Common use of Definition of Employer's Gross Clause in Contracts

Definition of Employer's Gross. The term "Employer's gross," as used herein, means the worldwide total gross receipts derived by the distributor of Such Program (who may be the Employer or a distributor licensed by the Employer) from licensing the right to exhibit Such Program in Supplemental Markets other than by means of cassettes; provided, however, that in the case of any Such Program which is produced outside of the United States, if Such Program is subject to this Agreement and if such production is under an arrangement (herein referred to as a "foreign production deal") pursuant to which a foreign producer or distributor provides or guarantees any of the financing for the production of Such Program or furnishes any other consideration for such production and a foreign distributor acquires one or more foreign territories for the distribution of Such Program in Supplemental Markets, then no monies from any such distribution in any such foreign territory shall be included in Employer's gross except to the extent such foreign producer or foreign distributor is obligated to account to Employer or to the distributor of Such Program for such monies, and except for gross receipts received by such foreign distributor from such distribution in the United Kingdom. If the distributor of Such Program does not distribute Such Program directly in Supplemental Markets, but employs a subdistributor to so distribute Such Program, then the "Employer's gross" shall be the worldwide total gross receipts derived by such subdistributor from licensing the right to exhibit Such Program in Supplemental Markets. In the case of an outright sale of the Supplemental Markets distribution rights, for the entire world, or in any territory or country, the income derived by the seller from such sale, but not the income realized by the purchaser or licensee of such rights, shall be the "Employer's gross." If any such outright sale shall include Supplemental Markets exhibition rights and other rights, then (but only for the purpose of the computation required hereunder) the Employer shall allocate to the Supplemental Markets exhibition rights a fair and reasonable portion of the sale price which shall, for the purpose hereof, be the "Employer's gross." In reaching such determination, Employer may consider the current market value of Supplemental Markets exhibition rights in comparable television programs. If the Guild shall contend that the amount so allocated was not fair and reasonable, such claim may be determined by submission to arbitration as herein provided; and in the event the Arbitrator shall find that such allocation was not reasonable and fair, he or she shall determine the fair and reasonable amount to be so allocated. If the outright sale includes Supplemental Market distribution rights to more than one television program, Employer shall likewise allocate to each Such Program a fair and reasonable portion of the sales price of the Supplemental Market rights; and if the Guild contends that such allocation is not fair and reasonable, the question may be determined by submission to arbitration as above provided. If the Arbitrator shall find that such allocation was not fair and reasonable, the Arbitrator shall determine the fair and reasonable amount to be so allocated to each Such Program. Nothing with respect to the price received on the outright sale of only Supplemental Markets distribution rights in a single Such Program shall be subject to arbitration except that in the event of a dispute, there may be arbitrated the question whether the price reported by the Employer to the Guild as having been received by the Employer on such outright sale is less than the amount actually received by the Employer on such outright sale. The "Employer's gross" shall not include sums required to be paid or withheld as taxes, in the nature of turnover taxes, sales taxes or similar taxes based on the actual receipts of such television program or on any monies to be remitted to or by the Employer, but there shall not be excluded from Employer's gross any net income tax, franchise tax or excess profit tax or similar tax payable by the Employer or such Distributor on its net income or for the privilege of doing business.

Definition of Employer's Gross. The term "Employer's gross," as used herein, means the worldwide total gross receipts derived by the distributor of Such Program (who may be the Employer or a distributor licensed by the Employer) from licensing the right to exhibit Such Program in Supplemental Markets other than by means of cassettes; provided, however, that in the case of any Such Program which is produced outside of the United States, if Such Program is subject to this Agreement and if such production is under an arrangement (herein referred to as a "" foreign production deal") pursuant to which a foreign producer or distributor provides or guarantees any of the financing for the production of Such Program or furnishes any other consideration for such production and a foreign distributor acquires one or more foreign territories for the distribution of Such Program in Supplemental Markets, then no monies from any such distribution in any such foreign territory shall be included in Employer's gross except to the extent such foreign producer or foreign distributor is obligated to account to Employer or to the distributor of Such Program for such monies, and except for gross receipts received by such foreign distributor from such distribution in the United Kingdom. If the distributor of Such Program does not distribute Such Program directly in Supplemental Markets, but employs a subdistributor to so distribute Such Program, then the "Employer's gross" shall be the worldwide total gross receipts derived by such subdistributor from licensing the right to exhibit Such Program in Supplemental Markets. In the case of an outright sale of the Supplemental Markets distribution rights, for the entire world, or in any territory or country, the income derived by the seller from such sale, but not the income realized by the purchaser or licensee of such rights, shall be the "Employer's gross." If any such outright sale shall include Supplemental Markets exhibition rights and other rights, then (but only for the purpose of the computation required hereunder) the Employer shall allocate to the Supplemental Markets exhibition rights a fair and reasonable portion of the sale price which shall, for the purpose hereof, be the "Employer's gross." In reaching such determination, Employer may consider the current market value of Supplemental Markets exhibition rights in comparable television programs. If the Guild shall contend that the amount so allocated was not fair and reasonable, such claim may be determined by submission to arbitration as herein provided; and in the event the Arbitrator shall find that such allocation was not reasonable and fair, he or she shall determine the fair and reasonable amount to be so allocated. If the outright sale includes Supplemental Market distribution rights to more than one television program, Employer shall likewise allocate to each Such Program a fair and reasonable portion of the sales price of the Supplemental Market rights; and if the Guild contends that such allocation is not fair and reasonable, the question may be determined by submission to arbitration as above provided. If the Arbitrator shall find that such allocation was not fair and reasonable, the Arbitrator shall determine the fair and reasonable amount to be so allocated to each Such Program. Nothing with respect to the price received on the outright sale of only Supplemental Markets distribution rights in a single Such Program shall be subject to arbitration except that in the event of a dispute, there may be arbitrated the question whether the price reported by the Employer to the Guild as having been received by the Employer on such outright sale is less than the amount actually received by the Employer on such outright sale. The "Employer's gross" shall not include sums required to be paid or withheld as taxes, in the nature of turnover taxes, sales taxes or similar taxes based on the actual receipts of such television program or on any monies to be remitted to or by the Employer, but there shall not be excluded from Employer's gross any net income tax, franchise tax or excess profit tax or similar tax payable by the Employer or such Distributor on its net income or for the privilege of doing business.