Sport Terms and Conditions | B Radio Network

CLOSE TO HOME MEDIA AGREEMENT

Between:

BUSINESS PLAZA PTY LIMITED A.B.N. 60 160 215 583 operating as CLOSE TO HOME MEDIA, CTH NETWORK and BUSINESS PLAZA of 149 Rowntree St Birchgrove NSW 2041, P. O. Box 428 Balmain NSW 2041 (“CTH”); and

COMMUNITY SPORTING CLUB as detailed in the Acceptance Email that forms part of this Agreement (“Client”)

1. Introduction

1.1 CTH is a network of independent community radio stations and sporting clubs working together as a virtual network to facilitate securing revenue, collaborating with member organisations and providing a single point of contact for sponsorship enquiries, placement and payment.

1.2 CTH is a community advertising and membership platform utilizing the Close to Home Intellectual Property and all future modifications, alterations and enhancements to that programme.

1.3 CTH operates in Australia under licence from Close to Home Media, the Licensor and owner of the entire copyright and all other Intellectual Property Rights. CTH agrees to work with Client as outlined in Clause 2.

1.4 Client enters into this agreement on terms and conditions detailed below authorising CTH to represent Client in discussions with current and prospective advertisers/Sponsors.

1.5 Each of the parties to this agreement acknowledge that they have independently undertaken sufficient due diligence to be satisfied with the opportunities that have led to this agreement being concluded. Neither party is relying on representations or claims made by the other party as the basis for entering into this agreement beyond those items specifically detailed herein.

2. Role of CTH

2.1 Source and secure national and local sponsors/advertisers at Client’s sponsorship rate.

2.2 Exclude sponsors/advertisers that are competitors to Client’s major sponsors or excluded categories agreed between CTH and Client from time to time.

2.3 Use its national network and buying/distribution to help increase sponsorship/advertising rates for member sporting clubs.

2.4 If agreed, provide a Business Plaza smart phone membership and supporter communications app uniquely tailored for Client that will include and allow serving of advertisements from advertisers and agreed Client sponsors.

2.5 To help increase support for and awareness of Client through CTH radio stations sport updates, coverage of games and Outside Broadcasts where possible.

2.6 To encourage local sponsors to promote their support for Client.

2.7 Meet with Client Management at agreed intervals throughout the year.

3. Revenue share

All revenue through CTH, including advertising fees, incentive payments from advertisers and commissions is distributed on the following basis:

3.1 100% of Client’s sponsorship rate paid to Client.

Where Client agrees to use Business Plaza’s smart phone communications and revenue app:

3.2 50% of transactional revenue from Client’s members using the Business Plaza app.

4. Role of Client

For the term of this Agreement, Client agrees to be part of the CTH community network.

5. Marketing and promotion

1. CTH will market CTH Community Sporting Clubs and Radio Network as a unified buying group for sponsorship/advertising, to national and local advertisers through its associated advertising agencies and regional managers.

2. For the term of this Agreement Client agrees to place a CTH web tile on its web site home page of a type and style agreed between CTH and Client from time to time.

3. Where Client chooses to use the Business Plaza smart phone app for communications and revenue, Client will market and promote the Client/Business Plaza app to its members and community.

6. Advertiser Invoicing

CTH will handle all advertiser invoicing, collection, reconciliation and payments/payouts to Client from sponsors/advertisers introduced by CTH. Payments received from sponsors/advertisers during the month are reconciled at month end and paid to Client within 7 working days, as detailed under ‘Revenue Share’.

7. Term of Agreement

The Term of this agreement is an initial five years after which it will continue until terminated by mutual agreement between CTH and Client.

At the end of the Term, where the Term is not extended, Client agrees not to use any of the CTH Intellectual Property, systems or marketing collateral.

8. Exclusivity

For the term of this Agreement Client appoints CTH exclusively as the virtual media network with its associated services and functions.

9. Termination

Either Party may terminate this agreement by giving 28 days written notice under the following default conditions:

1. The defaulting Party is or becomes charged with any criminal offence;

2. The defaulting Party is insolvent or unable to pay its debts when due and payable; or

3. An event or conduct has occurred which results in, or could result in the appointment of a liquidator, receiver, receiver and manager, administrator or similar officer being appointed to the defaulting Party or any of its property or the defaulting Party makes a composition or arrangement with creditors generally or takes advantage of any statutes for the relief of insolvent debtors.

10. Copyright, Intellectual Property Rights

The entire copyright and all other rights of CTH remain with CTH, the Licensor. The Intellectual property Rights in any adaptation, development, enhancement, modification or alteration of or to CTH Network shall, on creation, vest and be owned by the Licensor and shall form part of CTH.

11. No Guarantees

There are no guarantees as to success either stated or implied and timing of results is affected by time of year.

12. Spirit of Cooperation

Client agrees to work together with CTH and collaborate with member sporting clubs and radio stations in good faith for the betterment and sustainability of member organisations, their current members and members of their community.

13. Privacy

In order to conduct our business, CTH needs to collect and use certain information about individuals, in particular our clients (or individuals associated with our clients). We respect those individuals' privacy and will ensure that we deal with their personal information in accordance with the National Privacy Principles under the Privacy Act 1988 (Cth).

The main purposes for which we collect, use and disclose personal information are to meet our client’s needs, market the benefits of the CTH Network, conduct our internal administration and manage our business relationships. We will not use or disclose personal information for other purposes unless permitted to do so by the National Privacy Principles.

We will take reasonable steps to ensure that all personal information which we collect, use or disclose is accurate, complete, up to date, stored in a secure environment and accessed only by authorised personnel for permitted purposes.

14. Confidentiality and Non-Disclosure

All written material including but not limited to documents, proposals, research, manuals provided to Client by CTH remains the confidential property of CTH. Distribution to, or use by, other parties is not permitted without written permission from CTH.

Digital Acceptance

I confirm that we would like to proceed with CTH based on the proposal provided. By registering I confirm that I am authorised to enter into this agreement on behalf of the community sporting club and that I have read the Terms & Conditions.