TELEVISION STATION'S BARTER MOVIES OFFER

Transcription

1 TELEVISION STATION'S BARTER MOVIES OFFER DATE:December 6, 2010 STATION 1 :WSYR PACKAGE TITLE: SONY WEEKLY VIII STATION 2: ESYR WILL AIR ON STATION(S) _WSYR/ESYR NUMBER OF PICTURES: 56 MARKET: Syracuse, NY NUMBER OF RUNS: _First and second run guaranteed SALESPERSON: Scott Pinker CONTRACT START DATE:See Schedule A CONTRACT END DATE: See Schedule A PREPARED BY: Lisa May Francisco BARTER SPLIT*: 50% OF TOTAL MINUTES (LICENSEE) 50% OF TOTAL MINUTES (DISTRIBUTOR) * TOTAL AMOUNT OF BARTER TIME TO BE DETERMINED BY DISTRIBUTOR BY LENGTH OF PICTURE Time Period Commitment: (All Times Periods are inclusive) First Telecast Saturday 2:00pm to Sunday 11:00pm Second Telecast Saturday 2:00pm to Sunday 11:00pm LICENSEE: Newport Television, LLC Enterprise Parkway East Syracuse, NY Phone: _ (315) x2300 Fax: (315) PERSON WITH WHOM NEGOTIATIONS CONDUCTED: _Vince Spicola, Regional Program Director, Newport Television, LLC. OTHER PROVISIONS: Please see attached Schedule A for titles and License Term for Pictures, which Schedule A is hereby incorporated herein. Page 1 of 5

2 Licensee s telecast rights shall be linear free broadcast television in the English language only. It is of the essence of the Agreement that Licensee broadcasts the Picture(s) within the windows indicated on Schedule A. Licensee shall broadcast each Picture exactly as delivered by Distributor and without deletion or change in such Picture or in the commercials furnished by Distributor, except that Licensee may add its commercial matter solely in the commercial positions provided by Distributor. In the event the Licensee breaches this obligation (which such obligations are special and unique), Distributor shall be entitled to equitable remedies (including, without limitations, injunctive relief) requiring Licensee to broadcast the Picture(s). Licensee agrees, as a material provision of the Agreement, to use its best efforts to promote the Picture(s) in a manner consistent with that provided for similar programming in a comparable time period. Licensee agrees not to promote or publicize any Picture until thirty (30) days prior to its Availability Date. Licensee shall notify Distributor of the dates and specific time periods for each telecast of each Picture forty-five (45) days prior to the applicable Availability Start Date. Licensee must broadcast Picture(s) only as scheduled. No additional runs of the Picture(s) are permitted. If Licensee broadcasts a Picture more than the number of times permitted by this Agreement, Licensee shall be liable for any and all costs and damages resulting from such unauthorized telecasts, including, but not limited to, additional residual payments incurred by Distributor. Licensee acknowledges that Distributor s commercial time broadcast within both the Picture(s) and time periods indicated herein is of the essence of the Agreement. Licensee agrees not to add any commercial time beyond the 50% of the minutes allowed herein. Licensee agrees to provide TVData, or any other similar service designated by Distributor, with any and all information regarding Licensee's broadcast of the Picture(s) requested by such service. If Distributor so requests at any time, Licensee shall supply Distributor with a usage report for the portion of the License Term indicated by Distributor, confirming that each Picture (listed by title) and Distributor's commercials therein (listed by commercial i.d. number) were actually broadcast as required herein and the respective date(s) of such telecast(s), certified as correct by an officer of Licensee. Licensee further agrees that within each commercial pod none of Licensee's commercials will be for products or services competitive with products or services of Distributor's commercials. Delivery of the Picture(s) shall be by such technological means as Distributor may determine with Licensee bearing the responsibility of receiving the signal. In the event Licensee does not receive the feed(s) provided by Distributor, then Licensee shall request additional delivery by Distributor, and Distributor shall provide either an additional feed or delivery by videocassette, at Distributor s election. In either event, the cost thereof shall be the responsibility of the Licensee. Licensee shall notify Distributor of each preemption and rescheduling. In the event that Licensee should preempt any telecast of the Picture(s), Licensee shall use best efforts to broadcast said Picture(s), including the commercial announcements sold by Distributor, within the broadcast window for the applicable Picture indicated in Schedule A. In the event that Licensee is unable to broadcast said preempted Picture(s) within the broadcast window, then Licensee shall broadcast Distributor s commercial announcements in a mutually agreed-upon program in a comparable or better time period(s) within the broadcast window as indicated in Schedule A. Page 2 of 5

