The producer undertakes with periodicity to be determined, to supply Radionomy with content concerned by this agreement (described in Annex 1) at the scheduled dates, in exchange for compliance with certain obligations by Radionomy.

Principle

Radionomy is a service that enables everyone to set up his own web radio station easily.

By drawing on the large libraries of pieces of music, jingles and content made available by Radionomy;

By integrating his own musical creations or music from his own music library and by adding his own audio content, sequences, reports, pod casts;

Radionomy broadcasts these web radios stations free of charge all over the world and bears all costs, including copyright. Radionomy is financed by the broadcasting of a moderate quantity of advertising on the radio stations (maximum four minutes per hour of broadcasting).

Definitions

Content producer/Producer: any person creating original content and having all rights concerning that content.

Content: data and information made available by a Producer in the context of this pact – this includes the audio material, structure, related images, icons, trademarks and logos, as well as all subsequent updates; made available by Radio Creators and by their Listeners for the purpose of listening and listening only.

Radionomy Manager: the software created and belonging to Radionomy enabling a Radio Creator to programme the radio station.

Radionomy Site: Radionomy Internet site where listeners can select the radio stations, listen to them, and where all Radio Creators can download Radionomy’s Tool and manage their radio stations.

Listener: any person who listens to a radio created by a Radio Creator exploiting the Radionomy Tool..

Radionomy’s undertakings

Our 5 undertakings:

1. Radionomy pays any copyright related to the Producers’ productions.

2. Radionomy systematically attributes authorship of the content it proposes to the Content Producer.

3. Radionomy increases the reputation of the Content Producer and the traffic to its site, blog, Facebook/MySpace page, …

4. Radionomy leaves the Content Producer total control over the material he makes available, for the duration he determines and under the conditions he chooses.

5. Radionomy undertakes to ensure quality broadcasting.

6. Radionomy operates in full transparency.

1. Radionomy pays any copyright related to the Producer’s productions. .

Radionomy pays copyright related to the content broadcast on the radio stations to a collective copyright management society.

For the payment of its copyright in Europe, Radionomy has chosen

SABAM http://www.sabam.be/website/fr/home.htm. Radionomy is free to work with a collective copyright management society other than SABAM.

SABAM, for its part, has agreements with other European collective copyright management societies such as SACEM in France.

If the Producer is a member of a copyright society, that society must transfer the share due to the Producer, under its own allocation schemes and the agreements it has concluded with the Producer. Consequently it is important to see that the collective copyright management society has an exhaustive supply of the information enabling it to identify the producer.

Radionomy alone makes the declarations and pays the remuneration of copyright and related rights associated with the broadcasting of the Producers’ programmes, and guarantees the Authors that it will do so, it being understood that broadcasting of the Producer’s Content has no incidence on the amount of rights that Radionomy must pay to the copyright societies.

2. Radionomy systematically attributes authorship of the content it proposes to the Content Producer.

Radionomy will compose a personalized jingle that will be broadcast after each broadcast of the Content. This jingle will include the source of the Content..

The Producer can set up a personal page on the Radionomy Site, giving his full particulars, an image or a logo that represents him, an introductory text and information on his past and future productions, any sites, blogs and personal pages it may have in various environments. This page can automatically list the radio stations that have integrated this content in their programming.

This personal page on the Radionomy.com site under no circumstances proposes back files in the form of pod casts. Extracts of Content can be heard via these pages.

3. Radionomy increases the reputation of the Content Producer and the traffic to its site, blog, Facebook/MySpace page, …

By using Radionomy ‘s programming Tool, Radio Creators can draw on its Content libraries to add content to their radio stations programmes.

By placing Producers’ productions in those libraries, Radionomy makes the productions accessible to the broadest possible audience, by increasing effective broadcasting to a varied range of new listeners.

