(effective 7/23/2026)
The advertiser, sponsor, or contributor of materials, appearance, or logo (collectively, “Contributor”) and its advertising agency or media buying service or other representative (“Agent,” and together with Contributor, “Advertiser”) and Digio Strategies (including Mississippi Broadcasters, LLC, New South Radio, Inc., Gulf South Communications, Inc., and Data Street Marketing, LLC) , their representatives, agents, employees, successors, licensees and assigns (collectively, “Digio Strategies”) hereby agree—for good and valuable consideration herein, the receipt and sufficiency of which are hereby acknowledged—that the insertion order, agreement, or other contract (the “Agreement”) by which Digio Strategies creates, displays and serves content or material for Advertiser (the “Project”) that references or links to these Terms and Conditions shall be deemed to incorporate these Terms and Conditions in their entirety as if fully set forth therein and shall be expressly subject to them, except to the extent that Advertiser and Digio Strategies otherwise agree in writing. All advertising and services offered include, without limitation, the creation, production, management, placement, transmission, display, and distribution of the Project, as well as related marketing, promotional, digital advertising, and content services, by Digio Strategies via any means or media, whether now known or hereafter devised, including but not limited to terrestrial radio, digital platforms, mobile distribution, Internet streaming, websites, social media, and online content networks. Digio Strategies does not guarantee specific results, including but not limited to impressions, clicks, conversions, or revenue outcomes. All performance projections are estimated only. Digio Strategies is not responsible for changes in third-party platform policies, algorithm, updates, account suspensions, ad rejections, or any platform-driven reduction in campaign performance.
1. Non-Discrimination.
Digio Strategies does not discriminate in its contracts, and it will not accept contributions intended to discriminate on the basis of race, ethnicity, or other protected class; Advertiser affirms that nothing in this Agreement is intended to discriminate on these bases. Digio Strategies is committed to compliance with all applicable anti-discrimination laws and regulations, including but not limited to the Civil Rights Act of 1964, the Americans with Disabilities Act, and any other federal, state, or local laws governing non-discrimination, as such laws may be amended or supplemented from time to time. In the event that any applicable law or regulation is amended, enacted, or otherwise modified to expand or alter protected classes or non-discrimination obligations, both parties agree to comply with such updated requirements. Digio Strategies reserves the right to reject or terminate any agreement or Materials that it reasonably believes to be in violation of any applicable non-discrimination law or regulation.
2. Political Advertising and FCC Compliance.
In accordance with FCC regulations governing broadcast advertising, Digio Strategies adheres to the political broadcasting non-discrimination rules set forth under the Communications Act of 1934, as amended, including the equal opportunities provisions under Section 315 and the reasonable access requirements under Section 312(a)(7). Digio Strategies shall provide equal access to advertising time for all legally qualified political candidates and shall not discriminate in the rates, terms, or conditions offered to political advertisers on the basis of political affiliation, party, or viewpoint. Digio Strategies further complies with the FCC’s lowest unit charge requirements during federal election periods, ensuring that political candidates are charged no more than the lowest rate offered to commercial advertisers for the same class and amount of advertising time. Advertiser acknowledges and agrees that all political advertising placed under this Agreement shall include proper sponsorship identification disclosures as required by FCC regulations.
3. Invoices and Payment.
3. a. Invoices. Any invoice identifying Projects and their date and time of service, when sworn to by Digio Strategies, shall constitute an affidavit of performance or proof-of-performance. All invoices shall be deemed to be correct unless proven otherwise.
3. b. Payment Terms. New clients are required to prepay for services prior to the commencement of any work. Digio Strategies further reserves the right to require prepayment from any Advertiser at its sole discretion. Payment by Advertiser for services other than political, entertainment, and website development is due within ten (10) days after Advertiser’s receipt of a monthly invoice. Cash in advance is required for political and entertainment agreements. Media advertising agencies’ payments are due within ninety (90) days after receipt of a monthly invoice. For website development agreements, Advertiser is required to submit a fifty percent (50%) downpayment, with the remaining fifty percent (50%) due upon website completion and/or launch.
3. c. Delayed Content or Approvals. In the event that the client unreasonably withholds content or approvals necessary for the completion and/or launch of any Project, including but not limited to website development, radio advertising, online advertising, or any other advertising services provided under this Agreement, Digio Strategies reserves the right to bill and collect the final payment within thirty (30) days after notifying the client of the completion of work.
3. d. Cancellation and Termination. Digio Strategies reserves the right to cancel this Agreement upon Advertiser’s default in payment or any other material breach. The Advertiser may terminate this Agreement upon thirty (30) days’ prior written notice. Upon cancellation or termination, all amounts for Projects already performed shall become immediately due and payable at the earned rate.
