Common use of Scope of Rights Clause in Contracts

Scope of Rights. This Agreement is for the exclusive, perpetual and worldwide grant of all rights, title and interest (now known or hereafter devised) in and to the Play (collectively, the “Rights”), excepting only those rights specifically reserved to the Owner pursuant to Section 7 below and subject to the payment of any additional Purchase Price(s) and other fees, if any, as described in Sections 4.3 through 4.3.12 and 5 through 5.8 below, as applicable, and further subject to the terms, conditions and restrictions set forth in the Live Stage Rights Agreement (“LSR Agreement”). The Rights shall include without limitation: (i) all theatrical and television motion picture rights, television rights, new media rights and all allied and subsidiary rights in and to the Play including the rights to develop, produce, adapt, write, make, record, copyright, distribute, publish, broadcast, reproduce, transmit, perform, rent, lease, exploit and generally deal in and with any written, motion picture, television, new media or other property developed from or based on all or any proprietary part or element of the Play (each a “Property”), and all allied and subsidiary rights therein and thereto, the television and new media rights shall include, without limitation, those in scripted and unscripted television formats whether in traditional linear, long or short form, distributed by any or all forms of television and/or new media distribution now known or hereafter devised (including without limitation commercially sponsored, sustaining and subscription television, free television, pay-TV, cable, pay-cable, MDS, LPTV, satellite, broadcast, VOD, SVOD, streaming) whether distributed in a traditional manner or by a station, site, network or service that broadcasts digitally and/or via the Internet through any platform, console, mobile device, interface or technology now known or hereafter devised; (ii) all forms of home entertainment rights, including but not limited to video cassettes, discs, CD-ROM, DVD, Blu-ray, digital or electronic and other non-physical downloads, copies and streams, all other audiovisual media now known or hereafter devised including without limitation interactive media and all computer driven, digital, electronic or optical media now known or hereafter devised with respect to any Property; (iii) the sequel, prequel, remake and spinoff rights associated with any Property created hereunder and all advertising and promotion rights (including use of portions of the Play not to exceed 7,500 words in each instance of advertising and/or promotion) associated with any Properties (and including the right to make and broadcast trailers in association with any such advertising or promotion of a Property); (iv) all merchandising, commercial tie-in, novelization, soundtrack, prerecorded radio, audio-recording, music publication and exploitation rights with respect to any Properties, and the right to use Owner’s names, approved likenesses and approved biographies in connection with the exploitation of all Properties and Rights (but not as an endorsement of any product or service) and all other rights customarily contained in motion picture/television/audio-visual media and other intellectual property rights option and purchase agreements. 3.1. The term “Play” as used herein, shall include, without limitation, the Play’s book (i.e., libretto) and underlying score, lyrics and all musical compositions and elements contained therein, all characters and original storylines, fictitious locations, concepts and titles, fictitious places and all other original elements contained therein. 3.2. The definition of “Property” as used herein shall include any and all literary properties (story, novel, drama, script or otherwise) of, created from or based on the Play or any element thereof including but not limited to those written before or after the Play and those written by Owner or by a successor in interest of Owner, using one or more of the characters or compositions appearing in the Play, participating in different events from those found in the Play, and whose plot is substantially different from that of the Play (each a “Sequel”). Owner agrees not to exercise, or permit any other person to MUSICAL OPTION & PURCH. AGREEMENT – OPENING NIGHT ENTERPRISES, LLC/THE KING’S CRITIQUE 4 exercise, any other rights (including but not limited to motion picture, television, new media or allied rights) of any kind in or to any author-written Sequel. 3.3. Without limitation to the foregoing definition of Rights, the “Rights” as used herein shall specifically include: 3.3.1. For any motion picture, television, new media or other audio visual Property created hereunder, the right to record and reproduce in synchronization therewith, spoken words, lyrics, singing, sound effects and musical compositions and accompaniments, whether or not included in the Play, sung and/or performed by the performers of the Property or otherwise; 3.3.2. The exhibition, broadcast, reproduction, performance, rental, lease and other distribution and exploitation rights hereunder with respect to any Property, shall include and mean such rights by means of any technology, media, medium and means now known or hereafter devised in and to any place and venue throughout the universe by any method now known or hereafter devised; 3.3.3. The right to use all or any part of the Play and any of the characters, plots, themes and/or ideas contained therein, and the title of the Play and any title or subtitle of any component of the Play, and to use said titles or subtitles for and/or in connection with any Property or other version of adaptation created hereunder, whether the same is based on or adapted from the Play and/or as the title of any musical composition contained in any such Property or other version or adaptation created hereunder. 3.3.4. The right to broadcast the Play and any Property by sound (as distinguished from visually) by radio, such as (i) exercise its radio rights for advertising and exploitation purposes by living actors or otherwise, by using excerpts from or condensations of the Play or any Property produced hereunder; and (ii) to broadcast any Property produced hereunder by radio; 3.3.5. All so-called “Rental and Lending Right(s)” pursuant to any European Union (“EU”) or European Economic Community (“EEC”) directives, treaties, statutes and/or enabling or implementing legislation, laws or regulations enacted by any member of the EU or EEC and/or similar such rights, laws and/or legislation in any other territory or jurisdiction; 3.3.6. All rights necessary to make and exploit the Play as part of the contemplated Series. This shall include, inter alia, the rights to rehearse and perform all and/or parts of the Play with such actors, dancers, singers, instrumentalists and others as Production Company may see fit, appearing in person in the immediate presence of the audience, whether on the spoken stage or in-studio or otherwise before a live audience or not, including to the extent that such rehearsals and performances engender the exercise of so-called “grand rights,” and to record the same and to record all practices, rehearsals and direction