SETTLEMENT AGREEMENT
UNDER THE AMERICANS WITH DISABILITIES ACT
BETWEEN
THE UNITED STATES OF AMERICA,
FREMANTLE PRODUCTIONS, INC., AND CBS BROADCASTING INC.
REGARDING THE PRICE IS RIGHT

Department of Justice
Complaint Numbers 202-12C-317 and 202-12C-369

BACKGROUND

A. Parties

1. The parties (Parties) to this Settlement Agreement (Agreement) are the United States of America and The Price Is Right (TPIR). TPIR consists of both Fremantle Productions, Inc., (Fremantle) in its role as producer of The Price Is Right game show (the Show), and CBS Broadcasting Inc. (CBS), in its role as the provider of the facilities and related services utilized in the production of the Show.
2. The United States Department of Justice (United States) is the federal agency responsible for administering and enforcing Title III of the Americans with Disabilities Act of 1990 (ADA), 42 U.S.C. §§ 12181-12189, on behalf of the United States of America.

B. Investigation

3. This matter was initiated by two complaints filed with the United States which alleged violations of Title III of the ADA (Title III) and its implementing regulation, 28 C.F.R. Part 36, in connection with the Show. Complainant #1 attended a taping of the Show with her mother (Complainant #2), who uses a wheelchair. The taping occurred at Studio 33 (the Bob Barker Studio) at CBS Television City, 7800 Beverly Boulevard, in Los Angeles, California. Complainants #1 and #2 alleged that the wheelchair seating areas at the Bob Barker Studio were at the back of the audience seating area and that the lines of sight for the wheelchair seating were blocked by an elevated riser and by audience members standing in front of them. A complaint from another unrelated person (Complainant #3) alleged generally that TPIR has discriminated against individuals with disabilities because a very small number of individuals with observable disabilities have been selected as contestants on episodes of the Show that have aired on television since the ADA was enacted.
4. The Attorney General of the United States (Attorney General) is authorized to enforce Title III of the ADA by seeking damages, civil penalties, and full compliance with Title III's provisions. 42 U.S.C. § 12188(b); 28 C.F.R. § 36.504. The Attorney General may commence a civil action to enforce Title III in any situation where he believes that a pattern or practice of discrimination exists, or a matter of general public importance is raised. 42 U.S.C. § 12188(b)(1)(B); 28 C.F.R. § 36.503.
5. The Bob Barker Studio is a facility used for the production of television programming. The Show is produced in the Bob Barker Studio and taped there before a studio audience. Because the Bob Barker Studio and its companion facilities, including but not limited to the accessible toilet rooms, gift shop, food service area, water fountains, and telephones, used by members of the public attending a taping of the Show (the TPIR Facility) are open to members of the public, the TPIR Facility is a place of public accommodation pursuant to 28 C.F.R. § 36.104. Fremantle, as licensee of the Bob Barker Studio during the production of the Show, and CBS, as the owner of the TPIR Facility, are subject to the requirements of Title III of the ADA. 42 U.S.C. § 12181(7)(C); 28 C.F.R. § 36.104.
6. The ADA prohibits public accommodations from discriminating against individuals on the basis of disability in the full and equal enjoyment of their goods, services, facilities, privileges, advantages, and accommodations. 42 U.S.C. § 12182(a); 28 C.F.R. §36.201(a). The ADA also prohibits public accommodations from using eligibility criteria that screen out or tend to screen out an individual with a disability or any class of individuals with disabilities from fully and equally enjoying any goods, services, facilities, privileges, advantages, or accommodations, including appearing as a contestant on a television game show. 42 U.S.C. § 12182(b)(2)(A)(i); 28 C.F.R. § 36.301(a). Among other things, the ADA also requires public accommodations to:
   1. Make reasonable modifications to policies, practices, and procedures to afford access to individuals with disabilities that is equal to the access afforded to individuals without disabilities, 42 U.S.C. § 12182(b)(2)(A)(ii) and 28 C.F.R. §36.302(a);
   2. Provide auxiliary aids and services when necessary to ensure effective communication with individuals with disabilities, 42 U.S.C. § 12182(b)(2)(A)(iii) and 28 C.F.R. § 36.303; and
   3. Remove barriers to access for individuals with disabilities where it is readily achievable to do so, 42 U.S.C. § 12182(b)(2)(A)(iv) and 28 C.F.R. § 36.304.

