Exhibit 10.49
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SPONSORSHIP AGREEMENT
THE PARTIES TO THIS AGREEMENT, THE MIAMI HEAT LIMITED PARTNERSHIP ("HEAT" OR
"MIAMI HEAT") LOCATED AT: 0 X.X. 0XX XXXXXX, XXXXX 0000, XXXXX, XX. 00000;
SUNSHINE NETWORK ("SUNSHINE") LOCATED AT: 000 X. XXX XXXX XXXXXXXXX, XXXXX 0000,
XX. XXXXXXXXXX, XX. 00000; AND HYDRON TECHNOLOGIES, INC. ("HYDRON") LOCATED AT:
0000 XXXXXX XXXX, XXXXX 000, XXXX XXXXX, XX. 00000 AGREE AS FOLLOWS:
1. HYDRON shall participate as an official corporate sponsor of the MIAMI
HEAT. In accordance with this status HYDRON shall have the right to use
the MIAMI HEAT logo in their advertising as mutually agreed upon by
HYDRON and the HEAT, with prior written consent of the HEAT which shall
not be unreasonably withheld or delayed and subject to the rules,
regulations, and fees of the NBA as they currently exist or from time
to time may be amended.
2. HYDRON shall participate as an official sponsor of the MIAMI HEAT
English Radio Network. HYDRON shall receive one (1) minute of produced
advertising spots during the HEAT's English radio broadcasts based on
all HEAT regular season games for the remainder of the 1996-97 season
to begin on December 3, 1996 and during all pre-season and eighty-two
(82) regular season games of the 1997-98 season. In addition, HYDRON
shall be the title sponsor of the "Hydron Technologies Defensive Player
of the Game" feature to take place during post-game of each of the
HEAT's remaining games during the 1996-97 season and all HEAT games
during the 1997-98 season. At the option of HYDRON, the title of the
"Hydron Technologies Defensive Player of the Game" feature shall be
changed to: "Hydron Best Defense Player of the Game."
3. HYDRON shall participate as an official sponsor of the MIAMI HEAT
Hispanic Radio Network. HYDRON shall receive one (1) minute of produced
advertising spots during the HEAT's Hispanic radio broadcasts based on
all HEAT regular season games for the remainder of the 1996-97 season
to begin on December 3, 1996 and during all pre-season and eighty-two
(82) regular season games of the 1997-98 season. In addition, HYDRON
shall be the title sponsor of the "Hydron Technologies Defensive Player
of the Game" feature to take place during post-game of each of the
HEAT's remaining games during the 1996-97 season and all HEAT games
during the 1997-98 season. At the option of HYDRON, the title of the
"Hydron Technologies Defensive Player of the Game" feature shall be
changed to: "Hydron Best Defense Player of the Game."
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4. HYDRON agrees to purchase produced advertising spots of the same length
of time as their regular season spots on both the English and Hispanic
Radio Networks for any and all post-season games should the HEAT
advance to the NBA Playoffs during the 1996-97 and/or 19978-98 seasons
at a rate of $600.00 per game during the English broadcasts and $300.00
per game during the Hispanic broadcasts.
5. HYDRON shall participate as an in-arena advertiser with the MIAMI HEAT.
HYDRON shall receive an advertising panel measuring 60' in length and
3' in height on the HEAT's courtside scorer's table signage in the
Miami Arena for the 1996-97 and 1997-98 seasons. Said signage will run
on a rotating schedule for a minimum of three (3) in-game televised
minutes (average of six (6) in-arena minutes) during each HEAT home
game with the exception of those games broadcast to a national
television audience. The design, layout and content of all
advertisements shall be subject to the prior written approval of the
HEAT which shall not be unreasonably withheld or delayed. HYDRON shall
provide the HEAT with camera-ready artwork necessary for the
preparation of the signage. The HEAT shall be responsible for the costs
of the original preparation and installation of the advertisements, as
well as their maintenance. HYDRON shall be responsible for any
replacement of the advertising panel made at its option.
