CONTRACT FOR OUTDOOR POSTER ADVERTISING
STANDARD TERMS
1.0 RELATIONSHIP OF PARTIES
1.1 Agency is acting as agent for a disclosed principal, the Advertise named
on the face hereof ("Advertiser").
(a) Agency will be liable for the payment of sums due hereunder and Company
will look solely to Agency for the payment thereof, unless and until Agency
becomes delinquent in its payments to Company, or insolvent, at which time,
without relieving the Agency of liability until Company is paid in full,
Advertiser will be liable jointly and severally to Company on all unpaid
billings (excluding advertising Agency commissions).
(b) Nothing herein contained relating to the payment of billings by Agency
will be construed so as to relieve Advertiser of, or diminish Advertiser's
liability for, breach of its obligations hereunder.
1.2 If this contract is with a media buying service, all references herein
to Agency will apply to the media buying service. If this contract is made
directly with Advertiser, reference herein to Agency will apply to Advertiser
except in such case no commission will be allowed or payable.
1.3 In consideration of the services performed by the Agency hereunder, a
commission of 15% will be allowed to it on contracts billed on a gross basis
(excluding special charges), provided Company's bills are paid when due.
1.4 Agency may not assign this contract except to another Agency which
succeeds to its business of representing Advertiser and provided the successor
Agency assumes all Agency's obligations hereunder.
2.0 DELIVERY OF POSTER MATERIALS
2.1 Agency will deliver to Company, poster materials in sufficient quantity
to meet the needs hereunder (plus 10% for reposting or repair purposes) at
places designated by Company, shipping charges prepaid, at least fifteen (15)
calendar days prior to scheduled posting date(s) unless otherwise mutually
agreed.
2.2 Posters will have weight, tensile strength, capacity, size and sort in
conformance with the standards currently specified by the Outdoor Advertising
Association of America ("OAAA").
3.0 OBLIGATIONS OF THE COMPANY
3.1 (a) Except as hereinafter provided, the posters furnished by the Agency
will be posted by Company in the markets and on the dates specified on the face
of this contract.
(b) Posters will be kept in good condition throughout the terms of this
contract. Posters will be promptly repaired or reposted, provided sufficient
additional posters are supplied by the Agency.
(c) Poster panels will be maintained in accordance with the standards
of OAAA.
(d) Poster panels designated as illuminated in this contract will be
equipped to provide adequate illumination according to current OAAA industry
standards.
3.2 (a) If posters are timely delivered, Company will complete posting no
later than five (5) working days after the scheduled posting date. Advertiser
will have the benefit of the full term of display from the average date of
posting, unless the posters are not timely delivered.
(b) If posters are timely delivered but cannot be posted in accordance
with par 3.2(a), Agency will be informed immediately and any available
substitute dates will be submitted for its approval.
(c) If Company is unable to post on the date or dates desired, the
posting will occur on the closest available date or dates subject to approval of
the Agency.
3.3 (a) Company retains exclusive control of the posting and the poster
panels on which they are displayed. Any changes made in the approved location
of the posters, for any reason, must be reported to the Agency.
(b) Company will not make any alteration in advertising materials
without the consent of the Agency.
3.4 Company may reject any advertising material, art, or copy, submitted by
Agency which the Company deems to be in bad taste or to be in violation of
existing laws, offensive to the moral standards of the community, false,
misleading or deceptive, or in any way reflects upon the character, integrity or
standing of any organization or individual.
3.5 Company retains exclusive control of the painting and posting of the
displays and the poster structure on which they are displayed.
3.6 Unless written instructions are received from Agency, unused posters may
be disposed of by the Company upon the completion of the schedule called for
herein.
4.0 GENERAL
4.1 Termination and Loss of Service
(a) Any delay or failure by Company to perform hereunder as a result of
force majeur, labor dispute, law, government action or order, or similar causes
beyond the Company's reasonable control, will not constitute a breach of
contract, but Agency will be notified immediately and will be entitled, at its
election, to either an extension of service or additional services having a
value based on circulation reasonably equivalent to lost service. In the event
of a failure to provide illumination as required herein, Agency will only
receive an extension of service or additional services equivalent in value to
the value of lost circulation, but not to exceed 25% of the total price for the
period of illumination not provided.
(b) When a poster location specified in this contract is no longer available
due to loss of the structure for any reason, Company will offer Agency a
location of approximately equal advertising value, which location will be
subject to the prompt, reasonable approval of the Agency. In event that Agency
approves the location, the
term of this contract will be extended after the expiration date of this
contract for a period equal to the time during which Advertiser copy was not on
display.