Title III also provides for certain affirmative defenses, including: 42 U.S.C. §§ 12182(b)(2)(A)(ii)(fundamental alteration defense to reasonable modification requirement), 12182(b)(2)(A)(iii)(fundamental alteration and undue burden defenses to auxiliary aid and services requirements); 12183(a)(2)(technical infeasibility defense for alterations), 12182(b)(2)(A(iv)-(v)(defense that barrier removal is not readily achievable).

7. In assembly areas, the ADA requires wheelchair seating areas to, among other things: (a) be provided in sufficient numbers, (b) be an integral part of any fixed seating plan; (c) provide people with physical disabilities lines of sight comparable to those for members of the general public; and (d) when the seating capacity exceeds 300, be provided in more than one location, which includes vertical dispersal of wheelchair seating areas. 28 C.F.R. Part 36, Appendix D, '' 4.1.3(19)(a), 4.33.
8. Complainant #2 has a mobility disability and uses a wheelchair. Complainant #1, the daughter of Complainant #2, is related to or associated with a person with a disability for purposes of 42 U.S.C. § 12182(b)(1)(E) and 28 C.F.R. § 36.205, which prohibit discrimination against an individual based on the individual's relationship or association with an individual with a disability.
9. The Bob Barker Studio was constructed before the ADA's effective date, and as an existing facility under Title III of the ADA, is subject to Title III's architectural barrier removal requirements. 42 U.S.C. § 12182(b)(2)(A)(iv); 28 C.F.R. § 36.104.
10. In December 2008, the United States conducted an investigation of the complaints, including an accessibility review of the Bob Barker Studio, pursuant to 42 U.S.C. § 12188(b)(1)(A) and 28 C.F.R. § 36.502.

C. Findings and representations

11. As a result of its investigation, the United States found that at the time of the investigation CBS had failed to remove certain barriers to access for individuals with disabilities at the Bob Barker Studio when it was readily achievable to do so, in violation of 42 U.S.C. § 12182(b)(2)(A)(iv) and 28 C.F.R. § 36.304, thereby denying Complainants #1 and #2 equal access to its goods, services, privileges, advantages, facilities, and accommodations within the meaning of 42 U.S.C. §§ 12182(a), 12182(b)(1)(E) and 28 C.F.R. §§ 36.201(a), 36.205. The investigation further revealed that The Price Is Right website (www.priceisright.com) was not fully accessible to individuals with disabilities, and that information regarding wheelchair seating, auxiliary aids and services, and other accommodations that individuals with disabilities may need to attend a taping of the Show or be interviewed as a potential contestant was not readily available on the website.
12. TPIR represents that it has a long-standing commitment to accessibility, including the existence of accessible elements at the TPIR Facility and the maintenance of policies, practices, and procedures regarding accessibility for guests with disabilities. TPIR represents that because of its commitment to accessibility, individuals with an array of disabilities attend and appear as contestants on the Show.

D. The Parties' Agreement to Resolve this Matter Cooperatively

13. TPIR has cooperated fully in the United States' investigation and made clear that it will work cooperatively with the United States to ensure that the Show and the TPIR Facility are in full compliance with the requirements of Title III of the ADA. This Agreement is a negotiated compromise resolution and none of the terms of this Agreement shall be deemed to constitute an admission by Fremantle or CBS of any violation or liability under Title III of the ADA or any other law.
14. In order to avoid the burdens and expenses of further investigation and possible litigation, the Parties enter into this Agreement. In consideration of, and consistent with, the terms of this Agreement, the Attorney General agrees to refrain from filing a civil suit in this matter regarding the matters contained within this Agreement, except as provided in the section entitled "Enforcement."
15. The Parties have determined that Department of Justice complaint numbers 202-12C-317 and 202-12C-369 can be resolved without litigation and have proposed and agreed to the terms of this Agreement.

