Material Changes in Protection or Rights. CI Plus LLP may make changes to the Interim License Agreement or when available the Final License Agreement in accordance with the following provisions: (a) CI Plus LLP shall provide reasonable advance notice to the Content Distributor of any material proposed change, addition or supplement to the Interim License Agreement. For purposes of this Agreement, each material proposed, addition or supplement, which Content Distributor is to receive advance written notice of as described in this sub-section 3.5(a), is a “CI Plus Proposed Action”. (b) Except as otherwise expressly provided in this Section 3.5, for so long as Content Distributor is an Eligible Content Distributor, it shall have the right to file a written objection to any CI Plus Proposed Action that it reasonably believes would have a material and adverse effect on the integrity or security of CI PLUS, or the operation of CI PLUS with respect to protecting Controlled Content and/or ECP Controlled Content from any unauthorized output, transmission, interception or copying, or the rights of Content Distributor with respect to CI PLUS. Any such objection shall set forth with specificity the alleged material and adverse effects on the integrity or security of CI PLUS, or the operation of CI PLUS with respect to protecting Controlled Content and/or ECP Controlled Content from any unauthorized output, transmission, interception or copying, or the rights of Content Distributor with respect to CI PLUS, and shall be delivered to CI Plus LLP no later than fifteen (15) Business Days after the date of notice by CI Plus LLP pursuant to Section 3.5(a) at the address specified in Section 12.7 of this Agreement. (c) CI Plus LLP agrees to consider any such objection given pursuant to Section 3.5(b). If CI Plus LLP rejects such objection, it shall provide notice thereof to Content Distributor explaining the reasons for such rejection and why the CI Plus Proposed Action would not be material or have an adverse effect, including, if applicable, the benefits that would be afforded by the CI Plus Proposed Action. CI Plus LLP agrees not to implement any disputed changes without issuing any notice of rejection of objection. Absent delivery to CI Plus LLP of written objection from Content Distributor pursuant to Section 3.5(b), CI Plus LLP may take the applicable CI Plus Proposed Action.
Appears in 5 contracts
Samples: Content Distributor Agreement, Content Distributor Agreement, Content Distributor Agreement
