KET Letter of Agreement

This letter constitutes an agreement between the Community Foundation of Louisville Inc. (Grantor) and KET, the Kentucky Educational Television Foundation, Inc. (Fiscal Agent) concerning the Kentucky Military Institute (KMI) video production.

KET will act as fiscal agent for the video production being produced by ParkerLaneLLC. KET will oversee and administrate the funding of this production, using monies given to KET from the Kentucky Military Institute Fund, a component fund of the Community Foundation of Louisville Inc., specifically for this production. KET will have a separate agreement with ParkerLane LLC outlining their responsibilities and providing a payment plan for the production. Additionally KET will provide production oversight to this project to insure that the final program meets all PBS broadcast specifications.

The total amount for the video production will be a base cost of $58,950.00plus the cost of additional expenses and/or services, which the Community Foundation of Louisville will provide using KET as their fiscal agent. Additionally, KET will receive $1,500 for administrative costs, which will be distributed in two payments. The first will be paid after the Kentucky Military Institute Fund has accrued $20,000; the second payment will be paid after the final amount of $58,950, plus the amount of any additional costs and/or expenses, has been accrued.

KET and the Community Foundation of Louisville Inc. mutually agree to indemnify each other for any and all liability arising in any way out of the performance of their respective obligations under this agreement. Additionally, KET and the Community Foundation of Louisville, Inc. will be indemnified from any actions that arise from the failure of ParkerLaneLLC to deliver said production.

KET acknowledges that the Kentucky Military Institute Alumni Association will own the copyright of the program and that KET will receive broadcast rights only and no ancillary rights to the production. The Community Foundation of Louisville Inc. will also have no ownership or interest in the copyright or programming produced.

The monies donated to KET from theKentucky Military Institute Fund, a component fund ofthe Community Foundation of Louisville are strictly for the production of this program and are not to be seen as a general contribution to KET, nor will this agreement impact future grants to KET.

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Linda Hume Date

KET Senior Director, Finance & Administration

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Community Foundation of Louisville, Inc. Date

325 W. Main Street, Suite 1110

Louisville, KY 40202