ACTIONS

A. General Nondiscrimination Requirements

16. Consistent with its current stated practices, TPIR will not violate Title III of the ADA by, among other things, discriminating against any individual on the basis of disability in the full and equal enjoyment of its goods, services, facilities, privileges, advantages, and accommodations. 42 U.S.C. §§ 12181-12189; 28 C.F.R. Part 36. This undertaking includes, but is not limited to, the following:
    1. TPIR will not use eligibility criteria that screen out or tend to screen out an individual with a disability or any class of individuals with disabilities from fully and equally enjoying any of its goods, services, facilities, privileges, advantages, or accommodations, including appearing as a contestant on a television game show. 42 U.S.C. § 12182(b)(2)(A)(i); 28 C.F.R. § 36.301(a);
    2. TPIR will make reasonable modifications to policies, practices, and procedures to afford access to individuals with disabilities that is equal to the access afforded to individuals without disabilities, 42 U.S.C. § 12182(b)(2)(A)(ii) and 28 C.F.R. § 36.302;
    3. TPIR will provide auxiliary aids and services when necessary to ensure effective communication with individuals with disabilities, 42 U.S.C. § 12182(b)(2)(A)(iii) and 28 C.F.R. § 36.303; and
    4. TPIR will remove barriers to access for individuals with disabilities where it is readily achievable to do so in facilities that were designed and constructed prior to January 26, 1993, and which have not been altered, 42 U.S.C. § 12182(b)(2)(A)(iv) and 28 C.F.R. §§ 36.304, 36.308.

TPIR may assert any applicable affirmative defenses.

