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Feature Films Sample Clauses

Feature Films. An amount of time equal to one-half of the scheduled shooting period.
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Feature Films. Studio shall have the right, but not the obligation, during the Term to make Feature Films available (whether in High Definition, Standard Definition or both) to Comcast, and Comcast shall have the right, but not the obligation, to select (whether in High Definition, Standard Definition or both, all subject to what Studio has made available in its sole discretion) any such Feature Films for license on a DHE basis hereunder.
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Feature Films. CDD shall notify Amazon in writing (“Availability Notice”) on a periodic basis of Feature Films available for licensing as Included Programs hereunder, which notice will specify whether available for licensing on an ODRL or VOD basis, and whether in Approved 4K Resolution, High Definition, Standard Definition or any combination thereof. For each such Included Program, the Availability Notice shall include each of the following (and, if such Feature Film is being made available in Approved 4K Resolution, High Definition and Standard Definition, such information shall be provided with respect to each such version): (i) the ODRL Availability Date and/or VOD Availability Date (as referenced in Section 4.1) (unless the Availability Notice says otherwise, the Availability Date shall commence at 12:00 AM Pacific Time on the specified date); (ii) the Announce Date (as referenced in Section 10.2), if any; and (iii) the Distributor Prices (as referenced in Section 8.1.2 below) (which, if not provided for a given Feature Film, shall be deemed to be the highest-priced tier). Additionally, upon Amazon’s request, CDD shall provide a written statement that provides the Home Video Street Date, if any, of the applicable Included Program and CDD’s published wholesale price for such release, if any, of the applicable Included Program. In addition to the foregoing, the parties acknowledge that, in limited circumstances, CDD may indicate, in an Availability Notice that certain Included Programs may only be made available through a certain date; provided, however, that CDD shall do so only in circumstances where its rights to an Included Program are scheduled to terminate. Unless Amazon elects not to license any Feature Film identified in an Availability Notice and notifies CDD thereof (with such notification to specify as to whether Amazon is not licensing a Feature Film generally or electing to not license a Feature Film in a specific resolution, i.e., Approved 4K Resolution, High Definition or Standard Definition) no later than ten (10) days after Amazon’s receipt of such Availability Notice, Amazon will be deemed to have elected to license that Feature Film for both VOD and ODRL and in all available resolutions as set forth in the relevant Availability Notice. For the avoidance of doubt, a limited availability period shall not, in and of itself, require that Digital Locker Functionality be withdrawn for the applicable Included Program (unless CDD so specifies in the applica...
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Feature Films. With respect to each Included Program that is a Feature Film, Amazon shall take delivery of any and all Source Copies in the ProRes file format or any other file format that has been approved in writing by the parties (“Approved Non-ProRes File”), provided, that, Amazon may not take delivery of any such Source Copy in the ProRes file or any other Approved Non-ProRes File format, nor will CDD be required to deliver such Source Copy until Amazon has added the Anti-Piracy Link to the detail page for the relevant Included Program as described in Section 19.2. CDD shall make available such Source Copy thereof as follows: (a) with respect to the ProRes file format (i) if a ProRes file with 5.1 audio channel (a “ProRes 5.1 File”) is available, then CDD shall make such file available; (ii) if a ProRes 5.1 File is not available, then CDD shall make a standard ProRes file (a “Standard ProRes File”) available and (b) with respect to the Approved Non-ProRes File format, if a Approved Non-ProRes File is available, then CDD shall make such file available. From any such Source Copy, Amazon shall have the right to (A) create files for distribution in High Definition as set forth in Schedule C and (B) transcode to Standard Definition as set forth in Schedule C with respect to Standard Definition Feature Films.
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Feature Films. Licensee shall distribute on the terms and conditions set forth herein the following number of DHE Included Programs that are not Television Episodes (“Feature Films”) made available by Licensor during the DHE Term commencing on such program’s DHE Availability Date: (a) with respect to each of the US DHE Service and the Canadian DHE Service, all such Feature Films that are categorized as “Price Tier 1” programs pursuant to Section 6.1 and (b) with respect to each of the US DHE Service and the Canadian DHE Service, at least 150 Feature Films that are categorized as “Price Tier 2” or “Price Tier 3” programs pursuant to Section 6.1.
