TELEVISION STATION'S BARTER MOVIES OFFER DATE: 4/12/11 STATION 1: WFXV PACKAGE TITLE: SHOWCASE IX STATION 2: WNPY NUMBER OF PICTURES: 28 NUMBER OF RUNS: CONTRACT START DATE: See Schedule A WILL AIR ON STATION MARKET: Utica, NY SALESPERSON: Pinker PREPARED BY: Boudart 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 of inclusive) First Telecast 7:00am to 12:00am Second OPTIONAL Telecast 7:00am to 12:00am LICENSEE: Nexstar Broadcasting, INC. 5956 Smith Hill Road Utica, NY 13503 Phone: (315) 272-1330 Fax: (315) 272-1967 Page 1 of 5
PERSON WITH WHOM NEGOTIATIONS CONDUCTED: Steve Merren OTHER PROVISIONS: Please see attached Schedule A for titles and License Term for Pictures, which Schedule A is hereby incorporated herein. It is of the essence of the Agreement that Licensee broadcasts the Pictures within the broadcast windows indicated on Schedule A below except in the event of a valid preemption or prevention as set forth below. 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). In addition, the Pictures may not be exhibited by any other means other than broadcast television. Licensee telecast rights shall be exclusive in linear broadcast television only. Licensee agrees, as a material provision of the Agreement, to use its best efforts to promote the Pictures in a manner consistent with that provided for similar programming in a comparable time period. 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 Date. Licensee must broadcast Telecasts of the Pictures only as scheduled. No additional runs of the Pictures 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. The Pictures will be formatted for a specific number of minutes of commercial time, to be determined by Distributor, with 50% of the time to be sold by Licensee and 50% of the time to be retained and sold by Distributor. Licensee acknowledges that Distributor s commercial time broadcast within both the Pictures 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 Pictures 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. Page 2 of 5
Delivery of the Pictures 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. 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 a conflict between the terms of this offer form and Distributor s Standard Terms and Conditions, the terms of the offer form shall prevail. 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 approval by an executive officer of Sony Pictures Television Inc. ( Distributor ). When this offer is approved by Distributor, it shall then constitute the entire valid and binding agreement. Distributor shall be under no obligation to deliver the pictures to licensee until such time as this offer is fully executed by distributor. AGREED AND ACCEPTED: WFXV/WPMY STATION CALL LETTERS SONY PICTURES TELEVISION INC. A unit of Sony Pictures Entertainment Inc. By: Title: Date: By: Christopher L. Elwell Executive Vice President, Distribution Date: SCHEDULE A Page 3 of 5
TITLE Avail Start Date Avail End Date Page 4 of 5
JAKOB THE LIAR 5/15/2011 6/14/2011 SUBURBANS, THE 11/1/2011 11/30/2011 WEDDING PLANNER, THE 2/1/2012 2/29/2012 TAO OF STEVE, THE 6/1/2012 6/30/2012 PATRIOT, THE 7/1/2012 7/31/2012 BROTHERS, THE 8/1/2012 8/31/2012 UNDER SUSPICION 9/1/2012 9/30/2012 SNATCH 10/1/2012 10/31/2012 FORSAKEN, THE 12/1/2012 12/20/2012 SLACKERS 2/1/2013 2/28/2013 KNIGHT'S TALE, A 3/1/2013 3/31/2013 RIDING IN CARS WITH BOYS 8/1/2013 8/31/2013 TWO CAN PLAY THAT GAME 9/1/2013 9/30/2013 TAILOR OF PANAMA, THE 10/1/2013 10/31/2013 GLASS HOUSE, THE 11/1/2013 11/30/2013 MOTHMAN PROPHECIES, THE 1/1/2014 1/31/2014 RESIDENT EVIL 4/1/2014 4/30/2014 BABY BOY 7/1/2014 7/31/2014 SWEETEST THING, THE 8/1/2014 8/31/2014 CHARLIE'S ANGELS 9/1/2014 9/30/2014 SAVING SILVERMAN 10/1/2014 10/31/2014 POLLOCK 11/1/2014 11/30/2014 ALI 12/1/2014 12/20/2014 PANIC ROOM 3/1/2015 3/31/2015 ENOUGH 5/1/2015 5/31/2015 Page 5 of 5
JOE DIRT 6/1/2015 6/30/2015 MR. DEEDS 10/1/2015 10/31/2015 CHARLIE'S ANGELS FULL THROTTLE 8/1/2016 8/31/2016 Should Pictures be made available for syndication earlier than the above dates, Licensee agrees that the License Term of each Picture will commence as notified by Distributor. The License Term of each Picture will terminate as notified by Distributor or upon the last authorized telecast, whichever is earlier. All Availability Dates set forth in this Schedule will be subject to the provisions in any network, cable or pay exhibition agreement entered into with respect to any said Pictures. Distributor reserves the right to substitute or to withdraw any Picture 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 agrees not to promote or publicize any Picture until thirty (30) days prior to its Availability Date. (05/08/09) Page 6 of 5