B. Specific Actions

17. Reasonable Modifications. Consistent with its current stated practices, TPIR will make reasonable modifications to policies, practices, and procedures to afford opportunities and access to individuals with disabilities, including but not limited to individuals who wish to be a member of the audience or eligible to become a contestant on the Show, that are equal to the opportunities and access afforded to individuals without disabilities, 42 U.S.C. § 12182(b)(2)(A)(ii) and 28 C.F.R. § 36.302(a). Reasonable modifications are exceptions, modifications, and adjustments to policies, practices, and procedures that are necessary to avoid discrimination against an individual with a disability. Requests for reasonable modifications may be made orally or in writing by or on behalf of an individual with a disability. TPIR will grant requests for such modifications unless it can demonstrate that a requested modification would fundamentally alter the nature of its operations. Individuals who request reasonable modifications will generally not be required to provide medical documentation.
18. Effective Communication. Consistent with its current stated practices, TPIR will provide auxiliary aids and services when necessary to ensure effective communication with individuals with disabilities, 42 U.S.C. § 12182(b)(2)(A)(iii) and 28 C.F.R. § 36.303. Within thirty (30) days after the effective date of this Agreement TPIR will submit for review and approval by the United States, which approval shall not be unreasonably withheld or delayed, written policies and procedures for providing auxiliary aids and services to achieve effective communication with individuals with disabilities in connection with the Show. The United States shall review the proposed written policy for consistency with the requirements of Title III of the ADA and provide written comments to TPIR. TPIR shall provide the United States with a revised policy that addresses the United States' comments. Within thirty (30) days after receipt of approval of the written policy by the United States, TPIR will adopt, implement, and thereafter maintain the policy.
19. Contestant Eligibility Criteria and Selection. Fremantle has adopted, implemented, and will maintain throughout the term of this Agreement, a written statement that reflects its stated longstanding policy of nondiscrimination in the selection of contestants as reflected in Exhibit C.
20. Definitions. The following definitions shall apply for purposes of this Agreement:
    1. The term “TPIR Sites” and, except as used in Paragraph 27 relating to the Outreach Campaign, the term "Websites" or "websites" shall mean and refer to the two websites associated with the Show that are operated or used by Fremantle for purposes of communicating with members of the public, i.e., www.thepriceisright.com, and http://on-camera-audiences.com/shows/The_Price_Is_Right.
    2. The term "ADA Complaints" shall mean and refer to complaints regarding the Show and/or the TPIR Facility relating to alleged noncompliance with Title III of the ADA or this Agreement.
    3. The term "ADA Line" shall mean and refer to the toll free number established and maintained pursuant to Paragraph 22.
    4. The term "ADA email address" shall mean and refer to the email address established and maintained pursuant to Paragraph 22.
21. ADA Coordinator(s). Within ninety (90) days after the effective date of this Agreement, Fremantle will designate and train an employee who will serve as an ADA Coordinator. This employee, who will be trained and knowledgeable regarding TPIR's obligations under Title III of the ADA and this Agreement, may have other duties in addition to being ADA Coordinator. The ADA Coordinator shall work in conjunction with CBS to coordinate TPIR's efforts to comply with its responsibilities under the ADA and this Agreement, including the receipt, investigation, response to, and resolution of ADA Complaints, the coordination of corrective actions and relief for complainants who bring ADA Complaints to TPIR's attention, and maintaining records of ADA Complaints, investigations, and actions taken to comply with this Agreement. Fremantle will make available on the TPIR Sites, in an accessible and conspicuous location (i.e., at the "Contact Us" link) and format (i.e., HTML), the main office address, 1-800 telephone number, and email address of the ADA Coordinator. If the ADA Coordinator leaves his or her position, Fremantle will promptly designate another employee to perform the function.
22. ADA Complaints. Within ninety (90) days of the effective date of this Agreement, Fremantle will designate, implement, publicize, maintain, and keep updated a toll free number, an email address, and a postal address for providing customer service and information to individuals with disabilities and receiving ADA Complaints. The number and addresses will be posted in conspicuous locations that are easy for individuals with disabilities to locate on the TPIR Sites, including the following locations: "Contact Us," "Accessibility," and "Ticketing."
23. ADA Complaint Process. Throughout the term of this Agreement, TPIR will be responsible for receiving, investigating, and responding to all ADA Complaints received at Fremantle's toll free ADA Line, ADA email address, postal address or otherwise brought to the attention of TPIR's corporate offices. TPIR's process for receiving, investigating, and responding to ADA Complaints shall be as follows: (a) within ten (10) business days after an ADA Complaint is received, TPIR will commence an investigation, including contacting the complainant, if necessary, to find out the allegations of the complaint and will investigate the complaint with the appropriate TPIR staff where the complaint originated; (b) TPIR will provide a substantive response to the complainant within thirty (30) days after the ADA Complaint is received; and (c) TPIR will complete its investigation and arrive at a resolution within ninety (90) days after the ADA Complaint is received, including discussing with the complainant, where appropriate, possible resolutions, including training or corrective actions for TPIR staff or contractors and relief for the complainant, which may include compensation, or request an extension of such time period in accordance with Paragraph 42. TPIR will maintain written records of ADA Complaints, its investigations, and its responses to and resolutions of those ADA Complaints throughout the life of this Agreement. With respect to each ADA Complaint TPIR shall disclose to the United States the facts discovered through its investigation, including allegations deemed unfounded; the names and contact information of persons interviewed; the findings made; and the responses to and actions taken to resolve the ADA Complaint. TPIR shall further provide to the United States copies of non-privileged records relating to each ADA Complaint, investigation, and response pursuant to the reporting requirements of Paragraph 37 of this Agreement, and at any other time upon request.
24. Training. Within ninety (90) days of the effective date of this Agreement, or sixty (60) days after the United States approves the Effective Communication Policy, whichever is later, TPIR will train all employees and contractors who have contact with members of the public, including but not limited to contestants and potential contestants, regarding their obligations under the ADA and this Agreement. Such training will be at least ninety (90) minutes in duration for TPIR employees and contractors with regular expected guest contact, (e.g., pages, security, individuals staffing customer hotlines or handling ticketing), and for higher-level employees and contractors who regularly handle issues involving guests and who have responsibilities for supervising the lower-level employees and/or with a more direct role in compliance, and will be provided at TPIR's cost by an individual or organization knowledgeable regarding ADA requirements and approved by the United States, and will include information regarding individuals with a wide variety of different types of disabilities and the types of modifications and auxiliary aids or services that such individuals may require for the full and equal enjoyment of TPIR's goods, services, facilities, privileges, advantages, and accommodations associated with the Show.
25. Contractors and Affiliated Entities. Within ten (10) business days after the effective date of this Agreement, TPIR will notify any and all contractors and entities that directly interface with audience and/or contestants (e.g., ticketing, pages, security) of TPIR's obligations under this Agreement.
26. Information on Websites. Within sixty (60) days after the effective date of this Agreement, Fremantle will submit the proposed text and visual content for a webpage on TPIR Sites labeled "Accessibility" for review and approval by the United States to ensure consistency with ADA requirements, which approval shall not be unreasonably withheld. The webpage text and visual content will include information on procedures for obtaining tickets, attending the Show, and requesting wheelchair and companion seating and other disability-related accommodations (e.g., auxiliary aids or services, and reasonable modifications of policies, practices and procedures). Within forty-five (45) days after approval, Fremantle will post the information reviewed and approved by the United States via a link on TPIR Sites to such webpage at easily located, predictable, accessible, and conspicuous locations.