3. e. Late Payments and Collection. Any unpaid balance due shall bear interest at the maximum rate permitted by law. Advertiser agrees to pay all collection agency fees and expenses, and all other costs of collection, including reasonable attorneys’ fees and court costs, as well as any taxes imposed on the Project.
3. f. Agent and Cooperative Advertising Liability. If Contributor is using an Agent in connection with any contributions placed under this Agreement, Contributor and such Agent will be jointly and severally liable to Digio Strategies. In the event any Project is purchased pursuant to a cooperative advertising arrangement, the Agent will be the agent of the source of the cooperative advertising funds (“Vendor”). In such case, Vendor shall be jointly and severally liable with Agent and the Contributor for payment in full of the entire cost of the Project within the time specified. Payment by Vendor to Agent or Contributor shall not constitute payment to Digio Strategies.
4. Positioning; Scheduling.
Digio Strategies is not required to launch any Project for the benefit of any person or entity other than Advertiser. Unless otherwise set forth in the Agreement, the positioning and scheduling of Projects shall be at Digio Strategies’ discretion. Digio Strategies reserves the right to edit, reject or cancel any Projects, space or time reservation, or position commitment at any time. All Projects are at all times subordinate to applicable law and the terms, conditions and restrictions contained in agreements between Digio Strategies and (i) its applicable program suppliers (including networks), and (ii) other contributors that contracted for product and/or category exclusivity or other applicable restrictions. Digio Strategies may cancel any Project or portion(s) thereof to launch any program that Digio Strategies, in its sole discretion, deems to be of public importance or in the public interest. If a Project is not launched pursuant to this paragraph, the parties will negotiate in good faith to agree, as Advertiser’s sole remedy, on a satisfactory “make good” that Digio Strategies would provide, if commercially reasonable and subject to availability.
5. Materials and Logo Release.
Digio Strategies may use any and all photographs, music, sound recordings, video clips, articles, writings, memorabilia, logos, marks, insignias, or any other materials provided pursuant to this Agreement or in connection with the Project, (“Materials”). Digio Strategies will not pay for the use of the Materials and will not pay residual or any other type of royalty in connection therewith. Digio Strategies may use the Materials, on a royalty-free basis, worldwide if the Materials are used in conjunction with a Project agreed upon by Advertiser and Digio Strategies. Advertiser represents and warrants that it is the owner and/or authorized representative of the Materials and that it has the authority to grant Digio Strategies the permission and rights herein granted, and represents that Digio Strategies’ use of the Materials does not violate any third party’s rights. Advertiser waives any claim against Digio Strategies for Digio Strategies’ use of any Materials provided in connection with this Agreement.
6. Provision of Materials.
Advertiser, at its expense, will provide all Materials (including scheduling instructions) necessary for Projects at least five (5) days in advance of start of the Project (exclusive of weekends and holidays) and in accordance with Digio Strategies’ then-current policies and procedures. Digio Strategies may dispose of any such Materials 30 days following the end of the Project, unless Advertiser has made acceptable prepaid return arrangements. Digio Strategies will not be responsible for any Materials not properly displayed or that cannot be accessed or viewed because the Materials were not received by Digio Strategies in the proper form, in a timely manner, or in an acceptable technical quality for distribution. Once a project is approved by Advertiser, Digio Strategies will not be responsible for typographical errors, incorrect insertions or omissions in the Project.
7. Ownership and Rights.
Digio Strategies owns all right, title and interest (including all intellectual property rights) in and to all material, creative content, strategies, designs, copy, campaigns, and other deliverables furnished or produced by Digio Strategies under this Agreement, including any derivatives thereof, except to the extent the parties expressly agree in a separate written agreement or statement of work that specific deliverables shall be treated as “work made for hire” for Advertiser or otherwise assigned to Advertiser upon full payment. Digio Strategies may use artificial intelligence, machine learning, generative AI, or similar technologies in the creation or production of deliverables, and such use shall not affect ownership or rights in any deliverables hereunder. Advertiser receives no rights in such deliverables except as expressly granted in writing. Digio Strategies also owns all right, title and interest in and to any aggregated or de-identified usage data or analytics generated in connection with the Projects or Digio Strategies’ systems, provided that such data does not identify the Advertiser’s website visitors or customers, and subject to applicable law. This provision does not grant Digio Strategies ownership of, or the right to sell or share, the personal information of the Advertiser’s website visitors or customers, which is addressed in the confidentiality provisions below.
