Joint Venture Agreement

Effective Date: March 20, 2026

This Joint Venture Agreement (“Agreement”) is entered into by and between:

  • Sponge Radio (“Party A”)

  • Alex & Chloe Soap Company LLC (“Party B”)

  • EarthNews Broadcasting (“Party C”)

Collectively referred to as the “Parties.”


1. Purpose of the Joint Venture

The Parties agree to form a joint venture to collaborate on:

  • Digital media and radio broadcasting

  • Brand promotion and cross-marketing

  • Content creation, advertising, and sponsorships

  • E-commerce and product promotion initiatives

This collaboration will operate under the name:
“Sponge Radio X Alex & Chloe Soap Company LLC X EarthNews Broadcasting”


2. Structure of the Venture

This Agreement does not create a separate legal entity unless agreed in writing later. Each Party remains an independent business.


3. Roles and Responsibilities

Party A – Sponge Radio

  • Provide radio streaming platform and broadcasting services

  • Promote joint venture content on radio channels

  • Manage audio programming and distribution

Party B – Alex & Chloe Soap Company LLC

  • Provide products for promotion and sale

  • Manage e-commerce operations and fulfillment

  • Contribute branding and marketing materials

Party C – EarthNews Broadcasting

  • Provide news content, media coverage, and broadcasting support

  • Assist with content production and distribution

  • Contribute to audience growth and engagement


4. Contributions

Each Party agrees to contribute resources, which may include:

  • Time, expertise, and services

  • Marketing efforts

  • Content and intellectual property

Financial contributions, if any, will be agreed upon separately in writing.


5. Revenue Sharing

Any revenue generated from the joint venture (including advertising, sponsorships, and product sales) will be distributed as follows:

  • Sponge Radio

  • Alex & Chloe Soap Company LLC

  • EarthNews Broadcasting


6. Intellectual Property

  • Each Party retains ownership of its existing intellectual property

  • Jointly created content may be shared and used by all Parties unless otherwise agreed

  • No Party may use another Party’s branding outside this venture without permission


7. Decision Making

  • Major decisions require agreement from all Parties

  • Day-to-day operations may be handled individually within each Party’s responsibilities


8. Confidentiality

All Parties agree to keep confidential any proprietary or sensitive information shared during the joint venture.


9. Term and Termination

  • This Agreement begins on the Effective Date and continues until terminated

  • Any Party may terminate with 30 days written notice

  • Immediate termination may occur if a Party breaches this Agreement


10. Liability

Each Party is responsible for its own actions, liabilities, and obligations. No Party shall be liable for the actions of another.


11. Dispute Resolution

In the event of a dispute:

  • Parties agree to attempt resolution through good-faith negotiation

  • If unresolved, mediation or legal action may be pursued in an agreed jurisdiction


12. Governing Law

This Agreement shall be governed by the laws of the applicable state or jurisdiction agreed upon by the Parties.


13. Amendments

This Agreement may only be modified in writing and signed by all Parties.