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Feature Films. 9.2.1 The materials for each Standard Definition Feature Film will be subject to a non-recoupable servicing fee in the amount of $250 (the “Film Servicing Fee”) for each program Delivered by CDD in accordance with Schedule D (and such program is an Included Program) during the Term, which fee will be deemed to cover Delivery of one file, encoded in “Standard Definition” resolution (as described in more detail in Schedule D under the heading “Standard Definition Source Specifications”). Additional files that are requested by Amazon and that CDD agrees to provide will be subject to additional servicing fees as hereafter mutually agreed by the parties in writing, from time to time. 9.2.2 With respect to each High Definition Feature Film, Amazon shall have the option of taking delivery of a Copy in one of two formats: (i) a 50Mbps MPEG.n2t file with a remuxed audio (the “Custom Spec”) or (ii) a ProRes file, provided, that, Amazon may not take delivery of a Copy in a ProRes file, nor will CDD be required to deliver a Copy in a ProRes file, until Amazon has added the Anti-Piracy Link to the detail page for the relevant Included Program as described in Section 19.2. Amazon shall notify CDD in writing of its selection of Copy format for each High Definition Feature Film at the time it elects to accept a Feature Film pursuant to Section 4 hereof. If Amazon requests delivery of a ProRes file, CDD shall make available a Copy thereof as follows: (i) if a ProRes file with 5.1 audio channel (a “ProRes 5.1 File”) is available, then CDD shall make such file available; (ii) if a ProRes 5.1 File is not available, then CDD shall make a standard ProRes file (a “Standard ProRes File”) available. From any such Copy, Amazon shall have the right to (A) create files for distribution in High Definition as set forth in Schedule C and (B) transcode to Standard Definition as set forth in Schedule C with respect to Standard Definition Feature Films. All costs (including, without limitation, duplication/encoding, shipping and forwarding charges, and insurance) of creating and making Source Copies in the Custom Spec for High Definition Feature Films and Advertising Materials available to Amazon (“HD Film Delivery Costs”) shall be borne solely by Amazon; provided that the cost of each Copy created in the Custom Spec shall not exceed $4.75/minute of video. All costs (including, without limitation, duplication/encoding, shipping and forwarding charges, and insurance) of creating and making ...
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Feature Films. “DHE Distributor Price” for each DHE Included Program that is a Feature Film shall be determined by Licensor in its sole discretion. Licensor currently anticipates categorizing Feature Films into one of the following pricing tiers, with the corresponding initial price points in U.S. Dollars: (a) for Feature Films distributed in Standard Definition, (i) Price Tier 1: $15.50, (ii) Price Tier 2: $8.50 and (iii) Price Tier 3: $7.00, and (b) for Feature Films distributed in High Definition, (i) Price Tier 1: $19.50, (ii) Price Tier 2: $15.50, and (iii) Price Tier 3: to be discussed by the parties in good faith. The parties acknowledge that, as of the date hereof, they have not agreed on an initial price point for Price Tier 3 Feature Films distributed in High Definition. If the parties have not come to agreement with respect to the foregoing by the time Licensor re-prices a Feature Film distributed in High Definition into Price Tier 3 as set forth in this Section 6.1 below, Licensee shall have the right to cease distributing such Feature Film in High Definition on the Licensed Service as of the effective date of such Repricing. Licensor shall notify Licensee of the DHE Distributor Price for each Feature Film in Standard Definition and High Definition (as applicable) in a written notice to Licensee from time to time, but in no event with less than fifteen (15) days prior notice to Licensee. The parties agree that for each DHE Included Program initially categorized in Price Tier 1, the DHE Distributor Price for Price Tier 1 shall continue to apply to such DHE Included Program through the date that Licensor elects in its sole discretion to re-categorize the pricing tier for such DHE Included Program to a tier other than “Price Tier 1”. Licensor may update DHE Distributor Prices and/or add or remove pricing tiers at any time in Licensor’s sole discretion pursuant to the notice procedures set forth in Article 22 of Schedule A. Notice of any adjustment to the DHE Distributor Price for a DHE Included Program that is a Feature Film (“Repricing”) shall be set forth in a written notice to Licensee not less than 30 days prior to the effective date of such Repricing. Licensee agrees and acknowledges that Licensor may categorize a DHE Included Program in Standard Definition in a different pricing tier than the same DHE Included Program in High Definition at any one time.
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Feature Films. The “DHE Distributor Price” for each DHE Included Program that is a Feature Film shall be determined by Licensor in its sole discretion. With respect to each Territory, Licensor currently anticipates categorizing programs into one of the pricing tiers set forth in the applicable Exhibit.
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Feature Films 
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Related to Feature Films

