing Law

This Agreement shall be governed by and construed in accordance with the laws of without regard to conflict of laws principles.

Representations and Warranties

Each party represents that it has the full corporate or organizational power to enter into this Agreement and to perform its obligations hereunder. Service Provider warrants that reports delivered under this Agreement will be prepared with commercially reasonable care and will accurately reflect the data provided by Client and Service Provider's monitoring systems as of the applicable reporting period.

Entire Agreement

This Agreement constitutes the entire agreement between the parties with respect to the subject matter hereof and supersedes all prior negotiations, proposals, agreements and understandings, whether written or oral. No amendment, modification or waiver of any provision of this Agreement shall be effective unless in a writing signed by duly authorized representatives of both parties.

Additional Provisions

Notices required under this Agreement shall be sent to the addresses provided below. The parties agree to cooperate in good faith to correct any factual errors in reports promptly and to maintain records supporting reported metrics for a minimum of three (3) years following the applicable reporting period.

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