thereof for inclusion or potential inclusion in the Series; to provide instruction to Owner and make suggestions and changes to the Play and each of its underlying elements; to broadcast and otherwise exploit the rehearsal and performances and recordings thereof by means of any media; to create stages and sets and costumes for those rehearsing and performing the Play and parts thereof; to create Series Albums, and the rights to sell and otherwise exploit the same subject to the terms of Sections 5 and 5.1.4. below; 3.3.7. The rights to create, prepare, write, publish, display, create and distribute copies of, make derivative works from and otherwise exploit in any media now known or hereafter devised, MUSICAL OPTION & PURCH. AGREEMENT – OPENING NIGHT ENTERPRISES, LLC/THE KING’S CRITIQUE 5 novels and books (including e-books and the like) and other writings of, based on, or adapted from the Play; 3.3.8. The non-exclusive rights to produce, record, perform publicly by means of any and all media now known or hereafter devised, create and distribute copies of, make derivative works from and otherwise exploit sound recordings of and/or containing one or more or parts of one or more Composition(s) in connection with and/or separately and apart from the Series and/or any other Property; 3.3.9. The rights to create, sell and exploit various forms of merchandise based on or inspired by all or any element of the Play, including without limitation toys, games, graphic novels, video and online and mobile games and applications, clothing and apparel, food products and packaging, and any other such typical “merchandise” applications now known or hereafter devised, whether or not in connection with any Property or other exploitation of the Rights except and subject to any express restrictions and/or other conditions set forth herein and/or in the LSR Agreement, as applicable; 3.3.10. Subject to the terms, conditions and restrictions set forth in the LSR Agreement, the rights to perform the Play on the live stage before a paying or non-paying audience. 3.4. All rights, licenses, privileges and property herein granted to Production Company shall be cumulative and Production Company may exercise or use any or all said rights, licenses, privileges and/or properties simultaneously with or in connection with or separately and apart from the exercise of any other of said rights, licenses, privileges and properties, subject to Sections 4.3 through 4.3.12 and 5 through 5.8 of this Agreement. If Owner from now on makes or publishes or permits to be made or published any revision, adaptation, translation or dramatization or other versions of the Play, then Production Company shall have and Owner hereby grants to Production Company without payment therefore all of the same rights therein as are herein granted Production Company. 4. Terms of Purchase and Exploitation of Certain Rights: Without limitation to any of the foregoing definitions of “Rights” hereunder, the “Rights”, shall include, without limitation, the authority to make use of the Play in the manners and on the terms contemplated in Sections 4.1 and 4.2 below. Without limitation to the foregoing or any other provision of this Agreement and subject to the restrictions set forth herein and in the LSR Agreement (as defined below), upon effecting Purchase, Production Company shall have secured all Rights in and to the Play, however, in order to exploit certain Rights, Production Company, its heirs, licensees and/or assigns, shall be required to pay additional Purchase Prices (as defined below) and other fees as described herein and in the LSR Agreement. 4.1.

Scope of Rights. This Agreement is for the exclusive, perpetual and worldwide grant of all rights, title and interest (now known or hereafter devised) in and to the Play (collectively, the “Rights”), excepting only those rights specifically reserved to the Owner pursuant to Section 7 below and subject to the payment of any additional Purchase Price(s) and other fees, if any, as described in Sections 4.3 through 4.3.12 and 5 through 5.8 below, as applicable, and further subject to the terms, conditions and restrictions set forth in the Live Stage Rights Agreement (“LSR Agreement”). The Rights shall include without limitation: (i) all theatrical and television motion picture rights, television rights, new media rights and all allied and subsidiary rights in and to the Play including the rights to develop, produce, adapt, write, make, record, copyright, distribute, publish, broadcast, reproduce, transmit, perform, rent, lease, exploit and generally deal in and with any written, motion picture, television, new media or other property developed from or based on all or any proprietary part or element of the Play (each a “Property”), and all allied and subsidiary rights therein and thereto, the television and new media rights shall include, without limitation, those in scripted and unscripted television formats whether in traditional linear, long or short form, distributed by any or all forms of television and/or new media distribution now known or hereafter devised (including without limitation commercially sponsored, sustaining and subscription television, free television, pay-TV, cable, pay-cable, MDS, LPTV, satellite, broadcast, VOD, SVOD, streaming) whether distributed in a traditional manner or by a station, site, network or service that broadcasts digitally and/or via the Internet through any platform, console, mobile device, interface or technology now known or hereafter devised; (ii) all forms of home entertainment rights, including but not limited to video cassettes, discs, CD-ROM, DVD, Blu-ray, digital or electronic and other non-physical downloads, copies and streams, all other audiovisual media now known or hereafter devised including without limitation interactive media and all computer driven, digital, electronic or optical media now known or hereafter devised with respect to any Property; (iii) the sequel, prequel, remake and spinoff rights associated with any Property created hereunder and all advertising and promotion rights (including use of portions of the Play not to exceed 7,500 words in each instance of advertising and/or promotion) associated with any Properties (and including the right to make and broadcast trailers in association with any such advertising or promotion of a Property); (iv) all merchandising, commercial tie-in, novelization, soundtrack, prerecorded radio, audio-recording, music publication and exploitation rights with respect to any Properties, and the right to use Owner’s names, approved likenesses and approved biographies in connection with the exploitation of all Properties and Rights (but not as an endorsement of any product or service) and all other rights customarily contained in motion picture/television/audio-visual media and other intellectual property rights option and purchase agreements. 3.1. The term “Play” as used herein, shall include, without limitation, the Play’s book (i.e., libretto) and underlying score, lyrics and all musical compositions and elements contained therein, all characters and original storylines, fictitious locations, concepts and titles, fictitious places and all other original elements contained therein. 