EXHIBIT 10(e) Broadcast Agreement between MBE 247, Xxxxxxxx
Productions, and Xxxxxxx Xxxxx Incorporated.
Broadcast Agreement
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This is a 3 party agreement between MBE 000 (xxxxxxxxxxx),
Xxxxxxxx Productions (distributor) and Xxxxxxx Xxxxx Incorporated
(provider).
MBE 247 owned by BKA Television Network Ltd. with corporate
offices located at 000 Xxxx Xxxx Xxxxxx Xxxxxxx agrees to
broadcast the 30 minute show titled "Estelle's America" produced
by Xxxxxxx Xxxxx Inc. for a minimum of 13 consecutive weeks
commencing on or around June 15th 2003.
It is agreed to by all parties that there is 6 minutes of
commercial time available within each episode that is for sale.
It is further agreed to by all parties that revenue derived from
the above mentioned 6 minutes of commercial time will be
distributed as follows: 45% to the broadcaster, 45% to the
provider, and 10 % to the distributor. Each party agrees to keep
all parties informed of all solicitation activities to avoid any
conflict of interest. Each party should report via email on sales
and sponsorship, each month Payments will be made within 10 days
to each party once the procuring party has received payment from
the advertiser. Advertising secured by the broadcaster will be
billed by the broadcaster. All advertising secured by Xxxxxxx
Xxxxx Inc. or it's agents and Xxxxxxxx productions and its agents
will be billed by Xxxxxxx Xxxxx Inc. Commercial time is limited
to as such and does not include sponsorships or product placement
that does not impede on the 6 minutes of available commercial
time.
Responsibilities:
It is the responsibility of Xxxxxxx Xxxxx Incorporated to provide
the broadcaster with a minimum of 13 original programs on Beta SP
format with time code sheets at least 2 days prior to the
broadcast of each episode. It is also understood by all 3 parties
that episodes may be repeated per the discretion of the
broadcaster.
It is the responsibility of distributor to assure that production
of each episode is completed on time and that content is in
keeping with the guidelines set forth by the broadcaster. The
distributor is also responsible to provide commercial copy and
traffic instructions for all commercial time sold by the
distributor or it's agents and the provider and it's agents. The
distributor is responsible to distribute affidavits to
advertisers supplied by the broadcaster for verification of
commercials being aired.
It is the responsibility of the broadcaster to broadcast
"Estelle's America" a minimum of 2 times per week for the initial
13 week schedule. The broadcaster will provide the distributor
and provider with the time and day for the initial broadcast of
the program and the times and days that the program is scheduled
to air for the initial 13 weeks. The broadcaster may elect to air
the program more than 2 times per week and if the broadcaster
elects to do so agrees to inform the provider and distributor
with a minimum 2 weeks advance notice. The broadcaster reserves
the right to review each episode prior to broadcast. If the
broadcaster finds any content unsuitable for broadcast the
broadcaster reserves the right to edit the content or demand a
replacement episode. In the event this should occur, the
broadcaster agrees to broadcast a previously aired episode of
"Estelle's America" until a replacement show is made available
not to exceed 10 days from the date that notice is given an
episode is considered unsuitable for broadcast.
Either the broadcaster of the provider may cancel this agreement
at any time after the initial 13 weeks of airing "Estelle's
America" for any reason given a 30 day advance written notice.
Unless otherwise noted "Estelle's America" will automatically be
renewed for an additional 13 weeks immediately following the
initial 13 week schedule. If broadcaster elects not to renew for
a subsequent 13 week schedule immediately following the initial
13 week run, the broadcaster must inform the provider and
distributor with a 30 day advance written notice.
The provider reserves the right to promote "Estelle's America"
and state publicly that the program is being broadcast on MBE
247. There are no restrictions providing this publicity is in
keeping with the acceptable content of the program "Estelle's
America".
The broad aster reserves the right to utilize the name Xxxxxxx
Xxxxx or Xxxxxxx Xxxxx Inc. to promote MBE 247.
The broadcaster reserves the programme distribution rights
throughout Africa.
All 3 parties agree to provide each other with materials that may
aid in the process of securing advertisers for Estelle's America.
Any dispute that may arise between the broadcaster and the
provider will be conveyed through the distributor so that the
distributor may facilitate an agreement between the 2 parties.
The distributor is acting in the capacity of a broker to secure
this agreement and as a liaison between the broadcaster and the
provider.
Governing Law; Jurisdiction. The broadcast Agreement between the
broadcaster and the distributor is governed by and construed in
accordance with the internal laws of the State of California as
applied to agreements entered into and wholly performed within
California between California residents. This Agreement shall not
be governed by the 1980 U.N. Convention on Contracts for the
International Sale of Goods. Any action or proceeding brought by
either party hereto shall be brought only in a state or federal
court of competent jurisdiction located in the County of Los
Angeles, State of California and the parties submit to the
jurisdiction and venue of such courts of purposes of any action
or proceeding.
Merchandising and sale of goods in any capacity shall be governed
by the laws of England.
Arbitration, Any claim or controversy arising out of this
agreement shall be settled by binding arbitration in accordance
with the rules of the American Arbitration Association. Any such
claim or controversy shall be arbitrated on an individual basis
and shall not be consolidated with a claim of any other party.
The foregoing shall not preclude Xxxxxxx Xxxxx, Inc. from seeking
any injunctive relief for protection of Xxxxxxx Xxxxx Inc's
intellectual property rights.
By signing below each party agrees to the above terms and
conditions acknowledges that he or she is authorized to represent
their perspective interest as an officer of their company.
/s/ Date: 3/4/03
MBE 247
/s/ Date: 3/4/03
Xxxxxxx Xxxxx Inc.
/s/ Date: 3/4/03
Xxxxxxxx Productions