8. Confidentiality.
If either party is provided by the other party with access to any information (whether oral, observed, or written) that is marked or treated as confidential, restricted, or proprietary by the providing party, including but not limited to marketing plans, customer lists, customer data including user data, pricing information, product information, including, without limitation, software, source code, system architecture, algorithms, routines, designs, intellectual property, processes or trade secrets (collectively “Confidential Information”), the receiving party will protect the Confidential Information with the same degree of care that is used in protecting its own confidential information, but not less than reasonable care. Neither party will, without the other party’s prior written consent in each instance, (i) use Confidential Information of the other party other than as necessary to fulfill its obligations of the advertising service(s) contracted or (ii) disclose any Confidential Information of the other party to any person except its authorized employees who require the same in connection with fulfilling the advertising service(s) contracted. Analytics and traffic data from client website are collected solely to provide and improve marketing and development services. We do not sell or share client visitors’ or customers’ personal information with third parties for monetary or other consideration, except as required to deliver agreed services (e.g., ad platforms under your account).
9. Indemnification.
Advertiser agrees to indemnify and hold harmless Digio Strategies and its officers, directors, shareholders, employees, licensees, agents, affiliated companies, successors and assigns against all liability resulting from or relating to the use of Materials furnished by Advertiser or otherwise incurred in connection with any breach of this Agreement by Advertiser, except to the extent caused by Digio Strategies’ gross negligence or willful misconduct.
10. DISCLAIMER OF WARRANTIES; LIMITATION OF LIABILITY.
DIGIO STRATEGIES MAKES NO WARRANTIES, EXPRESS OR IMPLIED, INCLUDING ANY IMPLIED WARRANTY OF MERCHANTABILITY OR FITNESS FOR A PARTICULAR PURPOSE OR ANY WARRANTY THAT ANY PROJECT WILL BE LAUNCHED WITHOUT INTERRUPTION OR ERROR. IN NO EVENT WILL DIGIO STRATEGIES BE LIABLE TO ADVERTISER FOR ANY LOSS, DAMAGE, OR EXPENSE DIRECTLY OR INDIRECTLY CAUSED BY OR ARISING OUT OF ANY ACTUAL OR ALLEGED BREACH BY DIGIO STRATEGIES OF THIS AGREEMENT, DIGIO STRATEGIES’S HANDLING OF ANY MATERIAL, OR THE MANNER IN WHICH ANY PROJECT IS LAUNCHED, OR FOR ANY INDIRECT, INCIDENTAL, CONSEQUENTIAL, SPECIAL OR EXEMPLARY DAMAGES, REGARDLESS OF WHETHER DIGIO STRATEGIES HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. THE AGGREGATE LIABILITY OF DIGIO STRATEGIES WILL BE LIMITED TO, AT DIGIO STRATEGIES’ DISCRETION, EITHER: (A) THE AMOUNTS PAID TO DIGIO STRATEGIES BY ADVERTISER FOR THE RELEVANT PROJECTS, OR (B) DISTRIBUTION OF THE RELEVANT PROJECT AT A LATER TIME IN A COMPARABLE POSITION (AS APPLICABLE).
11. Force Majeure.
Neither party shall be liable or responsible to the other party, nor be deemed to have defaulted under or breached this Agreement, for any failure or delay in fulfilling or performing any term of this Agreement when and to the extent such failure or delay is caused by or results from acts or circumstances beyond the reasonable control of the affected party, including but not limited to: acts of God; natural disasters such as floods, earthquakes, hurricanes, tornadoes, or other severe weather events; fire or explosion; war, invasion, hostilities, terrorist threats or acts, riot, or other civil unrest; government orders, laws, or actions; embargoes or blockades; national or regional emergencies; pandemics, epidemics, or public health crises; strikes, labor stoppages, or other industrial disputes; telecommunication or internet outages; power failures or electrical outages; cyberattacks, ransomware, or other malicious interference with computer systems; or any other event beyond the reasonable control of the affected party (each, a “Force Majeure Event”).
In the event of a Force Majeure Event, the affected party shall: (i) promptly notify the other party in writing of the nature, expected duration, and anticipated impact of the Force Majeure Event; (ii) use commercially reasonable efforts to mitigate the effects of and overcome the Force Majeure Event; and (iii) resume performance as soon as reasonably practicable following the cessation of the Force Majeure Event. If a Force Majeure Event continues for a period exceeding thirty (30) days, either party may terminate the affected portion of this Agreement upon written notice, without liability to the other party, except for payment obligations for services already performed prior to the Force Majeure Event.
