Common use of Direction to Pay Clause in Contracts

Direction to Pay. Completion Sums recoupable hereunder by Completion Guarantor shall be paid directly, without offset, to Completion Guarantor by Producer or, at the source by each third-party that is contractually obligated to pay Recoupment Proceeds to Producer (or to any Sales Agent, Licensing Intermediary, or any other party as directed by Producer). Producer shall execute a notice of irrevocable assignment in a form acceptable to Completion Guarantor directing payment of Recoupment Proceeds to Completion Guarantor after all Obligations have been repaid in full and until Completion Guarantor shall have fully recouped all Completion Sums and Producer shall secure the applicable third-party payer’s acceptance thereof. In the event Producer fails, refuses, or is unable to do so within two (2) Business Days following Completion Guarantor’s request, Completion Guarantor will do so as Producer’s attorney-in-fact. Recoupment by Completion Guarantor shall be made before the payment of any deferred compensation (except to the extent any such deferred compensation is included in the Strike Price and covered by the Completion Guaranty without limitation or exclusion) and any profit participation (other than any so-called “Gross Profit” participation payable to any third-party approved in writing by Completion Guarantor) becomes payable to Producer or any third-party. Producer shall, promptly upon receipt thereof, furnish Completion Guarantor with copies of any statements of account received by Producer that pertain to proceeds derived from the exploitation of the Film. Notwithstanding the foregoing, if a Collection Agreement in connection with the Film has been fully executed and is in full force and effect amongst Producer, Completion Guarantor, and any other parties thereto, then Completion Sums recoupable hereunder shall be paid to Completion Guarantor following the order of priority and terms thereof.