  • Fixture Filing Certain of the Property is or will become “fixtures” (as that term is defined in the Uniform Commercial Code) on the Land, and this Security Instrument, upon being filed for record in the real estate records of the city or county wherein such fixtures are situated, shall operate also as a financing statement filed as a fixture filing in accordance with the applicable provisions of said Uniform Commercial Code upon such of the Property that is or may become fixtures.

  • Assignment of Rents With reference to any assignment by Landlord of Landlord’s interest in this Lease, or the rents payable hereunder, conditional in nature or otherwise, which assignment is made to the holder of a mortgage or ground lease on property which includes the Premises, Tenant agrees: (a) That the execution thereof by Landlord, and the acceptance thereof by the holder of such mortgage or the ground lessor, shall never be treated as an assumption by such holder or ground lessor of any of the obligations of Landlord hereunder, unless such holder, or ground lessor, shall, by notice sent to Tenant, specifically otherwise elect; and (b) That, except as aforesaid, such holder or ground lessor shall be treated as having assumed Landlord’s obligations hereunder only upon foreclosure of such holder’s mortgage and the taking of possession of the Premises, or, in the case of a ground lessor, the assumption of Landlord’s position hereunder by such ground lessor. In no event shall the acquisition of title to the Building and the land on which the same is located by a purchaser which, simultaneously therewith, leases the entire Building or such land back to the seller thereof be treated as an assumption by such purchaser-lessor, by operation of law or otherwise, of Landlord’s obligations hereunder, but Tenant shall look solely to such seller-lessee, and its successors from time to time in title, for performance of Landlord’s obligations hereunder subject to the provisions of Section 9.3 hereof. In any such event, this Lease shall be subject and subordinate to the lease to such purchaser provided that such purchaser agrees to recognize the right of Tenant to use and occupy the Premises upon the payment of rent and other charges payable by Tenant under this Lease and the performance by Tenant of Tenant’s obligations hereunder and provided that Tenant agrees to attorn to such purchaser. For all purposes, such seller-lessee, and its successors in title, shall be the landlord hereunder unless and until Landlord’s position shall have been assumed by such purchaser-lessor.

  • Assignment of Leases and Rents There exists as part of the related Mortgage File an Assignment of Leases (either as a separate instrument or incorporated into the related Mortgage). Subject to the Permitted Encumbrances and the Title Exceptions, each related Assignment of Leases creates a valid first-priority collateral assignment of, or a valid first-priority lien or security interest in, rents and certain rights under the related lease or leases, subject only to a license granted to the related Mortgagor to exercise certain rights and to perform certain obligations of the lessor under such lease or leases, including the right to operate the related leased property, except as the enforcement thereof may be limited by the Standard Qualifications. The related Mortgage or related Assignment of Leases, subject to applicable law, provides that, upon an event of default under the Mortgage Loan, a receiver is permitted to be appointed for the collection of rents or for the related Mortgagee to enter into possession to collect the rents or for rents to be paid directly to the Mortgagee.

