RADIO BROADCAST AGREEMENT  

The organization and/or individual contracting for the purchase of radio time covered by this Agreement (hereinafter called Agency, Advertiser or Programmer) and the radio station accepting this Agreement (hereinafter the Station), hereby agree to the following terms and conditions:

PARTIES Liable

Except where this Agreement is directly with an Advertiser or Programmer described on the face hereof, it is expressly understood and agreed that the Agency makes this Agreement both for itself and as the agent for the designed Advertiser or Programmer, and agrees on behalf f of itself, and represents it as authorized to agree on behalf of the Advertiser or Programmer, that it is jointly and severally liable with the Advertiser or Programmer for all payments and obligations including interest, collection fees and legal expense required herein.

PAYMENT AND BILLING

a) Station will bill the Agency, Advertiser or Programmer on a monthly basis using the last day of the calendar month as the end of that billing period unless otherwise specified on the face hereof. Billing will be provide for investment larger than U$ 5,000.00 per month.

b) Payments by the Agency, Advertiser or Programmer shall be due fifteen (15) days after the date of invoice. Invoices shall be in accordance with the program log, and shall be deemed correct unless proved otherwise.

c) A monthly finance charge of 1.5% shall be made on the unpaid balance of any bill which is still outstanding 30 days after rendering date of said bill.

RATES ANDCHARGES

a)The rates and/or charges specified on the face here of are firm and protected to the end of this contract. The Station reserves the right to increase its rates and charges from time to time.

CANCELLATION RENEWALPREEMPTION

a) Either party hereto shall have the right to cancel this Agreement for any reason at any  time upon 15 days’ prior written notice to the other. All charges for broadcasts completed and not paid shall become immediately due and payable.

b) In the event of a default in the payment of any charges due the station by the Agency,AdvertiserorProgrammerorintheeventofabreachofanytermorcondition here, this Agreements hall be deemed terminated and all charges for broadcasts completed and not paid shall become immediately due and payable.

c) Station reserves the right to preempt any broadcast or portion there of covered by this Agreement.

d) TFN means until further written notice.

FAILURE TO BROADCAST

(a) If, due to public emergency or necessity, force majeure, restrictions imposed by law, acts of God, labor disputes or any other cause, including mechanical or electronic breakdowns, beyond Station's control, there is an interruption or omission of my commercial or program contracted to be broadcast hereunder, Station may suggest a substitute time period for the broadcast.

6. PROGRAM AND COMMERCIAL MATERIAL

a) Unless otherwise provided on the face hereof, all program or commercial material shall be furnished to the station by the Agency, Advertiser or Programmer.

b) If the Agency, Advertiser or Programmer fails to delivered such program or commercial material prior to the scheduled broadcast, Station may charge for time reserved. Such material will not be returned by Station unless requested in writing by Agency, Advertiser or Programmer.

c) If due to public emergency or necessity, force majeure, acts of God, labor disputes or the like, the Agency, Advertiser or Programmer cannot provide commercial and/or program material prior to the scheduled broadcast, there shall be no liability to the Station. In such event Station may suggest a substitute day and time period for broadcast.

d) Broadcast program and commercial material provided by the Agency, Advertiser or Programmer is subject to the approval of the Station which, in its absolute discretion without restriction or liability, may reject such material before and during broadcasting including, but not limited to, the right to reject unsatisfactory quality and non-conformance with any of the "Guidelines for Broadcasters” which are specifically incorporated and made part hereof.

7. BROADCAST Liabilities

a) The Agency, Advertiser or Programmer agrees to indemnify and save the Station harmless from any and all claims, costs and expenses, including without limitations reasonable attorney's fees, arising out of the content  of the programming  or advertising  materials aired hereunder  including, any violation  of  law or  regulation, or  for any injury to or violation of the rights of any person resulting from the broadcast of any material furnished by Agency, Advertiser or Programmer or the use of any talent provided  by Agency, Advertiser or Programmer for the purpose  of the programs  and  announcements provided  for  herein.

b) The provisions of Paragraph 7(a) shall survive any cancellation or termination of this agreement.

8. MISCELLANEOUS   PROVISIONS

a) Station shall exercise normal precautions in handling of property and mail, but assumes no liability for loss of or damage to program or commercial material and other property furnished by Agency, Advertiser or Programmer in connection with broadcasts hereunder.

b) This Agreement, including the rights under it, may not be assigned or transferred without first obtaining the consent of Station in writing.

c) Station's obligations herein are subject to the terms and conditions of licenses held by it and to applicable federal, state and local laws and regulations.

d) This Agreement contains the entire agreement between the parties relating to the subject herein contained, and no change or modification of any of its terms and provisions shall be effective unless made in writing and signed by both parties, including the "Guidelines for Broadcasters", provided that station may modify the "Guidelines for Broadcasters" from time to time.

e) Any use by the Agency, Advertiser or Programmer for advertising, merchandising and/or promotional purposes of pictures, likeness, name and/or statements of endorsements of Station personalities without prior written consent of Station is expressly prohibited and shall be deemed a material breech entitling Station to cancel this Agreement.

f) Any Agency, Advertiser or Programmer purchasing sponsorship or participations within a live talent program of Station recognizes and accepts that key talent will occasionally be absent from the program due to vacation, illness, or other reasonable cause. In these instances, Station shall substitute talent of its own selection without additional charge and Agency, Advertiser or Programmer will continue to pay the contracted price.

g) This Agreement shall continue in full force and effect until canceled in accordance with section 4(a) above.

h) This Agreement shall be governed by the laws of the state in which the Station maintains its broadcast facilities.

This station does not discriminate in the sale of advertising time, and will accept no advertising which is placed with an intent to discriminate on the basis of race, gender or ethnicity.

Advertiser hereby certifies that it is not buying broadcasting air time under this advertising sales contract for a discriminatory purpose, including but not limited to decision, not to place advertising on particular stations on the basis of race, gender, national origins, or ancestry.