Common use of Seller or Third Party Licensor Inability or Refusal to Negotiate Clause in Contracts

Seller or Third Party Licensor Inability or Refusal to Negotiate. In the event that the seller or third party licensor of potential Acquired Other Content (i) is unable to negotiate with Licensee in connection with the acquisition or license of Broadcast rights in the Territory because such rights are subject to a bona fide, contractual commitment to a third party existing prior to Univision Group having any discussions with such seller or third party licensor in respect of such Acquired Other Content; or (ii) refuses to negotiate with Licensee, then Univision Group may, at any time after notice has been delivered pursuant to Section 2.4(a), obtain any Broadcast rights in and to such Acquired Other Content (other than rights to Broadcast in the Licensed Media during the Term in the Territory) and such Acquired Other Content will not be Licensed Content; provided, however, that Univision Group will not be permitted to enter into an arrangement for any Acquired Other Content with such third party if Univision Group has obtained Broadcast rights in the United States from such third party (or any of its Affiliates) for any Acquired Other Content under this Section 2.4 (excluding only Musical Concerts initially Broadcast live) or any Co-Produced Content from such party (or any of its Affiliates) under Section 2.3 (excluding only Musical Concerts initially Broadcast live) within the immediately preceding twelve (12) months (as measured from the date on which Licensor delivered the notice to Licensee under Section 2.3(a) or 2.4(a), as applicable).

Seller or Third Party Licensor Inability or Refusal to Negotiate. In the event that the seller or third party licensor of potential Acquired Other Content co-producer (i) is unable to negotiate with Licensee in connection with the co-production, acquisition or license of Broadcast rights in the Territory because such rights are subject to a bona fide, fide contractual commitment to a third party existing prior to Univision Group having any discussions with such seller or third party licensor co-producer in respect of such Acquired Other Co-Produced Content; or (ii) refuses to negotiate with Licensee, then Univision Group may, at any time after notice has been delivered to Licensee pursuant to Section 2.4(a2.3(a), obtain any Broadcast rights in and to such Acquired Other Co-Produced Content (other than rights to Broadcast in the Licensed Media during the Term in the Territory) and such Acquired Other Co-Produced Content will shall not be Licensed Content; provided, however, that Univision Group will shall not be permitted to enter into an arrangement for any Acquired Other Co-Produced Content with such a third party co-producer if Univision Group has obtained Broadcast rights in the United States from such third party (or any of its Affiliates) for any Acquired Other Co-Produced Content under this Section 2.4 2.3 (excluding only Musical Concerts initially Broadcast live) or any Co-Produced Acquired Other Content from such party (or any of its Affiliates) under Section 2.3 2.4 (excluding only Musical Concerts initially Broadcast live) within the immediately preceding twelve (12) months (as measured from the date on which Licensor delivered the notice to Licensee under Section 2.3(a) or 2.4(a), as applicable).

Seller or Third Party Licensor Inability or Refusal to Negotiate. In the event that the seller or third party licensor of potential Acquired Other Content (i) is unable to negotiate with Licensee in connection with the acquisition or license of Broadcast rights in the Territory because such rights are subject to a bona fide, contractual commitment to a third party existing prior to Univision Group Grupo Televisa having any discussions with such seller or third party licensor in respect of such Acquired Other Content; or (ii) refuses to negotiate with Licensee, then Univision Group Grupo Televisa may, at any time after notice has been delivered pursuant to Section 2.4(a), obtain any Broadcast rights in and to such Acquired Other Content (other than rights to Broadcast in the Licensed Media during the Term in the Territory) and such Acquired Other Content will not be Licensed Content; provided, however, that Univision Group Grupo Televisa will not be permitted to enter into an arrangement for any Acquired Other Content with such third party if Univision Group Grupo Televisa has obtained Broadcast rights in the United States Mexico from such third party (or any of its Affiliates) for any Acquired Other Content under this Section 2.4 (excluding only Musical Concerts initially Broadcast live) or any Co-Produced Content from such party (or any of its Affiliates) under Section 2.3 (excluding only Musical Concerts initially Broadcast live) within the immediately preceding twelve (12) months (as measured from the date on which Licensor delivered the notice to Licensee under Section 2.3(a) or 2.4(a), as applicable).

Seller or Third Party Licensor Inability or Refusal to Negotiate. In the event that the seller or third party licensor of potential Acquired Other Content co-producer (i) is unable to negotiate with Licensee in connection with the co-production, acquisition or license of Broadcast rights in the Territory because such rights are subject to a bona fide, fide contractual commitment to a third party existing prior to Univision Group Grupo Televisa having any discussions with such seller or third party licensor co-producer in respect of such Acquired Other Co-Produced Content; or (ii) refuses to negotiate with Licensee, then Univision Group Grupo Televisa may, at any time after notice has been delivered to Licensee pursuant to Section 2.4(a2.3(a), obtain any Broadcast rights in and to such Acquired Other Co-Produced Content (other than rights to Broadcast in the Licensed Media during the Term in the Territory) and such Acquired Other Co-Produced Content will shall not be Licensed Content; provided, however, that Univision Group will Grupo Televisa shall not be permitted to enter into an arrangement for any Acquired Other Co-Produced Content with such a third party co-producer if Univision Group Grupo Televisa has obtained Broadcast rights in the United States Mexico from such third party (or any of its Affiliates) for any Acquired Other Co-Produced Content under this Section 2.4 2.3 (excluding only Musical Concerts initially Broadcast live) or any Co-Produced Acquired Other Content from such party (or any of its Affiliates) under Section 2.3 2.4 (excluding only Musical Concerts initially Broadcast live) within the immediately preceding twelve (12) months (as measured from the date on which Licensor delivered the notice to Licensee under Section 2.3(a) or 2.4(a), as applicable).