6. HYDRON shall receive four (4) VIP floor seats for each remaining HEAT
regular season home game beginning on November 30, 1996 and all
pre-season and regular season home games during the 1997-98 season
which will be located in Section 112, VIP Row, Seats 1-4. HYDRON shall
have the option of purchasing these seats in the event that the HEAT
advance to the NBA Playoffs during the 1996-97 and/or 1997-98 seasons
at a playoff rate to be determined by the HEAT.
7. HYDRON shall participate as a sponsor of the MIAMI HEAT Magazine, the
official magazine of the HEAT. HYDRON shall receive one (1) full-page
four-color advertisement in each of the remaining seven (7) issues of
the 1996-97 season and all nine (9) monthly issues during the 1997-98
season.
8. HYDRON shall receive a VIP Suite to include twelve (12) suite tickets
and basic catering for one (1) mutually agreeable HEAT regular season
home game during the 1996-97 and 1997-98 seasons.
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9. HYDRON shall sponsor a product sampling night during a HEAT regular
season home game during each of the 1996-97 and 1997-98 seasons. HYDRON
shall have the opportunity to provide fans free samples of their
products as they enter the Miami Arena on the designated game dates.
The dates and elements of the promotion shall be mutually agreed upon
by HYDRON and the HEAT and it will be the responsibility of HYDRON to
provide all product samples with final written approval from the HEAT
which shall not be unreasonably withheld or delayed.
10. HYDRON shall receive the following advertising and promotional
consideration on SUNSHINE NETWORK during the MIAMI HEAT 1996-97 and
1997-98 seasons:
A. Entitlement of the HEAT "Halftime Report" on Sunshine
Network for thirty-one (31) games during the 1996-97 season
from December 14, 1996 through April 18, 1997 and thirty-one
(31) games on SUNSHINE during the 1997-98 season to be
determined by the HEAT and SUNSHINE.
B. One (1) thirty-second (:30) commercial announcement
during thirty-one (31) HEAT "Halftime Reports" on SUNSHINE
during each of the 1996-97 and 1997-98 seasons to be determined
by the HEAT and SUNSHINE.
C. One (1) sixty-second (:60) commercial announcement in
thirty-one (31) HEAT telecasts (to be placed on rotation during
the fourth quarter) on SUNSHINE during each of the 1996-97 and
1997-98 seasons to be determined by the HEAT and SUNSHINE.
D. One (1) opening audio/video billboard identification
during the "Halftime Report" of thirty-one (31) games during
each of the 1996-97 and 1997-98 seasons to be determined by the
HEAT and SUNSHINE.
E. One (1) on-air mention of the "Halftime Report" during
the second quarter of thirty-one (31) HEAT telecasts on
SUNSHINE during each of the 1996-97 and 1997-98 seasons to be
determined by the HEAT and SUNSHINE.
F. HYDRON shall receive a total of twenty-five (25)
ten-second (:10) HEAT "Salutes" to air on SUNSHINE during the
1996-97 and 1997-98 seasons. These "Salutes", produced by
SUNSHINE, will read "Hydron is a proud sponsor of the Miami
HEAT on Sunshine Network." HEAT footage will be included along
with HYDRON'S logo.
11. HYDRON shall agree to purchase the same amount of advertising time as
the regular season at a rate of $5,312.50 per game should the HEAT
advance to the NBA Playoffs during the 1996-97 and/or the 1997-98
seasons.
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12. As the schedule permits during the 1996-97 and 1997-98 seasons, the
HEAT may schedule a sponsor appreciation trip to a HEAT NBA pre-season
or regular season away game. Two executives of HYDRON, as invited by
the HEAT, shall have the option of flying commercial with the
designated group to participate in this sponsor appreciation program.