3.2. The definition of “Property” as used herein shall include any and all literary properties (story, novel, drama, script or otherwise) of, created from or based on the Play or any element thereof including but not limited to those written before or after the Play and those written by Owner or by a successor in interest of Owner, using one or more of the characters or compositions appearing in the Play, participating in different events from those found in the Play, and whose plot is substantially different from that of the Play (each a “Sequel”). Owner agrees not to exercise, or permit any other person to MUSICAL OPTION & PURCH. AGREEMENT – OPENING NIGHT ENTERPRISES, LLC/THE KING’S CRITIQUE COYOTE 4 exercise, any other rights (including but not limited to motion picture, television, new media or allied rights) of any kind in or to any author-written Sequel. 3.3. Without limitation to the foregoing definition of Rights, the “Rights” as used herein shall specifically include: 3.3.1. For any motion picture, television, new media or other audio visual Property created hereunder, the right to record and reproduce in synchronization therewith, spoken words, lyrics, singing, sound effects and musical compositions and accompaniments, whether or not included in the Play, sung and/or performed by the performers of the Property or otherwise; 3.3.2. The exhibition, broadcast, reproduction, performance, rental, lease and other distribution and exploitation rights hereunder with respect to any Property, shall include and mean such rights by means of any technology, media, medium and means now known or hereafter devised in and to any place and venue throughout the universe by any method now known or hereafter devised; 3.3.3. The right to use all or any part of the Play and any of the characters, plots, themes and/or ideas contained therein, and the title of the Play and any title or subtitle of any component of the Play, and to use said titles or subtitles for and/or in connection with any Property or other version of adaptation created hereunder, whether the same is based on or adapted from the Play and/or as the title of any musical composition contained in any such Property or other version or adaptation created hereunder. 3.3.4. The right to broadcast the Play and any Property by sound (as distinguished from visually) by radio, such as (i) exercise its radio rights for advertising and exploitation purposes by living actors or otherwise, by using excerpts from or condensations of the Play or any Property produced hereunder; and (ii) to broadcast any Property produced hereunder by radio; 3.3.5. All so-called “Rental and Lending Right(s)” pursuant to any European Union (“EU”) or European Economic Community (“EEC”) directives, treaties, statutes and/or enabling or implementing legislation, laws or regulations enacted by any member of the EU or EEC and/or similar such rights, laws and/or legislation in any other territory or jurisdiction; 3.3.6. All rights necessary to make and exploit the Play as part of the contemplated Series. This shall include, inter alia, the rights to rehearse and perform all and/or parts of the Play with such actors, dancers, singers, instrumentalists and others as Production Company may see fit, appearing in person in the immediate presence of the audience, whether on the spoken stage or in-studio or otherwise before a live audience or not, including to the extent that such rehearsals and performances engender the exercise of so-called “grand rights,” and to record the same and to record all practices, rehearsals and direction thereof for inclusion or potential inclusion in the Series; to provide instruction to Owner and make suggestions and changes to the Play and each of its underlying elements; to broadcast and otherwise exploit the rehearsal and performances and recordings thereof by means of any media; to create stages and sets and costumes for those rehearsing and performing the Play and parts thereof; to create Series Albums, and the rights to sell and otherwise exploit the same subject to the terms of Sections 5 and 5.1.4. below; 3.3.7. The rights to create, prepare, write, publish, display, create and distribute copies of, make derivative works from and otherwise exploit in any media now known or hereafter devised, MUSICAL OPTION & PURCH. AGREEMENT – OPENING NIGHT ENTERPRISES, LLC/THE KING’S CRITIQUE COYOTE 5 novels and books (including e-books and the like) and other writings of, based on, or adapted from the Play; 3.3.8. The non-exclusive rights to produce, record, perform publicly by means of any and all media now known or hereafter devised, create and distribute copies of, make derivative works from and otherwise exploit sound recordings of and/or containing one or more or parts of one or more Composition(s) in connection with and/or separately and apart from the Series and/or any other Property; 3.3.9. The rights to create, sell and exploit various forms of merchandise based on or inspired by all or any element of the Play, including without limitation toys, games, graphic novels, video and online and mobile games and applications, clothing and apparel, food products and packaging, and any other such typical “merchandise” applications now known or hereafter devised, whether or not in connection with any Property or other exploitation of the Rights except and subject to any express restrictions and/or other conditions set forth herein and/or in the LSR Agreement, as applicable; 3.3.10. Subject to the terms, conditions and restrictions set forth in the LSR Agreement, the rights to perform the Play on the live stage before a paying or non-paying audience. 3.4. All rights, licenses, privileges and property herein granted to Production Company shall be cumulative and Production Company may exercise or use any or all said rights, licenses, privileges and/or properties simultaneously with or in connection with or separately and apart from the exercise of any other of said rights, licenses, privileges and properties, subject to Sections 4.3 through 4.3.12 and 5 through 5.8 of this Agreement. If Owner from now on makes or publishes or permits to be made or published any revision, adaptation, translation or dramatization or other versions of the Play, then Production Company shall have and Owner hereby grants to Production Company without payment therefore all of the same rights therein as are herein granted Production Company. 4. Terms of Purchase and Exploitation of Certain Rights: Without limitation to any of the foregoing definitions of “Rights” hereunder, the “Rights”, shall include, without limitation, the authority to make use of the Play in the manners and on the terms contemplated in Sections 4.1 and 4.2 below. Without limitation to the foregoing or any other provision of this Agreement and subject to the restrictions set forth herein and in the LSR Agreement (as defined below), upon effecting Purchase, Production Company shall have secured all Rights in and to the Play, however, in order to exploit certain Rights, Production Company, its heirs, licensees and/or assigns, shall be required to pay additional Purchase Prices (as defined below) and other fees as described herein and in the LSR Agreement. 4.1.