(c) Company may upon notice to Agency, terminate this contract at any time
(i) upon material breach by Agency or Advertiser, or (ii) if Company does not
receive timely payment on billings. Upon such termination all unpaid, accrued
charges hereunder will immediately become due and payable and Agency or
Advertiser will pay, as liquidated damages, a sum equal to 75% of the amount
which would have been payable hereunder. Agency may, upon notice to Company,
terminate this contract at any time upon material breach by Company. Upon such
termination, Company will pay as liquidated damages a sum equal to the actual
non-cancelable out-of-pocket cost necessarily incurred by Agency prior to the
date of termination for production and delivery of artwork hereunder which was
not displayed. Neither party will have any liability to the other upon breach
or termination, except as provided in this Paragraph 4.1 (c) and Paragraph 4.4.
4.2 Terms of Payment. Company will, from time to time at intervals
following announcement of service, bill Agency at the address on the face
hereof. Agency will pay Company within thirty (30) days after the date of
invoice. Agency or Advertiser fails to pay any invoice when due, in addition to
amounts payable hereunder, Company will be promptly reimbursed for its
collection costs, including reasonable attorneys' fees, plus a monthly service
charge at a rate of 1.5% of the outstanding balance of the invoice to the extent
permitted by applicable law. Any commissions payable to the Agency under this
contract, or deductible by it from amounts paid to Company hereunder, may be
offset by Company against any amounts due to Company under this Paragraph 4.2.
4.3 Taxes. Company will pay all property taxes attributable to the
ownership or control of the poster structures and Agency will be responsible of
all other taxes in respect of the services provided under this contract,
including, without limitation, sales and use taxes which may be applicable to
the advertising services rendered hereunder.
4.4 Indemnification. Company will hold Agency Advertiser harmless against
all liability including claims, demands, debts, obligations or charges, together
with reasonable attorneys' fees and disbursements (all hereinafter referred to
as "Liability"), arising out of the installations, maintenance or removal of
posters, including all such liability arising out of Company's failure to
remove posters within thirty (30) working days after the expiration of this
contract provided (a) such removal is requested by Agency and (b) such failure
is not due to force majeur as defined in Paragraph 4.1 (a). Agency and
Advertiser will similarly hold Company harmless against all Liability arising
out of the content of the posters, including, without limitation, artwork,
furnished by Agency or Advertiser.
4.5 Compliance.
(a) Company's obligations hereunder are subject to the terms and conditions
of any licenses and permits held by it and to applicable federal, state and
local laws and regulations.
(b) All copy and artwork furnished by Agency or Advertiser hereunder will at
all times comply with all applicable federal, state and local laws and
regulations.
4.6 Entire Agreement. This contract contains the entire understanding
between the parties and cannot be changed or terminated orally. When there is
any inconsistency between these standard conditions and a provision on the face
hereof, the latter will govern. Failure of either party to enforce any of the
provisions hereof will not be construed as general relinquishment or waiver of
that or any other provision. All notice hereunder will be in writing, deemed
given on the date of dispatch, and addressed to Agency and the Company at the
addresses on the face thereof.
ELLER MEDIA COMPANY
CONTRACT FOR OUTDOOR POSTER ADVERTISING
CONTRACTED FOR AGENCY: ON BEHALF OF ADVERTISER:
Agency# Advertiser #
---------------------------- --------------------------
Name Name Consumer Net Marketplace, Inc.
------------------------------- ------------------------------------
Address Address 1900 Los Angeles Ave., 2nd Floor
---------------------------- ----------------------------------
City/State/Zip City/State/Zip Simi Valley, CA 93065
-------------------- ----------------------------
Contact Contact Mr. Fredrick Rice
---------------------------- ----------------------------------
Phone # Phone # (805) 520-7170
---------------------------- ----------------------------------
Advertise/Product Product Internet
------------------ ----------------------------------
- --------------------------------------------------------------------------------------------------
Market Name/ Size No. of Posters Term in 4- Posting Unit Rate Rate Contract
Location Showing -------------- week periods Dates per 4- Total
Illlum Reg wk Pd.
- --------------------------------------------------------------------------------------------------
- --------------------------------------------------------------------------------------------------
DISPLAY COMMENCES GROSS TOTAL CONTRACT PRICE
----------------------------- --------
TOTAL NET AMOUNT
--------
--------
SPECIAL INSTRUCTIONS: Terms: Net 30 Days
ADDITIONAL CHARGES:
Agency/Advertiser hereby contracts for the outdoor advertising services
("service") described above upon the terms set forth above AND ON THE BACK
HEREOF. This contract must be signed by both parties to be effective.
Signed by Fredrick Rice Signed by Eller Media
ELLER MEDIA COMPANY
CONTRACT FOR OUTDOOR POSTER ADVERTISING
CONTRACTED FOR AGENCY: ON BEHALF OF ADVERTISER:
Agency# Advertiser #
---------------------------- --------------------------
Name Name Consumer Net Marketplace, Inc.