3 All rights not explicitly granted by Distributor herein are reserved without holdback. Should Picture(s) be made available for syndication earlier than the Availability Start Date for each Picture on Schedule A, Licensee agrees that the license term of each Picture will commence as notified by Distributor and the Availability End Date shall be moved up accordingly. The license term of each Picture will terminate upon the expiration date as notified by Distributor or upon the last authorized telecast, whichever is earlier. Distributor reserves the right to substitute or to withdraw any Picture(s) upon giving Licensee thirty (30) days written notice. In the event of a conflict of rights with respect to the license term of any Picture, Distributor, upon thirty (30) days written notice to Licensee, may adjust the license term. Licensee understands that Distributor reserves the right, in its sole discretion, to accept or reject this offer for any reason whatsoever and may, in addition to this offer, require Licensee to provide financial documents or other evidence of creditworthiness in form and substance satisfactory to Distributor. This offer is subject to those provisions as are contained in Distributor s Standard Terms and Conditions, copies of which are available upon request. In the event of any conflict between the terms of this offer (and Schedule A or any applicable Riders attached hereto), and the Standard Terms and Conditions, the terms of the offer (and Schedule A or any applicable Riders attached hereto) shall apply. This offer is subject to approval by an executive officer of Sony Pictures Television Inc. ( Distributor ). When this offer is approved by Distributor, it shall then, along with Distributor s Standard Terms and Conditions (and Schedule A or any applicable Riders attached hereto) constitute the entire valid and binding agreement. Distributor shall be under no obligation to deliver the Picture(s) to licensee until such time as this offer is fully executed by distributor. AGREED AND ACCEPTED: WSYR/ESYR STATION CALL LETTERS SONY PICTURES TELEVISION INC. A unit of Sony Pictures Entertainment Inc. By: By: Christopher L. Elwell Title: Executive Vice President, Distribution Date: Date: Page 3 of 5

4 WSYR/ESYR Syracuse, NY Sony Weekly VIII ( ) Rider A This Rider A is attached to and made part of that Agreement between SONY PICTURES TELEVISION INC. ("Distributor") and Newport Television, LLC. ("Licensee"). Distributor hereby grants to Licensee, to the extent it is lawful to do so and does not violate any rules and regulations of any state or federal agencies and does not violate any other agreements to which Distributor is a party, the right to broadcast the Program via the transmission tower/device of the secondary television stations referenced in the Agreement (the Secondary Station(s) ), which right shall be in addition to broadcast rights to said Program on the Primary Station referenced in the Agreement (hereinafter Primary Station ), licensed to Licensee through the Agreement. Such permission is granted only so long as the Secondary Station(s) in each market is under common ownership with or operating under as an LMA, or a time brokerage or a joint services agreement with, or is the digital channel of the Primary Station in each market. Licensee represents and warrants that the Secondary Station(s) are duly licensed by the FCC. In the event the FCC withdraws its license and/or authorization from an Secondary Station(s), Licensee shall terminate any transmission of the Program over said station(s). Licensee further agrees, as a material provision of the Agreement, that the Program shall be broadcast in accordance with the terms of the Agreement, that the number of telecasts in the aggregate for both the Primary Station and each of the Secondary Station(s) in each market shall not exceed the number of telecasts licensed to Licensee pursuant to the Agreement. Licensee shall have the sole responsibility of accurately tracking the number of telecasts used by both stations, separately as to each station, and Licensee shall report said usage as follows: Licensee agrees to provide TVData or any other similar service designated by Distributor with any and all information regarding Licensee's broadcast of the Episodes requested by such service. If Distributor so requests at any time, Licensee shall supply Distributor with a usage report for the portion of the License Term indicated by Distributor, confirming that each Episode (listed by episode number and episode title) and Distributor's commercials therein (listed by commercial i.d. number) were actually broadcast as required herein and the respective date(s) of such Telecast(s), certified as correct by an officer of Licensee. Licensee shall be liable for any and all costs and damages arising from any telecasts broadcast in excess of the number of telecasts set forth in the Agreement. Licensee acknowledges and agrees that the Program shall not be broadcast simultaneously in the same market by the Primary Station and the Secondary Station(s). Furthermore, Licensee specifically agrees that the Secondary Station(s) will abide by all the terms and conditions specified in the Agreement when broadcasting the Program. If a Secondary Station should breach or allegedly breach any provision of the Agreement, Licensee agrees to indemnify and hold Distributor forever harmless from and against any and all claims, damages, liabilities, losses, costs and expenses, including reasonable fees of counsel, arising from said breach by said station. Page 4 of 5

