PROMOTION AND RESEARCH. 7.1 The parties agree to use good faith efforts to issue a joint press release after execution of this agreement subject to written approval by both parties announcing this Agreement within fourteen (14) days of the Effective Date of this Agreement. Wink shall be solely responsible for providing a draft for Programmer's review on a timely basis.
7.2 Wink agrees to provide Programmer with notice within 30 days of new System Operators having enabled their subscribers to receive Programmer's Interactive Wink Programs. Wink further agrees to immediately notify Programmer as to the first day subscribers in Wink's first five (5) cable systems are able to receive Programmer's Interactive Wink Programs.
7.3 Subject to the approvals of 7.4: Wink agrees to promote and feature Programmer's Interactive Wink Programs as prominently as any other programming service in Wink's promotion, advertisements and/or marketing materials (in any and all media), during meetings with cable operators and the press, and during industry trade shows. Wink will also use reasonable efforts to assist Programmer in achieving its marketing objectives in materials prepared by third parties, such as equipment manufacturers, retailers and cable operators. At its election, Programmer shall have the right to promote its participation as a charter Wink programmer to cable operators, and upon written approval to serve as a press reference for Wink during the effective term of the agreement.
7.4 Wink, equipment manufacturers, retailers and System Operators may prepare marketing materials relating to the Interactive Wink Programs and may use Programmer's name, logo and screen shots (collectively, "Programmer's Marks") from the Interactive Wink Programs. Programmer, the Programming Services, Programmer Owned Stations and Other Programmer Affiliates may use and authorize the use of Wink's name, logo and related elements (collectively Wink's Marks") in the production and distribution of Interactive Wink Programs and in advertising and publicity therefor. Each party must submit materials containing the other's Marks to the other party for review and written approval prior to distribution. The other party agrees to use reasonable efforts to respond promptly to such requests for approval, and retains sole discretion over such approvals, if any. Wink hereby acknowledges that Programmer is the sole owner of all right, title and interest in and to the Programmer's Marks and any marks, notices or designations ...
PROMOTION AND RESEARCH. (a) Affiliate shall use reasonable efforts to promote, market and sell the Service to Subscribers and to the general public within the Operating Area of each System. Advertising, promotional, marketing and/or sales materials concerning the Service which are provided to Affiliate by G*A*C shall be used without any alteration, deletion, addition or any other change, unless such changes are approved by G*A*C prior to use by Affiliate.
(b) At G*A*C's request, Affiliate shall provide G*A*C with all available data regarding the marketing and promotion of the Service by Affiliate. Subject to applicable federal, state and local law (including the franchises, if any, pursuant to which the Systems are operated), Affiliate also agrees to render such other assistance to G*A*C as G*A*C may request and which Affiliate may reasonably provide in connection with any marketing test, survey, poll or other research which G*A*C may undertake in connection with the Service. G*A*C shall treat as confidential any names and addresses of Subscribers which G*A*C receives from Affiliate, and shall not utilize any such names or addresses except in connection with such research.
PROMOTION AND RESEARCH. 6.1 Affiliate agrees to promote and market the Wink service to Subscribers within the Operating Area of each Affiliate system in which service is being provided. Advertising, promotional, marketing and/or sales materials concerning the Wink service which are provided to Affiliate by Wink may be used at the discretion of Affiliate.
6.2 Wink may, from time to time, but not more than four (4) times per year, undertake marketing tests and surveys, rating polls and other research in connection with Affiliate, provided, that Wink provides Affiliate with prior written notice. Affiliate shall use best efforts to provide Wink with reasonable assistance in conducting such research with respect to Affiliate's subscribers. Affiliate agrees that Wink and Wink agrees that Affiliate will have access to any and all research regarding the deployment, launch, and usage of Wink service by Affiliate subscribers. Wink agrees to treat as confidential all information about Affiliate and Affiliate's Subscribers obtained by Wink in connection with this Agreement.
PROMOTION AND RESEARCH. (a) Affiliate shall use reasonable efforts to promote, market and sell the Service to Subscribers and to the general public within the Operating Area of each System. Advertising, promotional, marketing and/or sales materials concerning the Service which are provided to Affiliate by PIN shall be used without any alteration, deletion, addition or any other change, unless such changes are approved by PIN prior to use by Affiliate.