  • Assignment of Rents and Leases (a) Borrower hereby absolutely and unconditionally assigns, transfers and sets over unto Huntington and Huntington's successors and assigns all present and future leases covering all or any part of the Mortgaged Property (the "Leases"), together with any extensions or renewals thereof and any guaranties of any tenants' obligations thereunder, and all of the rents, royalties, bonuses, income, receipts, revenues, issues and profits now due or which may hereafter become due under the Leases or any extensions or renewals thereof, as well as all moneys due and to become due to Borrower under the Leases for services, materials or installations supplied whether or not the same were supplied under the terms of the Leases, all liquidated damages following default under the Leases and all proceeds payable under any policy of insurance covering loss of rents resulting from untenantability caused by damage to any part of the Mortgaged Property (such rents, income, receipts, revenues, issues, profits and other moneys assigned hereby are hereinafter collectively called "Rents"), together with any and all rights and remedies which Borrower may have against any tenant under any of the Leases or others in possession of the Mortgaged Property or any part thereof for the collection or recovery of Rents so assigned. Prior to an Event of Default, as hereinafter defined, Borrower shall have a license to collect and receive all Rents as trustee for the benefit of Huntington and Borrower. (b) Borrower hereby represents, warrants and agrees that: (i) Borrower has good title to the Leases and Rents hereby assigned and has the right, power and capacity to make this assignment. No person or entity other than Borrower has or will have any right, title or interest in or to the Leases or Rents, except for the Permitted Encumbrances. (ii) Borrower shall, at Borrower's sole cost and expense, perform and discharge all of the obligations and undertakings of the landlord under the Leases and give prompt notice to Huntington of any failure to do so. Borrower shall use all reasonable efforts to enforce or secure the performance of each and every obligation and undertaking of the tenants under the Leases and shall appear in and prosecute or defend any action or proceeding arising under, or in any manner connected with, the Leases or the obligations and undertakings of the tenants thereunder. (iii) Borrower shall generally operate and maintain the Mortgaged Property in a manner to insure maximum Rents. (iv) Borrower shall not pledge, transfer, mortgage or otherwise encumber or assign the Leases or the Rents. (v) Borrower shall not collect Rents more than sixty (60) days prior to accrual. (c) Huntington shall not be obligated to perform or discharge any obligation or duty to be performed or discharged by Borrower under any of the Leases; and Borrower hereby agrees to indemnify Huntington for, and to save Huntington harmless from, any and all liability, damage or expense arising from any of the Leases or from this assignment, including, without limitation, claims by tenants for security deposits or for rental payments more than one (1) month in advance and not delivered to Huntington. All amounts indemnified against hereunder, including reasonable attorneys' fees if paid by Huntington, shall bear interest at the Default Rate of Interest, as defined in the Notes, and shall be payable by Borrower immediately without demand and shall be secured hereby. This assignment shall not place responsibility for the control, care, management, or repair of the Mortgaged Property upon Huntington or make Huntington responsible or liable for any negligence in the management, operation, upkeep, repair or control of same resulting in loss or damage or injury or death to any party. (d) Upon the occurrence of an Event of Default as hereinafter defined: (i) All Rents assigned hereunder shall be paid directly to Huntington, and Huntington may notify the tenants under the Leases (or any other parties in possession of the Mortgaged Property) to pay all of the Rents directly to Huntington at the address specified in Section 27 hereof, for which this assignment shall be sufficient warrant; (ii) Huntington shall have the right to forthwith enter and take possession of the Mortgaged Property and to manage, operate, lease and develop the same; to collect as hereunder provided all or any Rents payable under the Leases; to make repairs as Huntington deems appropriate; and to perform such other acts in connection with the management, operation, development, leasing and construction of the Mortgaged Property as Huntington, in its sole discretion, may deem proper; and (iii) Huntington shall have the right to forthwith enter into and upon the Mortgaged Property and take possession thereof, and to appoint an agent, or in the event of the institution of foreclosure proceedings to have a receiver appointed for the collection of the Rents. In the event that Huntington shall pursue its remedies under Subsections 17(d)(ii) or (iii) above, the net income, after allowing a reasonable fee for the collection thereof and the management of the Mortgaged Property, may be applied toward the payment of taxes, assessments, insurance premiums, repairs, protection of the Mortgaged Property or Huntington's lien thereon, and other charges against the Mortgaged Property and the costs of procurement of such insurance and of evidence of title to the Mortgaged Property, or any of them, or in the reduction of the Indebtedness and the payment of interest, as Huntington may elect. If the Rents are not sufficient to meet the costs, if any, of taking control of and managing the Mortgaged Property and collecting the Rents, any funds expended by Huntington for such purposes shall become indebtedness of Borrower to Huntington secured by the Mortgage. Unless Huntington and Borrower agree in writing to other terms of payment, such amounts shall be payable upon demand from Huntington to Borrower and shall bear interest from the date of disbursement at the Default Rate of Interest stated in the Notes. The exercise or failure to exercise any of the above remedies shall not in any way preclude or abridge the right of Huntington to foreclose the Mortgage or to take any other legal or equitable action thereon. Huntington shall have such rights or privileges as aforesaid regardless of the value of the Mortgaged Property given as security hereunder, and regardless of the solvency or insolvency of any party bound for the payment of the Indebtedness or the other sums hereby secured. (e) Borrower hereby authorizes and directs the tenants under the Leases to pay Rents to Huntington upon written demand by Huntington, without further consent of Borrower, and the tenants may rely upon any written statement delivered by Huntington to the tenants. Any such payment to Huntington shall constitute payment to Borrower under the Leases. (f) There shall be no merger of the leasehold estates created by the Leases with the fee estate of the Property and Improvements without the prior written consent of Huntington.