Scope of Rights. This Agreement is for the exclusive, perpetual and worldwide grant of all rights, title and interest (now known or hereafter devised) in and to the Play (collectively, the “Rights”), excepting only those rights specifically reserved to the Owner pursuant to Section 7 below and subject to the payment of any additional Purchase Price(s) and other fees, if any, as described in Sections 4.3 through 4.3.12 and 5 through 5.8 below, as applicable, and further subject to the terms, conditions and restrictions set forth in the Live Stage Rights Agreement (“LSR Agreement”). The Rights shall include without limitation: (i) all theatrical and television motion picture rights, television rights, new media rights and all allied and subsidiary rights in and to the Play including the rights to develop, produce, adapt, write, make, record, copyright, distribute, publish, broadcast, reproduce, transmit, perform, rent, lease, exploit and generally deal in and with any written, motion picture, television, new media or other property developed from or based on all or any proprietary part or element of the Play (each a “Property”), and all allied and subsidiary rights therein and thereto, the television and new media rights shall include, without limitation, those in scripted and unscripted television formats whether in traditional linear, long or short form, distributed by any or all forms of television and/or new media distribution now known or hereafter devised (including without limitation commercially sponsored, sustaining and subscription television, free television, pay-TV, cable, pay-cable, MDS, LPTV, satellite, broadcast, VOD, SVOD, streaming) whether distributed in a traditional manner or by a station, site, network or service that broadcasts digitally and/or via the Internet through any platform, console, mobile device, interface or technology now known or hereafter devised; (ii) all forms of home entertainment rights, including but not limited to video cassettes, discs, CD-ROM, DVD, Blu-ray, digital or electronic and other non-physical downloads, copies and streams, all other audiovisual media now known or hereafter devised including without limitation interactive media and all computer driven, digital, electronic or optical media now known or hereafter devised with respect to any Property; (iii) the sequel, prequel, remake and spinoff rights associated with any Property created hereunder and all advertising and promotion rights (including use of portions of the Play not to exceed 7,500 words in each instance of advertising and/or promotion) associated with any Properties (and including the right to make and broadcast trailers in association with any such advertising or promotion of a Property); (iv) all merchandising, commercial tie-in, novelization, soundtrack, prerecorded radio, audio-recording, music publication and exploitation rights with respect to any Properties, and the right to use Owner’s names, approved likenesses and approved biographies in connection with the exploitation of all Properties and Rights (but not as an endorsement of any product or service) and all other rights customarily contained in motion picture/television/audio-visual media and other intellectual property rights option and purchase agreements. 3.1. The term “Play” as used herein, shall include, without limitation, the Play’s book (i.e., libretto) and underlying score, lyrics and all musical compositions and elements contained therein, all characters and original storylines, fictitious locations, concepts and titles, fictitious places and all other original elements contained therein. 3.2. The definition of “Property” as used herein shall include any and all literary properties (story, novel, drama, script or otherwise) of, created from or based on the Play or any element thereof including but not limited to those written before or after the Play and those written by Owner or by a successor in interest of Owner, using one or more of the characters or compositions appearing in the Play, MUSICAL OPTION & PURCH. AGREEMENT – OPENING NIGHT ENTERPRISES, LLC/O’DANIEL, MANZAY, MXXXXX/ONCE UPON A RHYME 4 participating in different events from those found in the Play, and whose plot is substantially different from that of the Play (each a “Sequel”). Owner agrees not to exercise, or permit any other person to MUSICAL OPTION & PURCH. AGREEMENT – OPENING NIGHT ENTERPRISES, LLC/THE KING’S CRITIQUE 4 exercise, any other rights (including but not limited to motion picture, television, new media or allied rights) of any kind in or to any author-written Sequel. 3.3. Without limitation to the foregoing definition of Rights, the “Rights” as used herein shall specifically include: 3.3.1. For any motion picture, television, new media or other audio visual Property created hereunder, the right to record and reproduce in synchronization therewith, spoken words, lyrics, singing, sound effects and musical compositions and accompaniments, whether or not included in the Play, sung and/or performed by the performers of the Property or otherwise; 3.3.2. The exhibition, broadcast, reproduction, performance, rental, lease and other distribution and exploitation rights hereunder with respect to any Property, shall include and mean such rights by means of any technology, media, medium and means now known or hereafter devised in and to any place and venue throughout the universe by any method now known or hereafter devised; 3.3.3. The right to use all or any part of the Play and any of the characters, plots, themes and/or ideas contained therein, and the title of the Play and any title or subtitle of any component of the Play, and to use said titles or subtitles for and/or in connection with any Property or other version of adaptation created hereunder, whether the same is based on or adapted from the Play and/or as the title of any musical composition contained in any such Property or other version or adaptation created hereunder. 