(b) At PIN's request, Affiliate shall provide PIN with all available data regarding the marketing and promotion of the Service by Affiliate. Subject to applicable federal, state and local law (including the franchises, if any, pursuant to which the Systems are operated), Affiliate also agrees to render such other assistance to PIN as PIN may request and which Affiliate may reasonably provide in connection with any marketing test, survey, poll or other research which PIN may undertake in connection with the Service. PIN shall treat as confidential any names and addresses of Subscribers which PIN receives from Affiliate, and shall not utilize any such names or addresses except in connection with such research.
PROMOTION AND RESEARCH. 6.1 The parties agree to issue a joint press release announcing this Master Agreement within fourteen (14) days of execution of this Master Agreement. Wink shall provide Affiliate with a draft of this release for review and approval within three (3) business days after the execution of this Master Agreement by both parties.
6.2 Wink may, from time to time, undertake marketing tests and surveys, rating polls and other research in connection with Affiliate or Participating Systems. Wink shall give prior written notice to Affiliate of the nature and scope of each such test, survey, poll or project which applies to or involves Affiliate or a Participating System. Affiliate and a Participating System may, to the extent permissible under applicable law, provide Wink, upon reasonable request from Wink, with reasonable assistance in conducting such research in connection with undertaking such test, survey, poll or project. Wink shall reimburse Affiliate and Participating System for all costs and expenses incurred in connection with rendering such assistance upon demand. Wink shall promptly provide Affiliate with the results of all such tests, surveys, polls and projects. The results of all such tests, surveys, polls and projects shall be Confidential Information, shall be in an aggregate form only, and shall not identify any subscriber, cable television system or cable television operator. Affiliate and Participating Systems agree that Wink will have access to any and all research in an aggregate and anonymous form regarding the deployment, launch, and usage of the Interactive Wink Programs service by Wink STB Subscribers that is created or paid for by Affiliate or Participating Systems. Such research shall be Confidential Information as defined in Section 12 hereof. ------------- * Confidential treatment has been requested with respect to certain portions of this exhibit pursuant to a request for confidential treatment filed with the Securities and Exchange Commission. Omitted portions have been filed with the Commission. Proprietary and Confidential Execution Copy
PROMOTION AND RESEARCH. 6.1 The parties agree to issue a joint and mutually agreeable press release announcing this Master Agreement promptly after the Effective Date, and in any event within 30 days of the Effective Date. Wink shall provide DIRECTV with a draft of this release for review and approval within three (3) business days of the last party's execution of the Master Agreement. The parties agree that such press release shall include a specific statement regarding the expected volume of Wink-enabled DIRECTV System Receivers to be shipped during the Term (e.g., a minimum of one million units) and the expected Measurement Date (e.g., June 1999). DIRECTV agrees to sponsor an event for the press at the announcement of the Master Agreement, the incremental cost of which shall be shared equally by the parties, subject to Wink's prior approval of such incremental costs. If the event is held at the Winter Consumer Electronics Show in January of 1999, DIRECTV agrees to fully fund such event. Wink agrees to provide all necessary support for the development of mutually agreed upon sample Interactive Wink Programs for such event, including, without limitation, adequate training of DIRECTV personnel and adequate Wink-employee staffing for demonstrations at the Winter Consumer Electronics Show.
PROMOTION AND RESEARCH. (a) Affiliate shall use reasonable efforts to promote, market and sell the Service to Subscribers and to the general public within the Operating Area of each System. Advertising, promotional, marketing and/or sales materials concerning the Service which are provided to Affiliate by JIN shall be used without any alteration, deletion, addition or any other change, unless such changes are approved by JIN prior to use by Affiliate.
(b) At JIN's request, Affiliate shall provide JIN with all available data regarding the marketing and promotion of the Service by Affiliate. Subject to applicable federal, state and local law (including the franchises, if any, pursuant to which the Systems are operated), Affiliate also agrees to render such other assistance to JIN as JIN may request and which Affiliate may reasonably provide in connection with any marketing test, survey, poll or other research which JIN may undertake in connection with the Service. JIN shall treat as confidential any names and addresses of Subscribers which JIN receives from Affiliate, and shall not utilize any such names or addresses except in connection with such research.
