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PARTNERSHIP AGREEMENT

Broadcast and Promotion Agreement
BETWEEN the partner

Operating websites located at:
Hereunder called « the partner »

AND ALTERNATIVE CHANNEL TV INC. , private corporation duly constituted according to the Canada Business Corporations Act, headquartered 5685, Fullum Street, Suite 103, Montreal, Quebec, H2G 2H,Canada, Hereunder called « AC »

WHEREAS the partner is an organization whose mission is to:

WHEREAS AC is an international citizen channel on the Internet, available in three languages (French, English and Spanish) working in the field of activity of News and Medias while promoting and web casting alternative contents, by creating partnerships and co-sponsorships with organizations (NGOs, non-profit organizations, independents…)

AC and the partner want to enter into a strategic and operational partnership.

THEREFORE, BOTH PARTIES AGREE TO THE FOLLOWING:

PREAMBLE: The following preamble is deemed an integral part of this Agreement;

SERVICES (Please tick the boxes to indicate the required services)
AC makes available to the partner:
The means to broadcast into three languages (French, English, and Spanish) on the channel www.alternativechannel.tv, all the partner’s video content corresponding to the Alternative Channel ™ Code of Ethics published on the website.

Alternative Channel will create a space named with the partner’s name and add the partner’s logo in order to identify all videos posted by the partner. The partner will be able to communicate and advertise its targeted audience by emails. The mailing can be done through the feature “send to a friend” on the website or with the AC Communication Service after the partner has provided a mailing list.

Alternative Channel™ agrees to provide technical tools in order to create a channel directly linked with the partner’s website and web cast the partner’s videos. It can be designed respecting the partner’s identification colors with AC mentioned. AC will be responsible for the web casting.

The partner will be granted the right to use the AC professional digitization service in order to digitalize non-digital content. Modalities of this right are part of a specific endorsement.

The partner will be granted the right to take advantage from the complementary broadcasts of the channel especially by mobile phone as soon as this service will be operating.

The partner will benefit from philanthropic citizen fundraising systems which will be put in place by AC as soon as it will be operational (especially through Internet and mobile telephony). Both parties will collaborate on services linked with Web TV or mobile telephony.

The partner makes available to AC:
To publish information about the Alternative Channel the partner’s website(s)
To insert the Alternative Channel™ logo on the partner’s website(s)

FINANCIAL REMUNERATION
AC and the partner agree that AC earn the advertising incomes it will manage to generate with the partner’s video content or with Web pages including partners’ videos. The partner has the possibility to define a list of advertisements it does not want to appear next to its own label. The partner will receive 30% from the advertisement incomes collected by AC on the audience.

BILLING
Every semester, AC will send to the partner a deduction and will ask the partner for the invoice. The payment will be executed within 60 days from the reception of the invoice sent by the partner.

TERM - TERMINATION
The present Agreement shall be for an indeterminate period unless it can be cancelled at any time, but in order to cancel it a three-months notice is required. Published videos stay available on Alternative Channel during 9 months from reception of the advance note concerning the termination of the partnership. For any development or reduction of the present partnership, an annex to the Agreement will be added.

COMMUNICATION
During the period of the Agreement, AC and its partner agree to promote their partnership. The partner will mention it on its website. A press release can be composed by AC; it will be validated by the partner.

NOTICE
All notices provided for or permitted hereunder shall be made in writing:
If Partner to:
Address:
Attention of:


If Alternative Channel TV Inc. to:
Address: 5685 rue Fullum, bureau 103
Montreal (Qc.) H2G 2H6
Fax: 1.514.277.1429
Attention of: M. Hugues COCHARD

GOVERNING LAW
This Agreement shall be governed by, and construed in accordance with the laws of the Province of Quebec, without regard to the principles of conflicts or choice of law of any jurisdiction.

SEVERABILITY
Any provision of this Agreement which is prohibited or unenforceable in any jurisdiction shall, as to such jurisdiction, be ineffective only to the minimum extent necessary without invalidating the remaining provisions of the Agreement or affecting the validity or enforceability of such provisions in any other jurisdiction.

INTERPRETATION
Unless otherwise stated in the context, the singular can be used for the plural; the masculine can be use for the feminine and vice versa.

TITLES
Titles of the present Agreement are only used as references and cannot modify provisions of the Agreement.

ACTS AND DOCUMENTS
Both parties agree to sign all the required documents in order to make the Agreement executed.

RESPONSIBILITIES OF PARTIES
The present Agreement links both parties, as their heirs and assigns.

COPIES
The present Agreement can be printed and signed into two (2) or several copies all referred as the original and all being part of the same Agreement.

IN WITNESS WHEREOF, the parties have caused this Agreement to be executed by their duly authorized representatives as of the date first indicated below:

DIGITAL SIGNATURE


ALTERNATIVE CHANNEL INC. By Hugues Cochard, CEO ALTERNATIVE CHANNEL TV Inc.

The Partner:
By*: (*Please include all names and titles in the format: Ms. Jane Doe (President), Mr. John Doe (Vice-President), etc.)
Your E-mail address:
Date:


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