Common use of MPAA RATINGS; ANTI-PIRACY WARNINGS Clause in Contracts

MPAA RATINGS; ANTI-PIRACY WARNINGS. If Licensor provides Licensee, in writing, with the MPAA rating information about a particular Included Program as part of the materials delivered hereunder, then Licensee shall display suchthe MPAA rating information for each Included Program in the following manner: (i) the MPAA rating, as well as the description of the reasons behind the rating (e.g., “Rated PG-13 for some violence”), must be displayed in full on the main product page for such Included Program within each Licensed Service alongside other basic information for such Included Program such as, by way of example, run time, release date and copyright notice, and such information must be displayed before a subscriber transaction is initiated; and (ii) once a subscriber transaction has been completed, each time the Included Program is listed in a menu display of the Authorized Subscriber’s movie library within a Licensed Service, the MPAA rating icon must be displayed next to the Included Program title. In addition, the Licensed Services must implement parental controls that allow an Authorized Subscriber with password-protected access to a Licensed Service to restrict users of that account from completing a subscriber transaction for for the Included Programs or viewing Promotional Previews for Included Programs that do not carry a specific MPAA rating (e.g., restrict access to Included Programs that carry in the same manner and to the same extent (if any rating above “G) it provides MPAA ratings for other similar content in the Licensed Service from similar Licensed Service licensors (“Similar Content/Similar Providers”). With respect to all Included Programs distributed by Licensee pursuant to this Agreement, Licensee shall display the following anti-piracy warning in the file attributes, “Properties” or similar summary information screen for each Included Program, which information may be accessed by Authorized Subscribers by accessing the “About” or “Options” information for each Electronically Downloaded or Streamed Included Program: “FBI ANTI-PIRACY WARNING: UNAUTHORIZED COPYING IS PUNISHABLE UNDER FEDERAL LAW.” In addition, if at any time during the Term (i) Licensee implements functionality as part of the Licensed Service that enables the inclusion of an FBI warning or similar anti-piracy message that is played back or otherwise displayed before the start of a movie, and/or (ii) distributes motion pictures that include an FBI warning or similar-anti piracy message that plays back before the start of a movie, then Licensor shall have the option of including an FBI Warning or other anti-piracy message in the same manner with respect to the Included Programs distributed by Licensee hereunder, provided that the content and design of such message shall be reasonably determined by Licensor. If, at any time during the Term, (i) the MPAA issues updated rules or otherwise requires the display of MPAA rating information for digitally-distributed motion pictures in a manner different than the requirements set forth above; and/or (ii) any U.S. governmental body with authority over the implementation of the so-called “FBI Anti-Piracy Warning,” requires that such warning be implemented in a manner different from the manner set forth above, then Licensor shall provide written notice to Licensee of such new requirements and Licensee shall comply with those requirements as a condition of continuing to distribute Included Programs pursuant to this Agreement. In the event Licensee does not promptly comply with updated instructions issued by Licensor pursuant to this section, Licensor shall have the right, but not the obligation, to withdraw the affected Included Program(s) upon written notice to Licensee if Licensor believes that Licensee’s continued distribution in the manner that does not comply with the updated instructions will violate the material terms of any written agreement or other material requirement imposed on Licensor by the MPAA or any governmental body administering the use of such information or warnings, as applicable. Licensee shall display anti-piracy warnings in the same manner and to the same extent (if any) it provides anti-piracy warnings for other Similar Content/Similar Providers. Licensee shall be required to comply with the foregoing only to the extent Licensor requires the same for each of its Other SVOD Distributors. With respect to the MPAA ratings information and antipiracy warnings, Licensee represents and warrants that it shall comply with the governmental rules, regulations and laws applicable to its distribution of the Licensed Services and the Included Programs included therein.