3.3.4. The right to broadcast the Play and any Property by sound (as distinguished from visually) by radio, such as (i) exercise its radio rights for advertising and exploitation purposes by living actors or otherwise, by using excerpts from or condensations of the Play or any Property produced hereunder; and (ii) to broadcast any Property produced hereunder by radio; 3.3.5. All so-called “Rental and Lending Right(s)” pursuant to any European Union (“EU”) or European Economic Community (“EEC”) directives, treaties, statutes and/or enabling or implementing legislation, laws or regulations enacted by any member of the EU or EEC and/or similar such rights, laws and/or legislation in any other territory or jurisdiction; 3.3.6. All rights necessary to make and exploit the Play as part of the contemplated Series. This shall include, inter alia, the rights to rehearse and perform all and/or parts of the Play with such actors, dancers, singers, instrumentalists and others as Production Company may see fit, appearing in person in the immediate presence of the audience, whether on the spoken stage or in-studio or otherwise before a live audience or not, including to the extent that such rehearsals and performances engender the exercise of so-called “grand rights,” and to record the same and to record all practices, rehearsals and direction thereof for inclusion or potential inclusion in the Series; to provide instruction to Owner and make suggestions and changes to the Play and each of its underlying elements; to broadcast and otherwise exploit the rehearsal and performances and recordings thereof by means of any media; to create stages and sets and costumes for those rehearsing and performing the Play and parts thereof; to create Series Albums, and the rights to sell and otherwise exploit the same subject to the terms of Sections 5 and 5.1.4. below; MUSICAL OPTION & PURCH. AGREEMENT – OPENING NIGHT ENTERPRISES, LLC/O’DANIEL, MANZAY, MXXXXX/ONCE UPON A RHYME 5 3.3.7. The rights to create, prepare, write, publish, display, create and distribute copies of, make derivative works from and otherwise exploit in any media now known or hereafter devised, MUSICAL OPTION & PURCH. AGREEMENT – OPENING NIGHT ENTERPRISES, LLC/THE KING’S CRITIQUE 5 novels and books (including e-books and the like) and other writings of, based on, or adapted from the Play; 3.3.8. The non-exclusive rights to produce, record, perform publicly by means of any and all media now known or hereafter devised, create and distribute copies of, make derivative works from and otherwise exploit sound recordings of and/or containing one or more or parts of one or more Composition(s) in connection with and/or separately and apart from the Series and/or any other Property; 3.3.9. The rights to create, sell and exploit various forms of merchandise based on or inspired by all or any element of the Play, including without limitation toys, games, graphic novels, video and online and mobile games and applications, clothing and apparel, food products and packaging, and any other such typical “merchandise” applications now known or hereafter devised, whether or not in connection with any Property or other exploitation of the Rights except and subject to any express restrictions and/or other conditions set forth herein and/or in the LSR Agreement, as applicable; 3.3.10. Subject to the terms, conditions and restrictions set forth in the LSR Agreement, the rights to perform the Play on the live stage before a paying or non-paying audience. 3.4. All rights, licenses, privileges and property herein granted to Production Company shall be cumulative and Production Company may exercise or use any or all said rights, licenses, privileges and/or properties simultaneously with or in connection with or separately and apart from the exercise of any other of said rights, licenses, privileges and properties, subject to Sections 4.3 through 4.3.12 and 5 through 5.8 of this Agreement. If Owner from now on makes or publishes or permits to be made or published any revision, adaptation, translation or dramatization or other versions of the Play, then Production Company shall have and Owner hereby grants to Production Company without payment therefore all of the same rights therein as are herein granted Production Company. 4. Terms of Purchase and Exploitation of Certain Rights: Without limitation to any of the foregoing definitions of “Rights” hereunder, the “Rights”, shall include, without limitation, the authority to make use of the Play in the manners and on the terms contemplated in Sections 4.1 and 4.2 below. Without limitation to the foregoing or any other provision of this Agreement and subject to the restrictions set forth herein and in the LSR Agreement (as defined below), upon effecting Purchase, Production Company shall have secured all Rights in and to the Play, however, in order to exploit certain Rights, Production Company, its heirs, licensees and/or assigns, shall be required to pay additional Purchase Prices (as defined below) and other fees as described herein and in the LSR Agreement. 4.1.