------------------------------- ------------------------------------
Address Address 1900 Los Angeles Ave., 2nd Floor
---------------------------- ----------------------------------
City/State/Zip City/State/Zip Simi Valley, CA 93065
-------------------- ----------------------------
Contact Contact Mr. Fredrick Rice
---------------------------- ----------------------------------
Phone # Phone # (805) 520-7170
---------------------------- ----------------------------------
Advertise/Product Product Internet
------------------ ----------------------------------
- ------------------------------------------------------------------------------------------------------------
Market Name/ Size No. of Posters Term in 4- Posting Unit Rate Rate Contract
Location Showing -------------- week periods Dates per 4- Total
Illlum Reg wk Pd.
- ------------------------------------------------------------------------------------------------------------
Burbank Airport Special 10 6 7/6/98 $350 $3,500 $21,000
(Transit Shelter);
amends previous
Burbank Airport
Agreement
- ------------------------------------------------------------------------------------------------------------
DISPLAY COMMENCES GROSS TOTAL CONTRACT PRICE
------------------------ -------
TOTAL NET AMOUNT
-------
$21,000
-------
SPECIAL INSTRUCTIONS: Terms: Net 30 Days
Guaranteed
ADDITIONAL CHARGES:
Agency/Advertiser hereby contracts for the outdoor advertising services
("service") described above upon the terms set forth above AND ON THE BACK
HEREOF. This contract must be signed by both parties to be effective.
Signed by Fredrick Rice Signed by Eller Media
ELLER MEDIA COMPANY
CONTRACT FOR OUTDOOR POSTER ADVERTISING
CONTRACTED FOR AGENCY: ON BEHALF OF ADVERTISER:
Agency# Advertiser #
---------------------------- --------------------------
Name Name Consumer Net Marketplace, Inc.
------------------------------- ------------------------------------
Address Address 1900 Los Angeles Ave., 2nd Floor
---------------------------- ----------------------------------
City/State/Zip City/State/Zip Simi Valley, CA 93065
-------------------- ----------------------------
Contact Contact Mr. Fredrick Rice
---------------------------- ----------------------------------
Phone # Phone # (805) 520-7170
---------------------------- ----------------------------------
Advertise/Product Product Internet
------------------ ----------------------------------
[caad 214]
- ------------------------------------------------------------------------------------------------------------
Market Name/ Size No. of Posters Term in 4- Posting Unit Rate Rate Contract
Location Showing -------------- week periods Dates per 4- Total
Illlum Reg wk Pd.
- ------------------------------------------------------------------------------------------------------------
Los Angeles / 25 120 5 8/3/98 $460 $55,200 $276,000
Ventura (Poster
Panels)
- ------------------------------------------------------------------------------------------------------------
DISPLAY COMMENCES GROSS TOTAL CONTRACT PRICE
------------------------ ---------
TOTAL NET AMOUNT
---------
$276,000
---------
SPECIAL INSTRUCTIONS: Terms: Net 30 Days
Guaranteed override through January 1, 1999
ADDITIONAL CHARGES:
Agency/Advertiser hereby contracts for the outdoor advertising services
("service") described above upon the terms set forth above AND ON THE BACK
HEREOF. This contract must be signed by both parties to be effective.
Signed by Fredrick Rice Signed by Eller Media
ELLER MEDIA COMPANY
CONTRACT FOR OUTDOOR POSTER ADVERTISING
CONTRACTED FOR AGENCY: ON BEHALF OF ADVERTISER:
Agency# Advertiser #
---------------------------- --------------------------
Name Name Consumer Net Marketplace, Inc.
------------------------------- ------------------------------------
Address Address 1900 Los Angeles Ave., 2nd Floor
---------------------------- ----------------------------------
City/State/Zip City/State/Zip Simi Valley, CA 93065
-------------------- ----------------------------
Contact Contact Mr. Fredrick Rice
---------------------------- ----------------------------------
Phone # Phone # (805) 520-7170
---------------------------- ----------------------------------
Advertise/Product Product Internet
------------------ ----------------------------------
- ------------------------------------------------------------------------------------------------------------
Market Name/ Size No. of Posters Term in 4- Posting Unit Rate Rate Contract
Location Showing -------------- week periods Dates per 4- Total
Illlum Reg wk Pd.
- ------------------------------------------------------------------------------------------------------------
Oxnard (Transit Special 50 5 8/3/98 $350 $17,500 $87,500
Panels)
- ------------------------------------------------------------------------------------------------------------
DISPLAY COMMENCES GROSS TOTAL CONTRACT PRICE $87,500
-------------------------- ---------
TOTAL NET AMOUNT
---------
$87,500
---------
SPECIAL INSTRUCTIONS: Terms: Net 30 Days
Guaranteed override through January 1, 1999
ADDITIONAL CHARGES:
Agency/Advertiser hereby contracts for the outdoor advertising services
("service") described above upon the terms set forth above AND ON THE BACK
HEREOF. This contract must be signed by both parties to be effective.
Signed by Fredrick Rice Signed by Eller Media