MPAA RATINGS; ANTI-PIRACY WARNINGS. If Licensor CDD provides Licensee, in writing, Amazon with the MPAA rating information about a particular Included Program as part of in the materials delivered hereundermetadata for such Included Program, then Licensee Amazon shall display suchthe such MPAA rating information for each Included Program in the following manner: (i) the MPAA rating, as well as the description of the reasons behind the rating (rating, e.g., “Rated PG-13 for some violence”” (if provided), must be displayed in full on the main product page for such Included Program within each Licensed the Service alongside other basic information for such Included Program such as, by way of example, run time, release date and copyright notice, and such information must be displayed before a subscriber transaction Customer Transaction is initiated; and (ii) once a subscriber transaction Customer Transaction has been completed, each time the Included Program is listed in a menu display of the Authorized SubscriberCustomer’s movie library within a Licensed the Service, the MPAA rating icon must will be displayed next available by clicking to access the main product page or the details for that Included Program title. In addition, the Licensed Services must implement parental controls that allow an Authorized Subscriber with password-protected access to a Licensed Service to restrict users of that account from completing a subscriber transaction for for the Included Programs or viewing Promotional Previews for Included Programs that do not carry a specific MPAA rating (e.g., restrict access to Included Programs that carry in the same manner and to the same extent (if any rating above “G) it provides MPAA ratings for other similar content in the Licensed Service from similar Licensed Service licensors (“Similar Content/Similar Providers”). With respect to all Included Programs distributed by Licensee Amazon pursuant to this Agreement, Licensee Amazon shall display cause an anti-piracy warning to be displayed in connection with each Included Program as follows: (a) in the event that any anti-piracy warning is included in the applicable Source Copy provided by CDD, by not deleting such warning in any encoded file created by Amazon from that Source Copy or (b) in the event that an anti-piracy warning is not included in the applicable Source Copy provided by CDD by either (i) providing a functioning link to the following anti-piracy warning in warning, as may be modified from time to time by mutual written agreement of the file attributesparties (the “Anti-Piracy Warning”), “Properties” or similar summary information screen on the detail page for each Included Program, which information may be accessed by Authorized Subscribers by accessing the “About” Program or “Options” information for each Electronically Downloaded or Streamed Included Program: “FBI ANTI-PIRACY WARNING: UNAUTHORIZED COPYING IS PUNISHABLE UNDER FEDERAL LAW.” In addition, if at any time during the Term (i) Licensee implements functionality as part of the Licensed Service that enables the inclusion of an FBI warning or similar anti-piracy message that is played back or otherwise displayed before the start of a movie, and/or (ii) distributes motion pictures that include an FBI warning or similarincluding the Anti-anti piracy message that plays back before the start of a movie, then Licensor shall have the option of including an FBI Piracy Warning or other anti-piracy message in the same manner with respect Service’s terms of use: “CRIMINAL COPYRIGHT INFRINGEMENT IS THEFT. IT IS INVESTIGATED BY FEDERAL LAW ENFORCEMENT AGENCIES AT THE NATIONAL IPR COORDINATION CENTER INCLUDING HOMELAND SECURITY INVESTIGATIONS AND IS PUNISHABLE BY UP TO 5 YEARS IN PRISON AND A FINE OF $250,000. FOR MORE INFORMATION, PLEASE VISIT xxxx://xxx.xxx.xxx/iprcenter/”. The link to the Included Programs distributed Anti-Piracy Warning will read as follows unless otherwise modified from time to time by Licensee hereunder, provided that mutual agreement of the parties (the “Anti-Piracy Link”): “Studio required notice: content and design of such message shall be reasonably determined is protected by LicensorU.S. copyright law. Learn more.” If, at any time during the Term, (i) the MPAA issues updated rules or otherwise requires the display of MPAA rating information for digitally-distributed motion pictures in a manner different than the requirements set forth in Section 19.1 above; and/or (ii) any U.S. governmental body with authority over the implementation of the so-called “FBI Anti-Piracy Warning,” requires that such warning be implemented in a manner different from the manner set forth in Section 19.2 above, then Licensor CDD shall provide written notice to Licensee Amazon of such new requirements and Licensee Amazon shall comply with those requirements as a condition of continuing to distribute Included Programs pursuant to this Agreement. In the event Licensee Amazon does not promptly comply with updated instructions issued by Licensor CDD pursuant to this sectionSection 19.3 within 30 days of such notice, Licensor shall CDD shall, as its sole and exclusive remedy for such failure to comply, have the right, but not the obligation, to withdraw require Amazon to remove the affected Included Program(s) upon from the Service within five Business Days of written notice to Licensee Amazon if Licensor CDD believes that LicenseeAmazon’s continued distribution in the manner that does not comply with the updated instructions will violate the material terms of any written agreement or other material requirement imposed on Licensor CDD by the MPAA or any governmental body administering the use of such information or warnings, as applicable. Licensee shall display anti-piracy warnings in the same manner and to the same extent (if any) it provides anti-piracy warnings for other Similar Content/Similar Providers. Licensee shall be required to comply with the foregoing only to the extent Licensor requires the same for each of its Other SVOD Distributors. With respect to the MPAA ratings information and antipiracy warnings, Licensee represents and warrants that it shall comply with the governmental rules, regulations and laws applicable to its distribution of the Licensed Services and the Included Programs included therein.