Common use of Exclusivity and Holdbacks Clause in Contracts

Exclusivity and Holdbacks. Licensor shall not exhibit nor authorize third parties to exhibit a Program episode within the Territory in the Licensed Language by means of (a) Free Broadcast Television, Basic Television Service, Subscription Pay Television Service, FOD/AVOD (howsoever delivered), Near Video-on-Demand Basis, Pay-Per-View Basis or Canadian-Originating SVOD (howsoever delivered), before or during the Broadcast Year in which such Program episode has its initial original (i.e., first run) exhibition on the applicable U.S. Network, or (b) VOD (howsoever delivered) or digitally-delivered home entertainment (aka electronic sell-through) including digital locker services (howsoever delivered) before or during the calendar day on which such Program episode has its initial original exhibition on a Free TV Licensed Service, except that there shall be no restrictions on Licensor’s right to exhibit and authorize others to exhibit Program episodes by (i) means of any SVOD services (howsoever delivered) that are not Canadian-Originating SVOD, (ii) means of any service (other than Free Broadcast Television services, Basic Television Services and/or Subscription Pay Television Services) majority owned and operated by Licensor, its parent or affiliate companies, (iii) any means in a language other than the Licensed Language or (iv) Non-Theatrical Exhibition. Except as set forth in this section, in no event shall there be any restrictions on Licensor’s right to exploit any of the Program episodes licensed hereunder. During the Output Term, Licensor shall exercise reasonable efforts to use, and to cause its licensees to use, reasonable geofiltering technologies in connection with the exhibition of Program episodes on FOD/AVOD services outside the Territory.

Exclusivity and Holdbacks. During the License Period for each Program episode, Licensor shall not exhibit nor authorize third parties to exhibit a such Program episode within the Territory in the Licensed Language by means of (a) Free Broadcast Television, Basic Television Service, Subscription Pay Television Service, FOD/AVOD (howsoever delivered), Near Video-on-Demand Basis, Pay-Per-View Basis or or, to the extent Licensee exercises the applicable SVOD Standalone Option(s), Canadian-Originating SVOD (howsoever delivered), before except that there shall be no restrictions on Licensor’s right to exhibit and authorize others to exhibit Program episodes by means of (i) any SVOD services (howsoever delivered) that are not Canadian-Originating SVOD, (ii) any service (other than Free Broadcast Television services, Basic Television Services and/or Subscription Pay Television Services) majority owned and operated by SPTI, its parent or during the Broadcast Year in which such Program episode has its initial original affiliate companies, howsoever delivered, (i.e., first runiii) exhibition on the applicable U.S. Network, or (b) transactional VOD (howsoever delivered) or digitally-delivered home entertainment (aka electronic sell-through) including digital locker services (howsoever delivered) before or during the calendar day on which such Program episode has its initial original exhibition on a Free TV Licensed Service, except that there shall be no restrictions on Licensor’s right to exhibit and authorize others to exhibit Program episodes by (i) means of any SVOD services (howsoever delivered) that are not Canadian-Originating SVOD), (ii) means of any service (other than Free Broadcast Television services, Basic Television Services and/or Subscription Pay Television Services) majority owned and operated by Licensor, its parent or affiliate companies, (iiiiv) any means in a language other than the Licensed Language or (ivv) Non-Theatrical Exhibition. Except as set forth in this section, in no event shall there be any restrictions on Licensor’s or SPTI’s right to exploit any of the Program episodes licensed hereunder. During the Output Term, Licensor SPTI shall exercise affirmative, reasonable efforts to use, and to cause its licensees to use, reasonable industry-standard geofiltering technologies in connection with the exhibition of Program episodes on FOD/AVOD services outside the Territory.

Exclusivity and Holdbacks. Licensor shall not exhibit nor authorize third parties to exhibit a Program episode each MOW within the Territory in the Licensed Language during its License Period by means of (a) Free Broadcast Television, Basic Television Service, Subscription Pay Television Service, FOD/AVOD (howsoever delivered), Near Video-on-Demand Basis, Pay-Per-View Basis Basis, FOD/AVOD, or Canadian-Originating SVOD (howsoever delivered), before or during the Broadcast Year in which such Program episode has its initial original (i.e., first run) exhibition on the applicable U.S. Network, or (b) VOD (howsoever delivered) or digitally-delivered home entertainment (aka electronic sell-through) including digital locker services (howsoever delivered) before or during the calendar day on which such Program episode has its initial original exhibition on a Free TV Licensed ServiceSVOD, except that there shall be no restrictions on Licensor’s right to exhibit and authorize others to exhibit Program episodes by (a) MOWs (i.e., both First-Run MOWs and Library MOWs) on (i) means of any SVOD services (howsoever delivered) that are not Canadian-Originating SVOD, SVOD or (ii) means of any service (other than Free Broadcast Television services, Basic Television Services and/or Subscription Pay Television Services) majority owned and operated by Licensor, its parent or affiliate companies, and (iiib) any means Library MOWs that Licensor identifies in the applicable availability list as being previously licensed to a language other than 3rd party in the Licensed Language or (iv) Non-Theatrical ExhibitionTerritory. Except as set forth in this section, in no event shall there be any restrictions on Licensor’s right to exploit any MOWs. For the avoidance of the Program episodes licensed hereunderdoubt, there shall be no restrictions on Licensor’s right to exhibit and authorize others to exhibit MOWs by means of Non-Theatrical Exhibition. During the Output TermLicense Period for a First-Run MOW, Licensor shall exercise affirmative, reasonable efforts to use, and to cause its licensees to use, reasonable industry-standard geofiltering technologies in connection with the exhibition of Program episodes such MOW on FOD/AVOD services outside the Territory.