27. Outreach Campaign. Throughout the term of this Agreement, Fremantle will conduct outreach to encourage individuals with disabilities to attend tapings of the Show. In conducting this outreach, Fremantle shall: (i) provide information on the "Accessibility" and ticketing sections of the TPIR Sites as per the terms of Paragraph 26 above; (ii) include a statement and/or symbol of accessibility in all audience procurement materials (e.g., Craigslist advertisements seeking audience members); (iii) engage in targeted advertising in newspapers, magazines, and websites where individuals with disabilities are the primary intended audience (locally and nationally) B including such publications and/or websites primarily intended for individuals with different types of disabilities, including those who are blind or have low vision, deaf or hard of hearing, have mobility disabilities, and are veterans with disabilities; and (iv) in conjunction with CBS, extend invitations to leaders representing a variety of disability rights groups (e.g., representatives of individuals who are blind or have low vision, deaf or hard of hearing, have mobility disabilities, and veterans with disabilities) for one or more educational meetings during which TPIR and leaders will engage in a dialogue about approaches and best practices for increasing attendance at the Show and interest in being considered as a contestant by people with disabilities. TPIR will explain its policies, practices, and procedures regarding accessibility, highlight accessible routes and elements, and solicit and consider input. The outreach campaign will provide information about how to request wheelchair and companion seating, auxiliary aids and services, and reasonable modifications to policies, practices, and procedures. The outreach efforts will commence within ninety (90) days of the effective date of this Agreement. Fremantle will report on the outreach efforts as part of its reporting obligations set forth elsewhere in this Agreement. The United States acknowledges that nothing in this Paragraph, or elsewhere in this Agreement, is meant to impose any particular quota on TPIR regarding the number of audience members or contestants with disabilities attending the Show.
28. Maintenance of Log. To enable TPIR and the United States to assess compliance with the ADA, compliance with this Agreement, and the impact of the outreach campaign described in Paragraph 27, TPIR will maintain a log containing the following information: requests for accessible seating locations or other disability-related seating accommodations, requests for sign-language interpreters, requests for assistive listening devices, use of a service dog, and written requests for an auxiliary aid or service or modification to policies or procedures that are received in advance of attendance at a taping; and responses or actions taken in response to each request for disability-related accommodations. TPIR will log: the name of the person involved, if known; the date; the nature of the request; and the nature of the disability (if disclosed by the person). TPIR will maintain the log for the duration of this Agreement. A reasonable number of isolated failures, including failures due to taping day exigencies, to log information under this paragraph does not constitute a material breach of this Agreement.
29. Barrier Removal. To comply with its obligations to remove barriers to access to individuals with disabilities at the TPIR Facility, CBS (following creative consultation with The Price Is Right Productions, as appropriate) will make the physical modifications listed in Exhibit A. 42 U.S.C. § 12182(b)(2)(A)(iv); 28 C.F.R. §§ 36.304; 36.308. All modifications listed in Exhibit A will be completed within one hundred and eighty (180) days of the effective date of this Agreement and, because they must be completed before March 15, 2012, can be performed in compliance with CBS's choice of either (i) the technical and scoping requirements of the 1991 Standards for Accessible Design, 28 C.F.R. pt. 36, appendix D, or (ii) the technical and scoping requirements of the 2010 ADA Standards for Accessible Design, which consist of the 2004 ADAAG (as set out in appendices B and D to 36 C.F.R. pt. 1191) and the requirements contained in subpart D of 28 C.F.R. pt. 36. See 28 C.F.R. § 36.104 (definitions). The selected accessibility standard must apply to all modifications made pursuant to this Paragraph and Exhibit A. Except as otherwise noted in Exhibit A, CBS agrees that all barrier removal steps set out in Exhibit A are readily achievable.
30. Navigation Assistance. Understanding that some individuals with disabilities may have difficulty navigating the two center aisles, the route to Bidders' Row, and the route on and off the stage, TPIR will continue to assist individuals, as requested. TPIR will continue to engage in an interactive process to determine what assistance would be effective, understanding that the ultimate decision rests with TPIR. TPIR shall inform guests of the availability of such assistance during the pre-show audience warm-up.
31. Notification Regarding Lawsuits and Investigations. Throughout the term of this Agreement, in connection with the Show, TPIR will notify the United States if TPIR has notice of: (a) any lawsuit filed against TPIR alleging that it has violated Title III of the ADA or a state law prohibiting disability discrimination, excluding allegations of employment discrimination, or (b) any government entity investigation or review relating to TPIR's alleged violation or noncompliance with any law or regulation prohibiting disability discrimination, excluding employment discrimination. Such notifications must be provided to the United States in writing via common carrier Federal Express, UPS, or DHL within fifteen (15) business days of the day when TPIR has notice of the lawsuit or investigation and will include, at a minimum, a copy of any complaint and any non-privileged documentation relevant to the allegation of disability discrimination at issue that is within the possession, custody, or control of TPIR or any of its agents or representatives.
32. Website Accessibility. The TPIR Sites are currently undergoing a transition. Within one hundred eighty (180) days after the effective date of this Agreement, Fremantle shall adopt and, thereafter, maintain the policy of providing full and equal enjoyment of the goods and services of the TPIR Sites, located at Exhibit B (Internet Policy). Within one hundred eighty (180) days after the effective date of this Agreement, Fremantle will conduct an assessment of the websites' compliance with the Internet Policy (Website Accessibility Assessment) and develop a Website Accessibility Action Plan to address any identified deficiencies in the provision of the goods and services of the TPIR Sites identified in the Website Accessibility Assessment, including consideration of, and appropriate response to, feedback provided by visitors to the TPIR Sites. Fremantle shall submit this Plan to the United States for review and approval. After the Website Action Plan is submitted, the following shall occur:
    1. Within one hundred twenty (120) days after the United States comments on the Website Accessibility Action Plan, and on subsequent anniversaries thereof, Fremantle will distribute the Internet Policy to all persons B employees and contractors B who design, develop, maintain, or otherwise have responsibility for content and format of TPIR Sites (Internet Personnel). Within one hundred twenty (120) days after the United States comments on the Website Accessibility Action Plan, and on subsequent anniversaries thereof, Fremantle will provide training to Internet Personnel on website accessibility. Such training will be provided, at Fremantle's expense, by a person or organization knowledgeable regarding website accessibility and approved by the United States.
    2. Within one hundred twenty (120) days after the United States comments on the Website Accessibility Action Plan, and on subsequent anniversaries thereof, Fremantle will undertake a Website Accessibility Assessment to evaluate the delivery of website content to provide for inclusion and integration of people with disabilities, including individuals who use screen readers or voice interactive software, who use text magnification programs, who require the ability to adjust font size and/or color to view web pages, who require audio description to access video content, and who require captions to access audio materials. The evaluation will take into consideration the following issues, but will also evaluate TPIR Sites according to generally accepted standards for website accessibility, such as the Standards promulgated pursuant to Section 508 of the Rehabilitation Act of 1973, as amended:

       (i)    For every image posted, including photographs, charts, color-coded information, or other graphics, a text equivalent to the image will be added to allow individuals with disabilities who use screen readers or Braille displays to understand the basic content of the image or graphical element.

       (ii)    All documents will be posted in a text based format that is compatible with assistive technology, and not as images that do not have text of the file's content in a format accessible to a screen reader and Braille display.

       (iii)   TPIR Sites will allow Web browsers and other assistive technologies to manipulate colors and font settings on the website for individuals with low vision or color blindness to access the content.

       (iv)   Videos and other multimedia will incorporate features to make them accessible to individuals with disabilities, including audio descriptions of images (including changes in setting, gestures, and other details) to make videos accessible to individuals who are blind or have low vision, among others, and the provision of text captions synchronized with the video image to make video and audio tracks accessible to people who are deaf or hard of hearing.

       (v)   Where appropriate, Fremantle will also include the following considerations in developing TPIR Sites:

       (A)   The inclusion of a "skip navigation" link at the top of the TPIR Sites that allows people who use screen readers to ignore navigation links and skip directly to web page content;

       (B)   Minimizing the use of blinking, flashing, or other distracting features;

       (C)   If included, allowing moving, blinking, or auto-updating objects of pages to be paused or stopped;

       (D)   Online forms will include descriptive tags that provide individuals with disabilities the information they need to complete and submit the forms;

       (E)   If sounds automatically play, visual notification and captions will also be provided;

       (F)   For pages that are auto-refreshing or that require a timed-response, providing a second, static copy of the page; and

       (G)   Titles, context, and other heading structures will be provided to help users navigate complex pages or elements (such as web pages that use frames).

    3. Within ninety (90) days after the effective date of this Agreement, Fremantle shall provide a way for online visitors to request accessible information or services by posting a telephone number or e-mail address on its home page in a conspicuous and accessible location. In that same location, Fremantle will provide a notice soliciting feedback from visitors to websites on how accessibility can be improved and shall provide an accessible means of providing such information.
    4. Fremantle shall yearly revise its Website Accessibility Action Plan as needed to address deficiencies in the provision of the goods and services of the TPIR Sites identified in the yearly Website Accessibility Assessment, including consideration of, and appropriate response to, feedback provided by visitors to websites.
    5. Within ninety (90) days after the implementation of each Website Accessibility Action Plan, Fremantle shall have completed all actions required for the accessibility of websites and of the provision of goods and services of the TPIR Sites.