12. Miscellaneous.
Advertiser represents and warrants that the Materials do not and will not violate any law, regulation or ordinance. Advertiser further represents and warrants that all Materials submitted for radio broadcasting comply with the rules and regulations of the Federal Communications Commission (FCC), including but not limited to sponsorship identification requirements, prohibited content regulations, and any other applicable broadcast standards. Digio Strategies reserves the right to reject or remove any Materials that it reasonably believes to be in violation of FCC regulations or any other applicable law. Advertiser may not assign or transfer any of its rights or obligations. The parties intend this Agreement to be the complete statement of the terms of their agreement. No course of prior dealing or usage of trade shall be relevant to amend or interpret this Agreement. Advertiser will not be entitled to enjoin, restrain, or otherwise interfere with the development, production, distribution or other exploitation of the Project or the rights granted to Digio Strategies herein. The warranties, indemnification obligations, limitations of liability and ownership rights set forth herein will survive the termination or expiration of this Agreement.
13. Governing Law; Severability.
This Agreement shall be governed by and construed in accordance with the laws of the state in which the Digio Strategies office where the advertising was purchased is located. If the advertising was purchased through a Digio Strategies office located in Alabama, this Agreement shall be governed by the laws of the State of Alabama. If the advertising was purchased through a Digio Strategies office located in Mississippi, this Agreement shall be governed by the laws of the State of Mississippi. In either case, any disputes arising under this Agreement shall be resolved in the courts of the county in which the applicable Digio Strategies office is located, without regard to conflict of law principles. If any provision of this Agreement is held to be invalid, illegal, or unenforceable, such provision shall be enforced to the maximum extent permissible and the remaining provisions shall remain in full force and effect.
14. Amendments and Assignment.
Digio Strategies reserves the right to amend these Terms and Conditions at any time; however, any such amendments shall apply only to agreements entered into after the effective date of such amendments. Advertiser shall be bound by the Terms and Conditions as they existed on the date the Agreement was signed, and no subsequent amendment shall alter the rights or obligations of either party under a previously executed Agreement without the written consent of both parties. Either party may assign this Agreement with the written consent of the other party, such consent not to be unreasonably withheld.
15. Electronic Signature Acknowledgment.
Digio Strategies and Advertiser consent to the use of electronic records and signatures in connection with this Agreement and agree that this Agreement shall not be denied legal effect or enforceability solely because it is in electronic form. The parties further agree that acceptance of this Agreement may be made by electronic signature, clicking an “I Agree” or similar button, execution of an insertion order or purchase order referencing this Agreement, or by email confirmation evidencing assent. Any such method of acceptance shall constitute a legally binding execution of this Agreement. Each party represents and warrants that it has the full authority to enter into this Agreement and to bind the entity it represents, if applicable.
Website Development and Website Management Addendum (effective 4/21/2026)
1. Website Development.
1. a. Revisions. Website Development includes three (3) rounds of revisions. Any revisions beyond the initial two rounds will be billed at an hourly rate of $100 per hour.
1. b. Change Order Treatments. Upon written approval of the website design by the Client (the “Design Approved” milestone), any further revisions, additions, or modifications to the approved design are outside the original scope and will require a formal Change Order. Change Orders are billed at the rate of $100 per hour or as otherwise set in the Change Order.
1. c. Billing and Estimates. A written estimate will be provided for any Change Order before work begins. Work performed prior to Change Order approval may not be billed at the Change Order rate unless expressly agreed.
1. d. Acceptance. Design Approved occurs upon written approval from the Client. Subsequent design requests remain subject to this section.
2. Website Management.
2. a. Hosting. Website Management includes hosting of the Client’s website and may include hosting of the Client’s domain, if needed.
2. b. Non-Continuation and Fees. If Website Management expires or is not renewed, the Client must either pay hosting fees at a minimum of $50 per month or transfer the website and any hosted domain off Data Street’s servers. Hosting fees will increase if both website and domain are hosted on Data Street’s servers.
2. c. Transfer Assistance and Fees. Transfer assistance incurs a one-time fee of $300. Any third-party hosting or registrar transfer costs are payable by the Client unless stated otherwise in a Service Schedule.
2. d. Domain Hosting. If Data Street does host and continues to host the domain, domain hosting charges will be billed as part of Website Management. If the Client hosts the domain elsewhere, Data Street’s involvement ends at transfer and ongoing domain fees become the responsibility of the Client.
3. Termination/Transfer Post-Expiry.
3. a. Expiry. If a Website Management contract expires, the Client’s website will be subject to handling as described below. Data Street will place the Client’s website in “Maintenance Mode” for a grace period of 30 days, meaning the website files will still remain intact, but the website will not be accessible or functional to the public. At the end of that 30-day period, if the Client does not either renew Website Management or transfer their website, all website files will be deleted by Data Street Marketing.
3. b. Transfer. Clients may transfer their website during the 30-day applicable period; post-expiry transfers remain governed by the Website Management transfer provisions above, including the $300 transfer fee.
3. c. Non-Renewal. If the Client does not renew within the allotted period following expiry, all website files will be deleted from Data Street’s servers.