Scope of Rights. This Agreement is for the exclusive, perpetual and worldwide grant of all rights, title and interest (now known or hereafter devised) in and to the Play (collectively, the “Rights”), excepting only those rights specifically reserved to the Owner pursuant to Section 7 below and subject to the payment of any additional Purchase Price(s) and other fees, if any, as described in Sections 4.3 through 4.3.12 and 5 through 5.8 below, as applicable, and further subject to the terms, conditions and restrictions set forth in the Live Stage Rights Agreement (“LSR Agreement”). The Rights shall include without limitation: (i) all theatrical and television motion picture rights, television rights, new media rights and all allied and subsidiary rights in and to the Play including the rights to develop, produce, adapt, write, make, record, copyright, distribute, publish, broadcast, reproduce, transmit, perform, rent, lease, exploit and generally deal in and with any written, motion picture, television, new media or other property developed from or based on all or any proprietary part or element of the Play (each a “Property”), and all allied and subsidiary rights therein and thereto, the television and new media rights shall include, without limitation, those in scripted and unscripted television formats whether in traditional linear, long or short form, distributed by any or all forms of television and/or new media distribution now known or hereafter devised (including without limitation commercially sponsored, sustaining and subscription television, free television, pay-TV, cable, pay-cable, MDS, LPTV, satellite, broadcast, VOD, SVOD, streaming) whether distributed in a traditional manner or by a station, site, network or service that broadcasts digitally and/or via the Internet through any platform, console, mobile device, interface or technology now known or hereafter devised; (ii) all forms of home entertainment rights, including but not limited to video cassettes, discs, CD-ROM, DVD, Blu-ray, digital or electronic and other non-physical downloads, copies and streams, all other audiovisual media now known or hereafter devised including without limitation interactive media and all computer driven, digital, electronic or optical media now known or hereafter devised with respect to any Property; (iii) the sequel, prequel, remake and spinoff rights associated with any Property created hereunder and all advertising and promotion rights (including use of portions of the Play not to exceed 7,500 words in each instance of advertising and/or promotion) associated with any Properties (and including the right to make and broadcast trailers in association with any such advertising or promotion of a Property); (iv) all merchandising, commercial tie-in, novelization, soundtrack, prerecorded radio, audio-recording, music publication and exploitation rights with respect to any Properties, and the right to use Owner’s names, approved likenesses and approved biographies in connection with the exploitation of all Properties and Rights (but not as an endorsement of any product or service) and all other rights customarily contained in motion picture/television/audio-visual media and other intellectual property rights option and purchase agreements. 3.1. The term “Play” as used herein, shall include, without limitation, the Play’s book (i.e., libretto) and underlying score, lyrics and all musical compositions and elements contained therein, all characters and original storylines, fictitious locations, concepts and titles, fictitious places and all other original elements contained therein. 3.2. The definition of “Property” as used herein shall include any and all literary properties (story, novel, drama, script or otherwise) of, created from or based on the Play or any element thereof including but not limited to those written before or after the Play and those written by Owner or by a successor in interest of Owner, using one or more of the characters or compositions appearing in the Play, MUSICAL OPTION & PURCH. AGREEMENT – OPENING NIGHT ENTERPRISES, LLC/O’DANIEL, MANZAY, XXXXXX/ONCE UPON A RHYME 4 participating in different events from those found in the Play, and whose plot is substantially different from that of the Play (each a “Sequel”). Owner agrees not to exercise, or permit any other person to MUSICAL OPTION & PURCH. AGREEMENT – OPENING NIGHT ENTERPRISES, LLC/THE KING’S CRITIQUE 4 exercise, any other rights (including but not limited to motion picture, television, new media or allied rights) of any kind in or to any author-written Sequel. 3.3. Without limitation to the foregoing definition of Rights, the “Rights” as used herein shall specifically include: 3.3.1. For any motion picture, television, new media or other audio visual Property created hereunder, the right to record and reproduce in synchronization therewith, spoken words, lyrics, singing, sound effects and musical compositions and accompaniments, whether or not included in the Play, sung and/or performed by the performers of the Property or otherwise; 3.3.2. The exhibition, broadcast, reproduction, performance, rental, lease and other distribution and exploitation rights hereunder with respect to any Property, shall include and mean such rights by means of any technology, media, medium and means now known or hereafter devised in and to any place and venue throughout the universe by any method now known or hereafter devised; 3.3.3. The right to use all or any part of the Play and any of the characters, plots, themes and/or ideas contained therein, and the title of the Play and any title or subtitle of any component of the Play, and to use said titles or subtitles for and/or in connection with any Property or other version of adaptation created hereunder, whether the same is based on or adapted from the Play and/or as the title of any musical composition contained in any such Property or other version or adaptation created hereunder. 3.3.4. The right to broadcast the Play and any Property by sound (as distinguished from visually) by radio, such as (i) exercise its radio rights for advertising and exploitation purposes by living actors or otherwise, by using excerpts from or condensations of the Play or any Property produced hereunder; and (ii) to broadcast any Property produced hereunder by radio; 3.3.5. All so-called “Rental and Lending Right(s)” pursuant to any European Union (“EU”) or European Economic Community (“EEC”) directives, treaties, statutes and/or enabling or implementing legislation, laws or regulations enacted by any member of the EU or EEC and/or similar such rights, laws and/or legislation in any other territory or jurisdiction; 3.3.6. All rights necessary to make and exploit the Play as part of the contemplated Series. This shall include, inter alia, the rights to rehearse and perform all and/or parts of the Play with such actors, dancers, singers, instrumentalists and others as Production Company may see fit, appearing in person in the immediate presence of the audience, whether on the spoken stage or in-studio or otherwise before a live audience or not, including to the extent that such rehearsals and performances engender the exercise of so-called “grand rights,” and to record the same and to record all practices, rehearsals and direction thereof for inclusion or potential inclusion