C. Monetary Relief

33. The ADA authorizes the Attorney General to seek a court award of compensatory damages on behalf of individuals aggrieved as the result of violations of Title III of the ADA. 42 U.S.C. § 12188(b)(2)(B); 28 C.F.R. § 36.504(a)(2).
34. Within ten (10) days after receipt of a completed W-9 form and an executed release in the form attached to this Agreement as Exhibit D, TPIR will compensate Complainant #1 and Complainant #2 in this matter by sending each of these individuals certified checks and/or money orders made payable to the order of each complainant's name (names to be provided by the United States) in the total amount of Ten Thousand Dollars ($10,000.00), via certified mail, Federal Express, UPS, or DHL, to the address(es) provided by the United States, and will simultaneously send a copy of the check and the accompanying letter to the United States. The payment to one complainant will not be delayed because of nonreceipt of a W-9 Form or release from the other complainant.
35. The ADA also authorizes the Attorney General to seek a civil penalty as a result of violations of the ADA. 42 U.S.C. § 12188(b)(2)(C); 28 C.F.R. § 36.504(a)(3). Within thirty (30) days after the effective date of this Agreement, TPIR will deliver checks and/or money orders in the total amount of Twenty-Five Thousand Dollars ($25,000.00) payable to the United States Treasury as a civil penalty.

D. Miscellaneous Provisions

36. Records. For the term of this Agreement, TPIR shall preserve all records related to this Agreement. Upon reasonable notice to TPIR, representatives of the United States shall be permitted to inspect and copy any of TPIR's records or inspect any of the TPIR Facility bearing on compliance with this Agreement, including any CBS studio where the Show is recorded and the building in which such studio is located, consistent with Paragraph 45, below, at any and all reasonable times, provided, however, that the United States shall endeavor to minimize any inconvenience to TPIR from such inspections. For purposes of this Paragraph, records include copies of recorded episodes of The Price Is Right.
37. Reporting. Within two hundred and ten (210) days after the effective date of this Agreement, on the first anniversary of the effective date of this Agreement, and every year thereafter throughout the term of this Agreement, TPIR will submit a written report to the United States describing its actions relating to compliance and noncompliance with this Agreement, including, inter alia, a copy of all responses provided to individuals with disabilities who requested any auxiliary aids or services and were either denied whatever auxiliary aids or services were requested or received any alternative auxiliary aids or services. A reasonable number of isolated failures, including failures due to taping day exigencies, to log information under this paragraph does not constitute a material breach of this Agreement. If TPIR becomes aware of any instances in which the actions of its employees or contractors who directly interface with audience and/or contestants (e.g., ticketing, pages, security) are inconsistent with TPIR's obligations under this Agreement, it will report such information, along with any corrective actions taken by TPIR to address such issues. TPIR shall provide all contestants with a form on which individuals may disclose on a voluntary basis if they have a disability and the nature thereof (e.g., mobility disability, blindness or low-vision, deaf or hard-of-hearing, other disability). TPIR shall clearly and expressly explain on that form, and to the contestant if asked, that contestants are not required to disclose disability-related information in order to receive any parting gift, prize, or cash award won. In its reporting, TPIR will advise the United States regarding the date of any show in which an individual(s) who voluntarily disclosed disability information appeared as a contestant and the nature of disabilities disclosed. Reporting regarding actions taken to remove barriers to access for individuals with disabilities shall include photographs, which include a tape measure or other appropriate measuring device visible in the photograph to show compliance with the specifications of the ADA Standards. Within thirty (30) days after receipt of a written request by the United States, TPIR shall provide documents and other information sought by the United States to determine compliance with this Agreement. This Agreement does not require TPIR to produce documents subject to the attorney-client privilege or the work-product doctrine to the United States. To safeguard TPIR's trade secrets, commercial, or financial information, the United States will assert all relevant exceptions to production of TPIR's documents pursuant to a Freedom of Information Act request.
38. Items Sent to the United States. All items sent to the United States shall be sent via common carrier Federal Express, UPS, or DHL and addressed as follows: Paula N. Rubin, U.S. Department of Justice, Disability Rights Section, 1425 New York Avenue, N.W., Room 6024, Washington, DC 20005.
39. Items Sent to TPIR. All items sent to TPIR shall be addressed to the following: (i) Suzanne Lopez, Executive Vice President, Business and Legal Affairs, FremantleMedia North America, Inc., 4000 West Alameda Avenue, Third Floor, Burbank, CA 91505, (818) 748-1196, Suzanne.Lopez@fremantlemedia.com; and (ii) Randa G. Soudah, Vice President, Assistant General Counsel, CBS, 4024 Radford Avenue, Studio City, CA 91604, (818) 655-1681, randa.soudah@cbs.com.
40. Costs and Expenses. Each of the Parties shall bear its own costs and expenses associated with, or arising from, its performance of obligations under this Agreement.