PROMOTION AND RESEARCH. 6.1 Wink and CE Manufacturer shall participate in public relations programs, starting with an initial announcement of the relationship between the two companies. Timing and content of that announcement shall be mutually agreed upon in writing by the parties. The joint press announcement shall occur no later than 2 weeks from the date of executing this Agreement.
6.2 CE Manufacturer agrees to promote and market the Wink feature to CE Manufacturer customers, retailers and to the general public within the United States. CE Manufacturer shall create and produce Wink related marketing support materials and provide advertising support subject to Wink's reasonable creative approval, of which approval will not be unreasonably withheld. Wink shall provide reasonable marketing support for Combined Products in conjunction with CE Manufacturer's marketing efforts for Combined Products. Wink shall have a minimum of twenty (20) national programmers broadcasting Wink enhanced programming by December 31, 1998. Wink shall use reasonable efforts to work with its programming partners to deliver Wink related program promotions to subscribers and to the general public within the United States.
6.3 CE Manufacturer is hereby granted the right to and shall place the Wink logo on all Combined Products on the front panel and on the remote control in clearly visible letters, no smaller than one-quarter inch in height. (Samples of the Wink logo are displayed in Exhibit B).
6.4 Wink may, from time to time, undertake marketing tests and surveys, rating polls and other research in connection with CE Manufacturer. CE Manufacturer shall provide Wink with reasonable assistance in conducting such research with respect to CE Manufacturer's customers. CE Manufacturer agrees that Wink will have reasonable access to any and all research regarding the deployment, launch, and usage of Wink service by CE Manufacturer customers.
PROMOTION AND RESEARCH. 6.1 Programmer acknowledges Wink's intent to issue a press release announcing this Agreement within 30 days of the Effective Date. This press release shall be subject to Programmer's prior written approval. Programmer agrees to use reasonable efforts to provide quotes from an executive of Programmer or The Walt Xxxney Company for such press release.
6.2 Wink agrees to provide Programmer with notice within 30 days of new System Operators having enabled their subscribers to receive Programmer's Interactive Wink Programs. Wink further agrees to immediately notify Programmer as to the first day subscribers in Wink's first five (5) cable systems are able to receive Programmer's Interactive Wink Programs.
6.3 Wink agrees to, if requested and approved by Programmer, promote and feature Programmer's Interactive Wink Programs as prominently as any other programming service in Wink's marketing literature, during meetings with cable operators and the press, and during industry trade shows. Wink will also use reasonable efforts to assist Programmer in achieving its marketing objectives in materials prepared by third parties, such as equipment manufacturers, retailers and cable operators. Programmer agrees to advise Programmer Owned Stations and Other Programmer Affiliates of its use of the Wink Software and the availability to them of preferred terms for licensing Wink Software within sixty (60) days of the Effective Date.
PROMOTION AND RESEARCH. 6.1 Affiliate agrees to promote and market the Wink service to Subscribers within the Operating Area of each launched system. Advertising, promotional, marketing and/or sales materials concerning the Wink service which are provided to Affiliate by Wink may be used at the discretion of Affiliate.
6.2 Wink may, from time to time, undertake marketing tests and surveys, rating polls and other research in connection with Affiliate's use of Wink's product provided that such activities do not interfere or compete with Affiliate's operations. Affiliate shall provide Wink with reasonable assistance in conducting such research with respect to Affiliate's subscribers. Affiliate agrees that Wink will have access to any and all research performed to gauge the deployment and launch of Wink's services and the usage of Wink's services by Affiliate's subscribers. Wink shall not disclose to any third party any information deemed by Affiliate to be proprietary and confidential. Such obligation not to disclose to any third party any and all proprietary and confidential information shall survive the expiration of this Agreement and shall continue until Affiliate notifies Wink otherwise. Information regarding the aggregate usage of Wink's services and information required for Wink-related transaction processing shall not be deemed proprietary and confidential.