in the Series; to provide instruction to Owner and make suggestions and changes to the Play and each of its underlying elements; to broadcast and otherwise exploit the rehearsal and performances and recordings thereof by means of any media; to create stages and sets and costumes for those rehearsing and performing the Play and parts thereof; to create Series Albums, and the rights to sell and otherwise exploit the same subject to the terms of Sections 5 and 5.1.4. below; MUSICAL OPTION & PURCH. AGREEMENT – OPENING NIGHT ENTERPRISES, LLC/O’DANIEL, MANZAY, XXXXXX/ONCE UPON A RHYME 5 3.3.7. The rights to create, prepare, write, publish, display, create and distribute copies of, make derivative works from and otherwise exploit in any media now known or hereafter devised, MUSICAL OPTION & PURCH. AGREEMENT – OPENING NIGHT ENTERPRISES, LLC/THE KING’S CRITIQUE 5 novels and books (including e-books and the like) and other writings of, based on, or adapted from the Play; 3.3.8. The non-exclusive rights to produce, record, perform publicly by means of any and all media now known or hereafter devised, create and distribute copies of, make derivative works from and otherwise exploit sound recordings of and/or containing one or more or parts of one or more Composition(s) in connection with and/or separately and apart from the Series and/or any other Property; 3.3.9. The rights to create, sell and exploit various forms of merchandise based on or inspired by all or any element of the Play, including without limitation toys, games, graphic novels, video and online and mobile games and applications, clothing and apparel, food products and packaging, and any other such typical “merchandise” applications now known or hereafter devised, whether or not in connection with any Property or other exploitation of the Rights except and subject to any express restrictions and/or other conditions set forth herein and/or in the LSR Agreement, as applicable; 3.3.10. Subject to the terms, conditions and restrictions set forth in the LSR Agreement, the rights to perform the Play on the live stage before a paying or non-paying audience. 3.4. All rights, licenses, privileges and property herein granted to Production Company shall be cumulative and Production Company may exercise or use any or all said rights, licenses, privileges and/or properties simultaneously with or in connection with or separately and apart from the exercise of any other of said rights, licenses, privileges and properties, subject to Sections 4.3 through 4.3.12 and 5 through 5.8 of this Agreement. If Owner from now on makes or publishes or permits to be made or published any revision, adaptation, translation or dramatization or other versions of the Play, then Production Company shall have and Owner hereby grants to Production Company without payment therefore all of the same rights therein as are herein granted Production Company. 4. Terms of Purchase and Exploitation of Certain Rights: Without limitation to any of the foregoing definitions of “Rights” hereunder, the “Rights”, shall include, without limitation, the authority to make use of the Play in the manners and on the terms contemplated in Sections 4.1 and 4.2 below. Without limitation to the foregoing or any other provision of this Agreement and subject to the restrictions set forth herein and in the LSR Agreement (as defined below), upon effecting Purchase, Production Company shall have secured all Rights in and to the Play, however, in order to exploit certain Rights, Production Company, its heirs, licensees and/or assigns, shall be required to pay additional Purchase Prices (as defined below) and other fees as described herein and in the LSR Agreement. 4.1.

Scope of Rights. This Agreement is for the exclusive, perpetual and worldwide grant of all rights, title and interest (now known or hereafter devised) in and to the Play (collectively, the “Rights”), excepting only those rights specifically reserved to the Owner pursuant to Section 7 below and subject to the payment of any additional Purchase Price(s) and other fees, if any, as described in Sections 4.3 through 4.3.12 and 5 through 5.8 below, as applicable, and further subject to the terms, conditions and restrictions set forth in the Live Stage Rights Agreement (“LSR Agreement”). The Rights shall include without limitation: (i) all theatrical and television motion picture rights, television rights, new media rights and all allied and subsidiary rights in and to the Play including the rights to develop, produce, adapt, write, make, record, copyright, distribute, publish, broadcast, reproduce, transmit, perform, rent, lease, exploit and generally deal in and with any written, motion picture, television, new media or other property developed from or based on all or any proprietary part or element of the Play (each a “Property”), and all allied and subsidiary rights therein and thereto, the television and new media rights shall include, without limitation, those in scripted and unscripted television formats whether in traditional linear, long or short form, distributed by any or all forms of television and/or new media distribution now known or hereafter devised (including without limitation commercially sponsored, sustaining and subscription television, free television, pay-TV, cable, pay-cable, MDS, LPTV, satellite, broadcast, VOD, SVOD, streaming) whether distributed in a traditional manner or by a station, site, network or service that broadcasts digitally and/or via the Internet through any platform, console, mobile device, interface or technology now known or hereafter devised; (ii) all forms of home entertainment rights, including but not limited to video cassettes, discs, CD-ROM, DVD, Blu-ray, digital or electronic and other non-physical downloads, copies and streams, all other audiovisual media now known or hereafter devised including without limitation interactive media and all computer driven, digital, electronic or optical media now known or hereafter devised with respect to any Property; (iii) the sequel, prequel, remake and spinoff rights associated with any Property created hereunder and all advertising and promotion rights (including use of portions of the Play not to exceed 7,500 words in each instance of advertising and/or promotion) associated with any Properties (and including the right to make and broadcast trailers in association with any such advertising or promotion of a Property); (iv) all merchandising, commercial tie-in, novelization, soundtrack, prerecorded radio, audio-recording, music publication and exploitation rights with respect to any Properties, and the right to use Owner’s names, approved likenesses and approved biographies in connection with the exploitation of all Properties and Rights (but not as an endorsement of any product or service) and all other rights customarily contained in motion picture/television/audio-visual media and other intellectual property rights option and purchase agreements. 3.1. The term “Play” as used herein, shall include, without limitation, the Play’s book (i.e., libretto) and underlying score, lyrics and all musical compositions and elements contained therein, all characters and original storylines, fictitious locations, concepts and titles, fictitious places and all other original elements contained therein. 