Iberia Agreements Sample Clauses

Iberia Agreements. The parties acknowledge that Playboy TV UK Limited ("PTV UK") has entered into certain agreements through Desarrollos Tecnicos Multimedia s.l. ("DTM") as listed on EXHIBIT D hereto, relating to the distribution of Spice Platinum and The Adult Channel in Iberia (the "DTM ARRANGEMENT"). Promptly following the Closing, the Company shall have the right to determine the following: (1) Whether to permit DTM to continue to enter into agreements on behalf of PTV UK and its Affiliates in the Territory; and (2) Whether to require that the agreements that DTM has entered into on behalf of PTV UK and its Affiliates be transferred to the Company or terminated, and PTVI or one of its Affiliates shall bear all costs associated with such termination. The Company shall inform PEGI of its decision with regard to these matters promptly, and promptly thereafter PEGI shall cause PTV UK to use its commercially reasonable efforts to implement the decision of the Company. If the Company elects to cause the DTM Arrangement to be transferred to the Company, such transfer shall be made for no additional consideration. In the event that agreements required by the Company to be transferred to the Company are not assignable according to their terms, PEGI shall cause PTV UK to use its commercially reasonable efforts to terminate such agreements as promptly as practicable in accordance with the terms of such agreements, and PTVI or one of its Affiliates shall bear all costs associated with such termination. Until such time as the transfer of the DTM Arrangement to the Company is complete, PEGI shall pay over to the Company all of the net revenues that it receives from the DTM Arrangement, less a distribution fee of twenty percent (20%) of such revenues. In the event that the Company wishes to receive the Spice Platinum feed or The Adult Channel feed for distribution through the DTM Arrangement in Iberia following the transfer of such agreements, the Company and PEGI shall negotiate in good faith the terms under which such feed will be supplied, taking into account the revenues likely to be derived by the Company from such feed and the fixed costs of Spice Platinum and The Adult Channel.
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Iberia Agreements. The parties acknowledge that Playboy TV UK Limited, a wholly owned subsidiary of PEGI ("PTV UK") has entered into certain agreements through Desarrollos Tecnicos Multimedia s.l. ("DTM"), relating to the distribution of Private Spice and The Adult Channel in Iberia (the "DTM Arrangement"). The parties agree and acknowledge that, notwithstanding anything to the contrary contained in the Agreement, PEGI shall have the right to modify the DTM Arrangement and enter into other arrangements, in its own right or through its Affiliates or agents, to distribute Private Spice in Iberia, as determined by PEGI in its sole and absolute discretion from time to time, including but not limited to via DTH (together with the DTM Arrangement, the "Iberia Arrangements"). The parties hereby agree that PEGI shall pay over to the Company fifty percent (50%) of the net revenues that it receives from the Iberia Arrangements, net of all payments due and payable to its agents relating to the Iberia Arrangement and any withholding required by applicable law, following the end of the applicable quarter. It is understood and agreed that the initial sales agent for distribution of Private Spice in Iberia other than the DTM Arrangement will be Imagen pursuant to the Sales Services Agreement.

Related to Iberia Agreements

  • Sub-Agreements Party shall not assign, subcontract or subgrant the performance of this Agreement or any portion thereof to any other Party without the prior written approval of the State. Party shall be responsible and liable to the State for all acts or omissions of subcontractors and any other person performing work under this Agreement pursuant to an agreement with Party or any subcontractor.

  • Existing Agreements The Executive represents to the Company that he is not subject or a party to any employment or consulting agreement, non-competition covenant or other agreement, covenant or understanding which might prohibit him from executing this Agreement or limit his ability to fulfill his responsibilities hereunder.

  • Business Arrangements Except as disclosed in the Registration Statement, the Time of Sale Disclosure Package and the Prospectus, neither the Company nor any of its subsidiaries has granted rights to develop, manufacture, produce, assemble, distribute, license, market or sell its products to any other person and is not bound by any agreement that affects the exclusive right of the Company or such subsidiary to develop, manufacture, produce, assemble, distribute, license, market or sell its products.