  • Leases and Rents (a) Borrower may enter into a proposed Lease (including the renewal or extension of an existing Lease (a "Renewal Lease")) without the prior written consent of Lender, provided such proposed Lease or Renewal Lease (i) provides for rental rates and terms comparable to existing local market rates and terms (taking into account the type and quality of the tenant) as of the date such Lease is executed by Borrower (unless, in the case of a Renewal Lease, the rent payable during such renewal, or a formula or other method to compute such rent, is provided for in the original Lease), (ii) is an arms-length transaction with a bona fide, independent third party tenant, (iii) does not have a materially adverse effect on the value of the Property taken as a whole, (iv) is subject and subordinate to the Security Instrument and the lessee thereunder agrees to attorn to Lender, and (v) is written on the standard form of lease approved by Lender. All proposed Leases which do not satisfy the requirements set forth in this Subsection 3.8(a) shall be subject to the prior approval of Lender and its counsel, at Borrower's expense. Borrower shall promptly deliver to Lender copies of all Leases which are entered into pursuant to this Subsection together with Borrower's certification that it has satisfied all of the conditions of this Subsection. (b) Borrower (i) shall observe and perform all the obligations imposed upon the lessor under the Leases and shall not do or permit to be done anything to impair the value of any of the Leases as security for the Debt; (ii) upon request, shall promptly send copies to Lender of all notices of default which Borrower shall send or receive thereunder; (iii) shall enforce all of the material terms, covenants and conditions contained in the Leases upon the part of the tenant thereunder to be observed or performed, (iv) shall not collect any of the Rents more than one (1) month in advance (except security deposits shall not be deemed Rents collected in advance); (v) shall not execute any other assignment of the lessor's interest in any of the Leases or the Rents; and (vi) shall not consent to any assignment of or subletting under any Leases not in accordance with their terms, without the prior written consent of Lender. (c) Borrower may, without the consent of Lender, amend, modify or waive the provisions of any Lease or terminate, reduce rents under, accept a surrender of space under, or shorten the term of, any Lease (including any guaranty, letter of credit or other credit support with respect thereto) provided that such action (taking into account, in the case of a termination, reduction in rent, surrender of space or shortening of term, the planned alternative use of the affected space) does not have a materially adverse effect on the value of the Property taken as a whole, and provided that such Lease, as amended, modified or waived, is otherwise in compliance with the requirements of this Security Instrument and any subordinate agreement binding upon Lender with respect to such Lease. A termination of a Lease with a tenant who is in default beyond applicable notice and grace periods shall not be considered an action which has a materially adverse effect on the value of the Property taken as a whole. Any amendment, modification, waiver, termination, rent reduction, space surrender or term shortening which does not satisfy the requirements set forth in this Subsection shall be subject to the prior approval of Lender and its counsel, which approval shall not be unreasonably withheld or delayed, at Borrower's expense. Borrower shall promptly deliver to Lender copies of amendments, modifications and waivers which are entered into pursuant to this Subsection together with Borrower's certification that it has satisfied all of the conditions of this Subsection. (d) Notwithstanding anything contained herein to the contrary, Borrower shall not, without the prior written consent of Lender, enter into, renew, extend, amend, modify, waive any provisions of, terminate, reduce rents under, accept a surrender of space under, or shorten the term of, any Major Lease. The term "Major Lease" shall mean any Lease between Borrower as landlord and a third party as tenant demising in the aggregate more than the lesser of (i) 15,000 rentable square feet or (ii) fifteen percent (15%) of the total rentable square feet at the Property.