3.2. The definition of “Property” as used herein shall include any and all literary properties (story, novel, drama, script or otherwise) of, created from or based on the Play or any element thereof including but not limited to those written before or after the Play and those written by Owner or by a successor in interest of Owner, using one or more of the characters or compositions appearing in the Play, participating in different events from those found in the Play, and whose plot is substantially different from that of the Play (each a “Sequel”). Owner agrees not to exercise, or permit any other person to MUSICAL OPTION & PURCH. AGREEMENT – OPENING NIGHT ENTERPRISES, LLC/THE KING’S CRITIQUE 4 exercise, any other rights (including but not limited to motion picture, television, new media or allied rights) of any kind in or to any author-written Sequel. 3.3. Without limitation to the foregoing definition of Rights, the “Rights” as used herein shall specifically include: MUSICAL OPTION & PURCH. AGREEMENT – OPENING NIGHT ENTERPRISES, LLC/ LEGENDS OF ARAHMA 4 3.3.1. For any motion picture, television, new media or other audio visual Property created hereunder, the right to record and reproduce in synchronization therewith, spoken words, lyrics, singing, sound effects and musical compositions and accompaniments, whether or not included in the Play, sung and/or performed by the performers of the Property or otherwise; 3.3.2. The exhibition, broadcast, reproduction, performance, rental, lease and other distribution and exploitation rights hereunder with respect to any Property, shall include and mean such rights by means of any technology, media, medium and means now known or hereafter devised in and to any place and venue throughout the universe by any method now known or hereafter devised; 3.3.3. The right to use all or any part of the Play and any of the characters, plots, themes and/or ideas contained therein, and the title of the Play and any title or subtitle of any component of the Play, and to use said titles or subtitles for and/or in connection with any Property or other version of adaptation created hereunder, whether the same is based on or adapted from the Play and/or as the title of any musical composition contained in any such Property or other version or adaptation created hereunder. 3.3.4. The right to broadcast the Play and any Property by sound (as distinguished from visually) by radio, such as (i) exercise its radio rights for advertising and exploitation purposes by living actors or otherwise, by using excerpts from or condensations of the Play or any Property produced hereunder; and (ii) to broadcast any Property produced hereunder by radio; 3.3.5. All so-called “Rental and Lending Right(s)” pursuant to any European Union (“EU”) or European Economic Community (“EEC”) directives, treaties, statutes and/or enabling or implementing legislation, laws or regulations enacted by any member of the EU or EEC and/or similar such rights, laws and/or legislation in any other territory or jurisdiction; 3.3.6. All rights necessary to make and exploit the Play as part of the contemplated Series. This shall include, inter alia, the rights to rehearse and perform all and/or parts of the Play with such actors, dancers, singers, instrumentalists and others as Production Company may see fit, appearing in person in the immediate presence of the audience, whether on the spoken stage or in-studio or otherwise before a live audience or not, including to the extent that such rehearsals and performances engender the exercise of so-called “grand rights,” and to record the same and to record all practices, rehearsals and direction thereof for inclusion or potential inclusion in the Series; to provide instruction to Owner and make suggestions and changes to the Play and each of its underlying elements; to broadcast and otherwise exploit the rehearsal and performances and recordings thereof by means of any media; to create stages and sets and costumes for those rehearsing and performing the Play and parts thereof; to create Series Albums, and the rights to sell and otherwise exploit the same subject to the terms of Sections 5 and 5.1.4. below; 3.3.7. The rights to create, prepare, write, publish, display, create and distribute copies of, make derivative works from and otherwise exploit in any media now known or hereafter devised, MUSICAL OPTION & PURCH. AGREEMENT – OPENING NIGHT ENTERPRISES, LLC/THE KING’S CRITIQUE 5 novels and books (including e-books and the like) and other writings of, based on, or adapted from the Play; 3.3.8. The non-exclusive rights to produce, record, perform publicly by means of any and all media now known or hereafter devised, create and distribute copies of, make derivative works from and otherwise exploit sound recordings of and/or containing one or more or parts of one or MUSICAL OPTION & PURCH. AGREEMENT – OPENING NIGHT ENTERPRISES, LLC/ LEGENDS OF ARAHMA 5 more Composition(s) in connection with and/or separately and apart from the Series and/or any other Property; 3.3.9. The rights to create, sell and exploit various forms of merchandise based on or inspired by all or any element of the Play, including without limitation toys, games, graphic novels, video and online and mobile games and applications, clothing and apparel, food products and packaging, and any other such typical “merchandise” applications now known or hereafter devised, whether or not in connection with any Property or other exploitation of the Rights except and subject to any express restrictions and/or other conditions set forth herein and/or in the LSR Agreement, as applicable; 3.3.10. Subject to the terms, conditions and restrictions set forth in the LSR Agreement, the rights to perform the Play on the live stage before a paying or non-paying audience. 3.4. All rights, licenses, privileges and property herein granted to Production Company shall be cumulative and Production Company may exercise or use any or all said rights, licenses, privileges and/or properties simultaneously with or in connection with or separately and apart from the exercise of any other of said rights, licenses, privileges and properties, subject to Sections 4.3 through 4.3.12 and 5 through 5.8 of this Agreement. If Owner from now on makes or publishes or permits to be made or published any revision, adaptation, translation or dramatization or other versions of the Play, then Production Company shall have and Owner hereby grants to Production Company without payment therefore all of the same rights therein as are herein granted Production Company. 4. Terms of Purchase and Exploitation of Certain Rights: Without limitation to any of the foregoing definitions of “Rights” hereunder, the “Rights”, shall include, without limitation, the authority to make use of the Play in the manners and on the terms contemplated in Sections 4.1 and 4.2 below. Without limitation to the foregoing or any other provision of this Agreement and subject to the restrictions set forth herein and in the LSR Agreement (as defined below), upon effecting Purchase, Production Company shall have secured all Rights in and to the Play, however, in order to exploit certain Rights, Production Company, its heirs, licensees and/or assigns, shall be required to pay additional Purchase Prices (as defined below) and other fees as described herein and in the LSR Agreement. 4.1.