  • Tax Agreements The Company is not a party to or bound by any tax sharing agreement, tax indemnity obligation or similar agreement with respect to Taxes, including any advance pricing agreement, closing agreement or other agreement relating to Taxes with any taxing authority.

  • HHSC Agreements A. To pay the Contractor for services provided under the Contract type specified in Section I of this Contract in amounts and under conditions determined by HHSC as defined in this Contract, the applicable Contractor manual, handbook, policy letter or program rules and standards and in accordance with applicable laws and regulations for all eligible persons receiving such services under Title XIX and or Title XX. B. To pay the Contractor within time limits set by HHSC and in accordance with applicable laws and regulations after a proper claim for payment is submitted and approved for payment in accordance with HHSC's Claims Administrator billing guidelines. C. To adjust payments to the Contractor to compensate for prior overpayment or underpayment. D. To give the Contractor reasonable notice of any impending change in its status as a participating Contractor, except that nothing in this section shall be construed to deny HHSC the right, for failure to comply with this Contract or regulations published in the Texas Register, to terminate this Contract, suspend payments or take any other legal remedy available to HHSC. E. To provide a hearing, in accordance with TAC, Title 1, Part 15, Chapter 357, Subchapter I, or its successor to the Contractor in the event HHSC imposes an adverse action on the Contractor under this Contract. F. To make available to the Contractor the applicable Contractor manual and any changes to that manual that change the requirements for participation. G. That a religious organization that contracts with HHSC does not by contracting with HHSC lose the exemption provided under Section 702 of the Civil Rights Act [42 U.S.C. §2000E-1(a)] regarding employment practices. A religious or charitable organization is eligible to be a Contractor on the same basis as any other private organization. The Contractor retains its independence from state and local governments, including the Contractor's control over the definition, development, practice and expression of its charitable or religious beliefs. Except as provided by federal law, HHSC shall not interpret this Contract to require a charitable or religious organization to alter its form of internal governance or remove religious art, icons, scripture or other symbols. Furthermore, if a religious or charitable organization segregates the government funds provided under this Contract, then only the financial assistance provided by these funds will be subject to audit. However, neither HHSC's selection of a charitable or faith-based Contractor nor the expenditure of funds under this Contract is an endorsement of the Contractor's charitable or religious character, practices or expression. The purpose of this Contract is the provision of community services. No state expenditures have as their objective the funding of sectarian worship, instruction or proselytization, and no state funds shall be expended for these purposes.

  • Acquisition Agreements If the Equipment is subject to any Acquisition Agreement, Lessee, as part of this lease, transfers and assigns to Lessor all of its rights, but none of its obligations (except for Lessee's obligation to pay for the Equipment conditioned upon Lessee's acceptance in accordance with Paragraph 6), in and to the Acquisition Agreement, including but not limited to the right to take title to the Equipment. Lessee shall indemnify and hold Lessor harmless in accordance with Paragraph 19 from any liability resulting from any Acquisition Agreement as well as liabilities resulting from any Acquisition Agreement Lessor is required to enter into on behalf of Lessee or with Lessee for purposes of this lease.

  • Labor Agreements The Corporation is not a party to any collective bargaining agreement. Except as set forth in Exhibit J, the Corporation is not bound by any severance pay requirements or agreements, or any other agreement, handbook, manual, or benefit book referring to, relating to, or involving its employees.

  • Reporting Arrangements The States will report against the agreed milestones during the operation of this Agreement, as set out in Part 4 – Project Milestones, Reporting and Payments.

  • Certain Agreements Without the prior written consent of the Administrator and the Majority Purchaser Agents, the Seller will not amend, modify, waive, revoke or terminate any Transaction Document to which it is a party or any provision of the Seller’s organizational documents which requires the consent of the “Independent Manager”.

  • Collective Agreements There are no collective agreements affecting your terms and conditions of employment.

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