Other Owned Teams. If Grupo Televisa sells an Owned Team (other than América) during the Term (and does not continue to license to Licensee the Owned Team Soccer Rights to such Owned Team for the remainder of the Term under the terms of Section 10.1(a) and (c)), Licensor shall, at its election, either: (A) reduce the Royalty percentages set forth in Sections 9.1(a)(i) and 9.1(b)(i)(A) by 0.154% and 0.157%, respectively, on a prospective basis for the remainder of the Term; provided, that if Grupo Televisa acquires an Additional Owned Team subsequent to any such Royalty reduction and licenses to Licensee the Owned Team Soccer Rights for such Additional Owned Team, the Royalty percentages will be re-adjusted to their pre-reduction levels starting in the month in which Home Games of such Additional Owned Team are first Broadcast by Licensee and the Additional Owned Team will thereafter be treated as an Owned Team; or (B) license to Licensee the Soccer Rights for (1) a Non-Owned Team that is generally comparable or superior to such sold Owned Team; provided, that selecting a Non-Owned Team for purposes of this clause (B) that is then being licensed to Licensee pursuant to Section 10.2 shall require the prior written approval of Licensee in its sole discretion; or (2) an Additional Owned Team. No Mexican Soccer Fee under Section 10.2(b)(ii) or other consideration for the Soccer Rights to any such Non-Owned Team other than the Royalty as contemplated by Section 10.1(c) shall be paid by Licensee. For purposes of demotion, such Non-Owned Team shall be governed by Section 10.1(e). Any such Additional Owned Team so licensed to Licensee will thereafter be treated as an Owned Team.
Appears in 3 contracts
Samples: 2011 Program License Agreement (Grupo Televisa, S.A.B.), 2011 Program License Agreement (Univision Holdings, Inc.), 2011 Program License Agreement (Grupo Televisa, S.A.B.)
Other Owned Teams. If Grupo Televisa sells In the event that an Owned Team (other than América) during or a replacement thereof under a previous exercise of Section 10.1(e)(ii)(A) is demoted from the Term First Division for any Non First Division Period, Licensor shall either, at its option:
(and does not continue to A) license to Licensee the Soccer Rights for a Non-Owned Team or Additional Owned Team that is generally comparable or superior to such demoted team (which team may be a team for which Licensor is then licensing Soccer Rights to Licensee pursuant to Section 10.2, in which case such team shall continue to be a Non-Owned Team for or Additional Owned Team but Licensee shall pay only the remainder of Royalty rather than the Term Mexican Soccer Fee under the terms of Section 10.1(a) and (c)10.2(b)(ii), Licensor shall, at its election, either:and this Section 10.1(e) shall thereafter apply to such replacement team); or
(AB) reduce the Royalty percentages set forth in Sections 9.1(a)(i) and 9.1(b)(i)(A) by 0.154% and 0.157%, respectively, on a prospective basis for the remainder duration of the Term; providedNon First Division Period. In either case, that if Grupo Televisa acquires an Additional Owned Team subsequent all rights to any such Royalty reduction and licenses Home Games played by the demoted team licensed to Licensee hereunder shall immediately be suspended for the duration of the Non First Division Period. If the demoted team rises back to the First Division during the Term, all Owned Team Soccer Rights for such Additional Owned Teamthe demoted team shall again be effective and shall automatically and immediately be licensed to Licensee, the Royalty percentages will be re-adjusted to their pre-and any reduction levels starting in the month in which Home Games of such Additional Owned Team are first Broadcast by Licensee and the Additional Owned Team will thereafter be treated as an Owned Team; or
royalty under clause (B) or license to replacement games under clause (A) of this Section 10.1(e)(ii) shall automatically and concurrently be terminated (and if the replacement team was a team for which Licensor was licensing Soccer Rights to Licensee pursuant to Section 10.2 prior to such demotion, Licensor shall again license to Licensee the Soccer Rights for (1) a Non-Owned Team that is generally comparable or superior to such sold Owned Team; provided, that selecting a Non-Owned Team for purposes of this clause (B) that is then being licensed to Licensee team pursuant to Section 10.2 shall require the prior written approval of Licensee in its sole discretion; or (2) an Additional Owned Team. No Mexican Soccer Fee under Section 10.2(b)(ii) or other consideration for the Soccer Rights to any such Non-Owned Team other than the Royalty as contemplated by Section 10.1(c) shall be paid by Licensee. For purposes of demotion, such Non-Owned Team shall be governed by Section 10.1(e10.2). Any such Additional Owned Team so licensed to Licensee will thereafter be treated as an Owned Team.
Appears in 3 contracts
Samples: 2011 Program License Agreement (Grupo Televisa, S.A.B.), 2011 Program License Agreement (Univision Holdings, Inc.), 2011 Program License Agreement (Grupo Televisa, S.A.B.)