  • Agreement to Purchase and Sell Subject to the terms and conditions contained herein, at the Closing, Reliant shall, or shall cause its Affiliates to, sell, transfer, convey and assign to Oscient, and Oscient shall purchase and accept from Reliant or its Affiliates, all right, title, and interest of Reliant and its Affiliates in and to the following assets of Reliant or its Affiliates (collectively, the “Acquired Assets”), free and clear of all Security Interests: (a) the Registrations (provided that Reliant shall be permitted to retain one copy of the Registrations for archival purposes); (b) the Promotional Materials; (c) the Product Intellectual Property (it being agreed and acknowledged that (i) Reliant does not have a license to, and the Acquired Assets do not include, any rights in respect of the [***] Patents outside the United States, its territories and possessions (other than the right to manufacture or have manufactured the Reliant Products (as defined in the Settlement Agreement) outside the United States, its territories and possessions solely for distribution and sale in the United States, its territories and possessions), and (ii) any Intellectual Property developed, created or discovered by or on behalf of Oscient after the Closing relating to any of the clinical development and methods of use of the Product, in any formulation or dosage form, and any Intellectual Property that is otherwise developed by Oscient after the Closing shall be owned solely by Oscient); (d) the Assigned Contracts and Orders; [***]: Certain information on this page has been omitted and filed separately with the Commission. Confidential treatment has been requested with respect to the omitted portions. (e) the Inventory; (f) any and all rights to develop, market and promote any Combination Product, other than Excluded Combination Products (it being agreed and acknowledged that, Reliant has no license from any third party (other than Ethypharm) regarding any Intellectual Property related to combination products or products other than the 43mg, 87mg and 130mg formulations that are the subject of NDA 21-695 as in effect on the date hereof); (g) any claims or benefits in, to or under any express or implied warranties from suppliers of goods or services relating to the Inventory; (h) to the extent permitted by Law and in each case to the extent in Reliant’s possession or reasonably available to Reliant without the need to incur any undue expense, all books and records, including, without limitation, sales records, price lists and catalogues, call notes and call histories, supply records, customer lists and purchasing histories, inventory records and correspondence files, relating primarily or exclusively to the Product; provided, however, that Reliant or its Affiliates may retain a copy of any such books and records to the extent necessary for Tax, accounting, litigation or other valid business purposes; provided, further, that the Acquired Assets shall not include either the Pricing Contracts (or any information contained therein) or the Bundled Contracts; (i) the rights under the Settlement Agreement transferred to Oscient pursuant to the Assignment of Settlement Agreement; and (j) the rights of Reliant under the Ethypharm Agreement transferred to Oscient pursuant to the Ethypharm Agreement Transfer Agreement.

  • Right of First Refusal and Co-Sale Agreement Each Purchaser and the other stockholders of the Company named as parties thereto shall have executed and delivered the Right of First Refusal and Co-Sale Agreement.

  • Assignment of Management Agreement As additional collateral security for the Loan, Borrower conditionally transfers, sets over, and assigns to Lender all of Borrower’s right, title and interest in and to the Management Agreement and all extensions and renewals. This transfer and assignment will automatically become a present, unconditional assignment, at Lender’s option, upon a default by Borrower under the Note, the Loan Agreement, the Security Instrument or any of the other Loan Documents (each, an “Event of Default”), and the failure of Borrower to cure such Event of Default within any applicable grace period.

  • Vendor Agreement Signature Form (Part 1)

  • 240104 Vendor Agreement If responding to Part 1 the Vendor Agreement Signature Form (Part 1) must be downloaded from the “Attachments” section of the IonWave eBid System, reviewed, properly completed, and uploaded to this location. If Vendor has proposed deviations to the Vendor Agreement (Part 1), Vendor may leave the signature line of this page blank and assert so in the Attribute Questions and those shall be addressed during evaluation. Vendor must upload their current IRS Tax Form W-9. The legal name, EIN, and d/b/a's listed should match the information provided herein exactly. This form will be utilized by TIPS to properly identify your entity. Claim Form.pdf

Most Referenced Clauses

Most Referenced Definitions