Sample Business Contracts

Advertising Agreement - Networks Inc. and Inc.

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March 2001 through Dec 2001 Terms
o    Flight Dates: March 1st 2001 to Dec 31st 2001

o Cost Per Click (CPC) Compensation: eDiets to pay
     [______] per click, applied to 80% of clicks as reported by NetGravity
     (factored clicks). CPC payment not to exceed [________] per month. CPC
     compensation to apply to any and all clicks up to 200,000 factored clicks
     per month.

o Cost Per Acquisition (CPA) Compensation: [_____] per sale for all
     sales up to and including 1500 sales per month, and [______] per sale for
     all sales above 1500 sales per month.

o    eDiets Cost Per Acquisition Price Protection: Overall
     compensation shall not exceed [_______] per unit sale within any given
     month. If within any given month the combined Cost Per Click and Cost Per
     Acquisition compensation exceeds [______], will reduce the Cost
     Per Acquisition compensation rate accordingly (in order not to exceed the
     agreed upon acquisition cost of [_____]).

o    Advertising Elements: will maintain control over all advertising
     placements on Networks, and will coordinate the exchange of
     advertising and sales performance data for the purposes of program

o    Performance Reports: and eDiets will coordinate the exchange of
     performance reports on a weekly basis, with a minimum requirement of 2
     reports per month (mid-month and month-to-date summary) to be provided by
     each party. Reports will detail all pertinent data, including click data
     and sale data based on individual creative unit types and placements.

o    Renewal / Cancellation: This agreement is Cancelable by either party with
     30 days prior written notification provided the other party has breached
     the terms of this agreement.

Client Signature:   /s/ Christine Brown           Title:    VP Operations
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Printed Name:      Christine Brown                Date:        2/28/01
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Authorized By:      /s/ Walt Cheruk               Date:        2/23/01
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