For example, the Radio Creator, in addition to using his own page on Radionomy’s site for his radio station, can "import" his radio station by means of tags embedded in his site, his blog, his Facebook or MySpace page, etc…

Both parties can use the trademark and logo of the other to promote the Radionomy Tool and Radionomy Web Site, and the Producer’s content. This use does not require prior agreement of the other party. The Producer will respect the graphic guidelines of Radionomy’s logos and trademarks.

4. Radionomy respects the Content Producer’s broadcasting preferences.

The Content Producer decides

• on the date of the first possible broadcast of his content by Radionomy radio

• of the duration of validity of his content (date of the last possible broadcast by a Radionomy radio station). There is no limit to the number of sequences of content that a Producer can propose. A content sequence cannot exceed 15 minutes.

5. Radionomy undertakes to ensure quality broadcasting.

On Radionomy, broadcasting is in stereo 128 kbps. The content sequences cannot be interrupted; nothing can be superimposed on them.

6. Radionomy operates in full transparency.

The Producer will automatically obtain accurate broadcasting statistics on his productions from Radionomy, giving times, radio stations and audiences concerned.

The Content Producer’s undertakings

1. Making content available

The Producer undertakes to put the content concerned by this agreement on the Radionomy server, in keeping with a periodicity to be defined, at the scheduled dates.

Uploading will be done via the Radionomy web site, by means of an interface allowing http transmission. If the contribution is regular and sizable, an ftp procedure, or an RSS flow will facilitate exchanges. A sequence of content cannot exceed 15 minutes (please consult us if there is a problem as a result of this restriction). The format will obligatorily be MP3 minimum 128 kbps.

The Producer is bound in a general way, for the entire execution of the pact, by a simple "best efforts" obligation.

Each party will inform the other of any technical problems or temporary shutdowns in the service.

• In the case of a scheduled interruption (for example for maintenance), the interrupting party will inform the other at least two working days before the interruption.

• In the case of an unscheduled interruption, the party responsible for it will inform the other party within one hour following detection of the problem.

2. Transfer of content

This transfer of use rights is awarded free of charge for a period of one year, tacitly renewable.

Broadcasting of the content is unlimited.

The Content made available can be broadcast as many times as requested by an unlimited number of Radionomy radio creators within the limits of the period of validity.

The Producer holds and continues to hold all rights, including intellectual property rights, to the Content made available under this pact.

In the event that the Content made available is not the exclusive property, in all or in part, of the Producer, the Producer has obtained or will obtain all necessary authorizations to enable Radionomy to use the Content legally. The Producer will provide proof thereof at Radionomy’s first request.

Radionomy is and continues to be the only intellectual property right holder to its Tools and Website.

3. Non-Exclusivity

The Producer does not award any exclusivity to Radionomy of any kind whatsoever, for broadcasting, reproduction and/or for all or part of the Content.

4. Legality of the content

On signing this pact, the Producer firmly undertakes that all content he makes available to Radionomy respects all applicable rules and legislation.

The Producer will ascertain that the Content does not infringe any third party rights including intellectual property rights, and that the Content is not illegal or contrary to decency, the Law and public order.

Radionomy is in no way liable for content.

Any complaint made to Radionomy by a Radio Creator or by a Listener concerning the Content will be transmitted to the Producer for handling. The Producer is the only party liable for content. He will compensate and defend Radionomy in the context of a complaint filed by a third party as concerns copying, failure to respect intellectual property rights or any other rights. The Producer will safeguard Radionomy from any damages resulting from such a complaint.

If Radionomy is informed that the Content is illegal or causes damages to a third party, Radionomy can suspend the pact with immediate effect without being a liable for any compensation.

Radionomy will have the right to take any measures, technical or other, that are needed to put an end to the cause of damages.

The Producer will see that the Content does not contain any virus, bug, or error that could damage Radionomy’s Tools or Web site or alter Radionomy’s service.

Done in Brussels, on _______________________ in duplicate

For the Content producer

Surname and First name:

Function:

Signature:

For Radionomy s.a.

Surname and First name:

Function:

Signature:

Annex 1 :

Description of the content in question: