ANNOTATED FORMS OF AGREEMENT CHAPTER I ADVERTISER AND SPACE OWNER Section 1.-Agreements. No. 1-Agreement for advertising space in successive issues of monthly magazine, with guarantee of stated circulation. No. 2-Agreement for advertising space in newspaper. No. 3 No. 4No. 5 No. 6 Agreement for advertising space in theatre programs. Same-another form. No. 7-Agreement to display illuminated advertising sign. Section 2.-Miscellany. No. 8 Clause defining dimensions of space let. -Option to declare all installments of rent due, under agreement to display sign-board, upon default in one, with right to relet, etc. No. 10-Option to terminate agreement to display sign-board, upon erection of obstruction upon adjoining land. SECTION 1.—AGREEMENTS. No. 1. Agreement for advertising space in successive issues of monthly magazine, with guarantee of stated circulation.1 AGREEMENT, made January 5, 1923, between the Doe Co., Inc., a corporation, duly organized under the laws of the State of New 1 Adapted from Cream of Wheat Co. v. The Arthur H. Crist Co. (1918), 222 N. Y. 487, 119 N. E. 74. 1 York, and having its principal office at No. 111⁄2 Main Street, in the City of Cooperstown, State of New York (herein called the "First Party"), and Richard Roe, Inc., a corporation, duly organized under the laws of the State of Minnesota, and having its principal office at No. 37% Main Street, in the City of Minneapolis, State of Minnesota (herein called the "Second Party”), WHEREIN IT IS MUTUALLY AGREED, AS FOLLOWS: 1. That the First Party shall insert the advertisement of the Second Party in its monthly magazine, known as Doe Motherhood, in the manner, and at the times, and for the price, following, to wit: (a) Size of Advertisement-One full page. (b) Position-Third cover. (c) Times of Insertion-Each monthly issue printed for the year 1923. (d) Price-Sixty ($60) dollars an issue. (e) Payment-Not later than thirty (30) days after the date of publication, minus a deduction of five (5%) per cent for any payment made, within ten (10) days of the date of publication. 2. That the Second Party shall furnish the First Party with copy for its advertisement for each issue of the magazine, not less than three (3) weeks prior to the date of its publication. If the Second Party shall fail to deliver such copy within such time, the First Party shall use the copy theretofore supplied for the Second Party's latest advertisement, and shall continue to print the same in each new issue, until such time as other copy shall have been supplied to it by the Second Party, as herein prescribed. 3. (a) That, if the advertisement of the Second Party shall not be printed in any issue, the First Party shall forthwith pay to the Second Party the sum of sixty ($60) dollars as liquidated damages for each such omission. (b) That, if the advertisement of the Second Party shall not be printed in the position above provided, the First Party shall be entitled to receive no compensation for such improper insertion, and, in addition thereto, the Second Party shall have the right to terminate this contract, by giving to the First Party written notice of its election to exercise its option to cancel the same. 4. That the First Party guarantees that the circulation of each issue of its said magazine, during the term of this contract, shall consist of not less than sixty thousand (60,000) copies; and the term "circulation," for the purposes of this contract, shall be deemed to mean the total number of copies of each issue of said magazine, which shall be printed, sold and delivered by the First Party to news agencies and to such of the First Party's subscribers as may have paid therefor in advance, or who may pay therefor at any time during the term of this contract, exclusive of all copies. which shall be returned, or not be paid for by the news agencies, or which shall be given away in any manner whatsoever. 5. (a) That the First Party shall permit the Second Party, at least twice, during the term of this contract, and at such time, or times, as the Second Party may select, to have full access to all books and papers of the First Party, which are, or may be, necessary, or useful, for the purposes of enabling the Second Party to examine and ascertain the monthly circulation of the said magazine and the methods adopted, or pursued, by the First Party in obtaining, maintaining and increasing the circulation thereof. (b) That, if it shall appear from any such examination, or examinations, that the circulation of any issue of said magazine has been less than sixty thousand (60,000) copies, the First Party shall forthwith pay to the Second Party all the expenses incurred by the Second Party in making such examination or examinations, and, in addition thereto, shall immediately make a pro rata rebate in cash to the Second Party for the total amount of such shortage. IN WITNESS WHEREOF, the parties hereto have caused this contract to be signed by their respective Presidents, thereunto duly authorized, and their corporate seals to be affixed, attested by their respective Secretaries, the day and year first above written. Doe Co., Inc., By John Doe, President. (Seal) Attest: John Jones, Richard Roe, Inc., By Richard Roe, (Seal) Secretary. (a) To publish advertisements of our business in the Daily Morning Gazette, which shall occupy fifty thousand (50,000) inches of space, during the period of one year beginning January 5, 1923; (b) To pay you, on or before the tenth day of each month, sixty (60) cents for each inch of space used by us, during the preceding calendar month; (c) That all copy and cuts shall be furnished by us, and that they shall not be used, unless approved of by you; (d) That the space contracted for may be used by us at will, during the said period, provided, however, that not more than one page of space shall be used by us in any one issue; (e) That if this contract shall be breached by us, before it has been fully performed, or if we shall fail to use all of such space within the aforesaid period, we shall pay you for so much of such space as we may have used at the higher rate therefor shown on the reverse side of this contract; and (f) That nothing in respect of time, rate, space, position, or any other specification, which is not contained herein, shall be binding. upon either of us. Yours very truly, Advertiser: John Doe & Co. New York City. Agreed to and accepted by Gazette Newspaper Co., Per Richard Roe. [Annex Schedule of Higher Rates to Reverse Side.] Cf. Tradesman Co. v. Superior Manfg. Co. (1907), 147 Mich. 702, 111 N. W. 343; Press Publishing Co. v. Ehrich (1909), 135 App. Div. 533, 120 N. Y. Supp. 363. |