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(Personal Sound Recordings)
THIS BROADCASTING AGREEMENT is made and effective this ________ day of ________, 20 __, by and between [Name] (hereinafter referred to as the "Radio Station"), a company organized, and existing under the laws of the State of (State), with its principle place of business located at [Location], and [Name] (hereinafter referred to as the "Company"), an individual with his or her principle place of residence located at [Location], do hereby agree to the following:
WHEREAS, the Radio Station produces and broadcasts over station (Radio Station name), a program entitled: (Name of program), which broadcasts as follows: (Weekdays/Weeknights, at (--) AM/PM TO (--) AM/PM eastern standard time. The Company herewith grants to the Radio Station the exclusive right to broadcast personal sound recordings being the intellectual and copyrighted property of the Company on the above said program.
The Radio Station shall be required to carry the program as provided by the Company, in full, without addition or deletion, except that commercial continuity and public service announcements may be deleted and replaced. Reasonable station identification or "liner" identification may be added by the Radio Station. The Company agrees that the broadcast of the program shall be simultaneous.
Copyright of the program and associated personal recordings shall remain the intellectual property of the Company. The Company warrants and guarantees to the Radio Station that it has the legal right to authorise the broadcast of personal sound recordings. The Company further warrants that said personal recordings do not infinge on any trademark or copyrighted material of another individual or entity.
The Company warrants and represents to the Radio Station that the personal sound recordings supplied to the Radio Station are lawful and legal sound recordings; and that the Radio Station has the right to broadcast said recordings and other messages stated herein. The Company shall indemnify and hold the Radio Station harmless from any claims related to the broadcasting of said sound recordings.
In the event that the Company does not provide a program, then the Radio Station shall at its sole discretion:
(a) first, substitute any unused backup program provided by the Company (although this clause shall not be construed to require that the Company provide backup programs);
(b) second, substitute any unused future program which is not restricted from early broadcast (although this clause shall not be construed to require that the Company provide programs in advance);
(c) third, substitute other programs.
Amendments of this agreement shall be by mutual consent of the parties only in writing.
Any disputes pertaining to the the said contractual arrangement being affairs that cannot be settled amicably shall be submitted to an arbitrator under the Rules of the American Arbitration Association or like organization in the City of [city], whose award may be reduced to judgment in any court of competent jurisdiction.
If any provision of this Agreement shall be held to be invalid or unenforceable for any reason, the remaining provisions shall continue to be valid and enforceable. If a court finds that any provision of this Agreement is invalid or unenforceable, but that by limiting such provision it would become valid or enforceable, then such provision shall be deemed to be written, construed, and enforced as so limited.
Waiver Of Contractual Right
The failure of either party to enforce any provision of this Agreement shall not be construed as a waiver or limitation of that party's right to subsequently enforce and compel strict compliance with every provision of this Agreement.
Neither party has made any representations nor promises, other than those contained in this agreement or in some further writing signed by the party making the representation or promise.
This Agreement will in all events be construed as a whole, according to its fair meaning, and not strictly for or against a party merely because that party (or the party's legal counsel) drafted the Agreement. The headings, captions, and titles in this legal Agreement are merely for reference and do not define, limit, extend, or describe the scope of this Agreement or any provision herein. Unless the context requires otherwise, (a) the gender (or lack of gender) of all words used in this Agreement includes the masculine, feminine, and neuter, and (b) the word including means including without limitation.
Advice Of Legal Counsel
Each individual party to this Agreement represents and warrants to each other party that such party has read and fully understands the terms and provisions hereof, has had an opportunity to review this Agreement with legal counsel, and has executed this Agreement based upon such party's own judgment and advice of independent legal counsel.
If any provision of this Agreement is held to be illegal, invalid, or unenforceable under any present or future law, then that provision will be fully severable. This Agreement will be construed and enforced as if the illegal, invalid, or unenforceable provision had never comprised a part of this Agreement, and the remaining provisions of this Agreement will remain in full force and effect and will not be affected by the illegal, invalid, or unenforceable provision or by its severance from this Agreement. Furthermore, in lieu of each such illegal, invalid, or unenforceable provision, there will be added automatically, as a part of this Agreement, a provision as similar in terms to such illegal, invalid, or unenforceable provision as may be possible and be legal, valid and enforceable.
In connection with this Agreement and the transactions contemplated hereby, each party to this Agreement will execute and deliver any additional documents and perform any additional acts that may be necessary or appropriate to effectuate and perform its obligations under this Agreement and the transactions contemplated hereby.
This agreement, in its entirety, contains the full understanding of the parties. It may not be changed orally but only by an instrument in writing signed by the party against whom enforcement of any change, extension, modification, waiver or discharge is sought.
IN WITNESS WHEREOF, the parties have executed this agreement the day and year as first above written at (City), (State).
*** If Required By State Law ***
This Section for Notary:
State of _________
County of ________ [COUNTY]
On [DATE] before me, [NAME OF NOTARY], notary, personally appeared [NAME OF PERSON(S) INVOLVED], personally known to me (or proved to me on the basis of satisfactory evidence) to be the person(s) whose name(s) is/are subscribed to the within instrument and acknowledged to me that he/she/they executed the same in his/her/their authorized capacity(ies), and that by his/her/their signature(s) on the instrument the person(s), or the entity upon behalf of which the person(s) acted, executed the instrument.
Witness my hand and official seal.
My commission expires: _____