ENFORCEMENT

41. If at any time TPIR desires to modify any portion of this Agreement because of changed conditions making performance impossible or impractical or for any other reason, TPIR will promptly notify the United States in writing, setting forth the facts and circumstances thought to justify modification and the substance of the proposed modification. Until there is written agreement by the United States to the proposed modification, the proposed modification will not take effect. These actions must receive the prior written approval of the United States, which approval shall not be unreasonably withheld or delayed.
42. For good cause, TPIR may request, in writing, an extension of any time period set forth in this agreement, which extension will not be unreasonably denied. Until there is written agreement by the United States to the proposed extension, the proposed extension will not take effect.
43. The United States may review compliance with this Agreement at any time. If the United States believes that TPIR, its agents, affiliates, assignees, and/or successor in interest as relate to the Show have failed to comply in a timely manner with any requirement of this Agreement without obtaining sufficient advance written agreement from the United States for a modification of relevant terms, the United States will notify TPIR in writing and will attempt to resolve the issue or issues in good faith. If the United States is unable to reach a satisfactory resolution of the issue or issues raised within sixty (60) days of the date it provides notice to TPIR, it may institute a civil action in federal district court to enforce the terms of this Agreement or Title III and may, in such action, seek any relief available under law.
44. Failure by the United States to enforce this entire Agreement or any provision thereof with regard to any deadline or any other provision herein shall not be construed as a waiver of the United States' right to enforce other deadlines and provisions of this Agreement.
45. This Agreement shall be binding on TPIR, its agents, affiliates, assignees, and/or successor in interest as may relate to the Show. In the event TPIR seeks to transfer or assign all or part of its interest in any entity covered by this Agreement, and the successor or assignee intends to carry on the same or similar use of the entity, as a condition of sale, TPIR shall obtain the written accession of the successor or assign to any obligations remaining under this Agreement for the remaining term of this Agreement. If during the term of this Agreement, CBS ceases to provide facilities or services in connection with the Show, CBS shall have no further obligations under this Agreement.
46. A copy of this Agreement will be made available to any person by TPIR or the United States upon request.
47. This Agreement constitutes the entire agreement among the Parties on the matters raised herein, and no other statement, promise, or agreement, either written or oral, made by any of the Parties or agents of any of the Parties, that is not contained in this written Agreement (including Exhibits A, B, C, and D), shall be enforceable. This Agreement is limited to the resolution of Department of Justice Complaints # 202-12C-317 and 202-12C-369 and does not purport to remedy any other complaints or actual or potential violations of the ADA or any other federal law, including any potential claims of denial of reasonable modification to policies and procedures by anyone other than the complainants specifically referenced in this Agreement. This Agreement does not affect the continuing responsibility of TPIR to comply with all aspects of the ADA. The United States is not aware of any other ADA Title III-related complaints against TPIR.
48. If any term of this Agreement is determined by a court to be unenforceable, the remaining terms of this Agreement will remain in full force and effect.
49. The titles used to designate certain sections and paragraphs of this Agreement are used solely for the Parties' convenience and ease of reference and shall not be construed as having any effect on or modifying the meaning of any term of this Agreement.
50. All TPIR obligations under this Agreement shall become effective immediately upon the effective date, unless otherwise specified herein, and shall continue throughout its term.
51. The persons signing for Fremantle and CBS represent that they are authorized to bind their respective company to this Agreement.
52. This Agreement may be executed in counterparts, each of which shall be deemed an original, and all of which taken together shall constitute one and the same instrument.
53. For purposes of this Agreement, all signatures sent as electronic portable document format (.pdf) files shall be accepted as original signatures.
54. This Agreement shall remain in effect for three (3) years.
55. The effective date of this Agreement is the date of the last signature below.