SeaChange System Sample Clauses

SeaChange System. The parties acknowledge that the basic configuration ---------------- of the SeaChange System consists of two SeaChange digital servers to be utilized by 4MC in providing the New Services, such that some Program Channels (as hereinafter defined) of the first (primary) server shall be protected by a Program Channel of the second (back-up) server (the "SeaChange System"). If, as of June 30, 1999 (the "SeaChange Compliance Date"), the SeaChange System does not substantially comply with the performance requirements as set forth in Exhibit D (as determined by TVN in its sole discretion) and 4MC and TVN have developed a mutually acceptable specification for an "Alternate Server System" as of the SeaChange Compliance Date, TVN may reject the SeaChange System and accept the Alternate Server System in place of the SeaChange System. 4MC estimates that the cost of the Alternate Server System may exceed Six Million Dollars ($6,000,000), which cost (a) will be covered by, and subject to the limitations of, 4MC's Fifteen Million Dollar ($15,000,000) maximum Equipment Expenditure commitment, (b) will replace the cost of the SeaChange System as a line item in the Equipment Budget, and (c) will result in an increase in the Monthly Fee as calculated in accordance with Section 8.2. 4MC further estimates that the implementation period for the Alternate Server System may exceed eight (8) months from the SeaChange Compliance Date, and the Actual Commencement Date may be delayed as a result thereof. Further, pursuant to a purchase agreement between 4MC and SeaChange dated April 10, 0000 (xxx "Xxxxxxxx Xxxxxxxxx"), 0XX has incurred approximately Two Million Seventy Thousand Four Hundred Fifty Four Dollars and Thirty Five Cents ($2,070,454.35) in connection with the purchase, installation and implementation of the SeaChange System and, if such system is rejected and SeaChange fails to refund such sum to 4MC, TVN shall reimburse 4MC, no later than August 1, 1999, for fifty percent (50%) of the amount of any uncollected refund of such sum. One-half of any additional refund received by 4MC from SeaChange shall be paid to TVN as and when received. TVN shall also share equally with 4MC all additional charges actually incurred and required to be paid by 4MC to SeaChange for cancellation of the Purchase Agreement between 4MC and SeaChange. 6 New Services, Facility, Personnel and Equipment -----------------------------------------------
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Related to SeaChange System

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