5 Schedule A Licensed Pictures Availability Start Date Availability End Date LAST ACTION HERO 1/31/2011 2/6/2011 SCHOOL DAZE 2/7/2011 2/13/2011 ONLY YOU 2/14/2011 2/20/2011 DICK 2/21/2011 2/27/2011 WHATEVER IT TAKES 2/28/2011 3/6/2011 JOHNNY MNEMONIC 3/7/2011 3/13/2011 DANCING AT LUGHNASA 3/14/2011 3/20/2011 SUNSET PARK 3/21/2011 3/27/2011 SILVERADO 3/28/2011 4/3/2011 BOOTY CALL 4/4/2011 4/10/2011 NOWHERE TO RUN 4/11/2011 4/17/2011 SNIPER 4/18/2011 4/24/2011 GO 4/25/2011 5/1/2011 GHOSTBUSTERS 2 5/2/2011 5/8/2011 CLIFFHANGER 5/9/2011 5/15/ MINUTES 5/16/2011 5/22/2011 BAT 21 5/23/2011 5/29/2011 FLATLINERS 5/30/2011 6/5/2011 ROXANNE 6/6/2011 6/12/2011 BIG FISH 6/13/2011 6/19/2011 I LOVE YOU TO DEATH 6/20/2011 6/26/2011 GUARDING TESS 6/27/2011 7/3/2011 GLORY 7/4/2011 7/10/2011 ONCE UPON A TIME IN MEXICO 7/11/2011 7/17/2011 ARMED & DANGEROUS 7/18/2011 7/24/2011 ULTRAVIOLET 7/25/2011 7/31/2011 REVENGE 8/1/2011 8/7/2011 IN THE LINE OF FIRE 8/8/2011 8/14/2011 FRIGHT NIGHT 8/15/2011 8/21/2011 BLIND DATE 8/22/2011 8/28/2011 MAXIMUM RISK 8/29/2011 9/4/2011 MULTIPLICTY 9/5/2011 9/11/2011 KNIGHT'S TALE, A 9/12/2011 9/18/2011 LA BAMBA 9/19/2011 9/25/2011 SOLO 9/26/ /2/2011 EXCESS BAGGAGE 10/3/ /9/2011 AWAKENINGS 10/10/ /16/2011 LORDS OF DOGTOWN 10/17/ /23/2011 IDLE HANDS 10/24/ /30/2011 SILENT HILL 10/31/ /6/2011 IT COULD HAPPEN TO YOU 11/7/ /13/2011 BRAM STOKER'S DRACULA 11/14/ /20/2011 STAND BY ME 11/21/ /27/2011 Page 5 of 5

6 ST. ELMO'S FIRE 11/28/ /4/2011 LITTLE WOMEN 12/5/ /11/2011 CHANCES ARE 12/12/ /18/2011 MUPPETS FROM SPACE 12/19/ /25/2011 BUDDY 12/26/2011 1/1/2012 BIG CHILL, THE 1/2/2012 1/8/2012 ESCAPE FROM NEW YORK 1/9/2012 1/15/2012 JUROR, THE 1/16/2012 1/22/2012 FISHER KING, THE 1/23/2012 1/29/2012 BOOGEYMAN, THE 1/30/2012 2/5/2012 ALI 2/6/2012 2/12/2012 BIG HIT, THE 2/13/2012 2/19/2012 STEALTH 2/20/2012 2/26/2012 Page 6 of 5