Business Directory Yellow Pages

BUSINESS DIRECTORY YELLOW PAGES LISTING AGREEMENT

Publisher Name:    Publisher Address:

Advertiser Name:    Business Name:

Business Address:

Contact Person:    Phone:    Email:

RECITALS

WHEREAS, Publisher operates and publishes a business directory under the brand and distribution channels owned or controlled by Publisher, and offers printed and/or digital listing services to businesses; and

WHEREAS, Advertiser desires to purchase and Publisher agrees to provide a paid business listing and related services in the Business Directory Yellow Pages on the terms and conditions set forth in this Agreement, effective as of .

NOW, THEREFORE, in consideration of the mutual covenants contained herein, the parties agree as follows.

SCOPE OF WORK

Publisher will provide the listing services described below for Advertiser. The specific content of the listing to be published (the "Ad Copy") and placement details shall be governed by the fields provided and any publisher art specifications.

Listing Type: Basic Listing Enhanced Listing (additional features) Display Ad (graphic placement)

PAYMENT TERMS

Advertiser shall pay Publisher the fees set forth below in consideration for the listing services. Fees are non-refundable unless expressly agreed in writing by Publisher.

(Late fee applied monthly as percentage of outstanding balance)

TERM AND TERMINATION

This Agreement shall commence on and shall continue until , unless earlier terminated in accordance with this Section.

Either party may terminate this Agreement for material breach by the other party if the breaching party fails to cure the breach within the notice period set forth above following written notice. Termination shall not relieve Advertiser of payment obligations for services already rendered.

Auto-renewal: If checked, this Agreement will automatically renew for successive terms equal to the original term unless either party provides written notice of non-renewal at least the notice period prior to the then-current term expiration.

CONFIDENTIALITY

Each party shall hold in confidence and shall not disclose to any third party any non-public, confidential or proprietary information of the other party obtained in connection with this Agreement, including pricing, marketing strategies, unpublished circulation or distribution figures, and unpublished creative materials, except as required by law or as necessary to perform obligations under this Agreement. Confidential information shall not include information that is or becomes generally known to the public through no fault of the receiving party, or information independently developed by the receiving party without use of the disclosing party’s confidential information.

GOVERNING LAW

This Agreement shall be governed by and construed in accordance with the laws of the State of , excluding its conflicts of law rules. The parties submit to the exclusive jurisdiction of the state and federal courts located in that state for any dispute arising under this Agreement.

ENTIRE AGREEMENT

This Agreement, including any exhibits or insertion orders signed by the parties, constitutes the entire agreement between Publisher and Advertiser with respect to the subject matter hereof and supersedes all prior and contemporaneous agreements, proposals, and communications, whether oral or written. Any amendment or modification to this Agreement must be in writing and signed by authorized representatives of both parties.

MISCELLANEOUS PROVISIONS

Relationship of the parties: The parties are independent contractors. Nothing in this Agreement creates a partnership, joint venture, agency, or employment relationship. Severability: If any provision is held invalid, the remaining provisions shall remain in full force and effect. Waiver: Failure to enforce any term does not constitute a waiver of that term.

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