HYDRON's designated executives would receive complimentary game
tickets, hotel accommodations, and transportation.
13. The MIAMI HEAT shall endeavor to provide HYDRON with additional sponsor
services, privileges and amenities. These benefits may include golf and
tennis outings, sponsor functions and other programs as determined by
the HEAT.
14. As all of the HEAT's Sponsorship and Promotional Agreements are
required to be, this Agreement is subject to the NBA Constitution,
By-Laws and Rules and Regulations as they presently exist and may from
time to time be amended. HEAT has provided to HYDRON a copy of the
current National Basketball Association Constitution, By-Laws and Rules
and Regulations of the NBA, and convenants and agrees to promptly
provide to HYDRON any and all amendments and supplements thereto.
15. The agreed upon cost of the corporate sponsorship to HYDRON is $321,250
for the 1996-97 season and $336,250 for the 1997-98 season for a
two-year total of $657,500.
16. This Agreement shall not be assigned by any party without the prior
written consent of the other two (2) parties.
17. This Agreement constitutes the entire agreement and understanding of
the parties hereto and no amendment, modification or waiver of any
provision herein shall be effective unless in writing, executed by the
party charged therewith.
18. Subject to the foregoing, the term of this Agreement shall begin upon
the execution hereof and shall continue through the last MIAMI HEAT
regular season or playoff basketball game of the 1997-98 season. In
exchange for advertising consideration in this Agreement and other
consideration granted to HYDRON by the HEAT, HYDRON agrees to pay the
HEAT the following amounts on the dates indicated below:
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CONTRACT YEAR PAYMENT DATE AMOUNT
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1996-97 December 20, 1996 $120,000
February 1, 1997 $100,625
April 1, 1997 $100,625
1997-98 October 1, 1997 $120,000
December 1, 1997 $108,125
February 1, 1998 $108,125
It is understood that this Agreement will automatically renew for the
1997-98 season unless written notice is given by either party between
June 1, 1997 and July 1, 1997.
The payment due dates as outlined in this agreement will serve as
invoices for the said amount due. All payments are to be in receipt at
the MIAMI HEAT offices on or before the specified due date. In the
event that any payment under this Sponsorship Agreement by HYDRON is
not made when due, then in such event, the HEAT shall provide written
notice of such default to HYDRON at their principal executive offices,
and HYDRON shall have the right to cure each such default by making the
appropriate payment within five (5) business days from the effective
date of such notice of default. The MIAMI HEAT reserves the right to
charge a penalty of 18% interest per annum, or the highest rate allowed
by law, on any payments that have not been received by the HEAT after
the five (5) designated business days from the effective date of the
notice. HYDRON shall be responsible for any taxes (other than income
taxes) or similar charges imposed by any governmental entity regarding
the granting of advertising or any other rights included in this
agreement.
19. Any notice or other communication under the provisions of this
Sponsorship Agreement shall be in writing, and shall be given by
postage prepaid, registered or certified mail, return receipt
requested; by hand delivery with an acknowledgment copy requested; or
by the Express Mail service offered by the United States Post Office or
any reputable overnight delivery service, directed to the addresses set
forth above, or to any new address of which any party hereto shall have
informed the others by the giving of notice in the manner provided
herein. Such notice or communication shall be effective, if sent by
postage prepaid, registered or certified mail, return receipt
requested, three (3) days after it is mailed within the continental
United States; if sent by Express Mail or any reputable overnight
delivery service, one (1) day after it is forwarded; or by hand
delivery, upon receipt.
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I HAVE READ THE FOREGOING AND IT CLEARLY REFLECTS OUR AGREEMENT.
Date: HYDRON TECHNOLOGIES, INC.
------------------------------ By and Through Its
Authorized Representative
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Date: SUNSHINE NETWORK
------------------------------ By and Through Its
Authorized Representative
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Date: MIAMI HEAT
------------------------------ By and Through Its
Authorized Representative
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