Common use of Suspension Notice Clause in Contracts

Suspension Notice. Licensee shall notify Licensor immediately upon Upon learning of the occurrence of any Security Breach or Territorial Breach, andLicensee shall provide Licensor with specific information describing the nature and extent of such occurrence.; provided, that any inadvertent failure to so provide shall not be a breach of this Agreement. Licensor shall have the right to suspend the availability (“Suspension”) of itsall (but not some) of the affected Included Programs on the Licensed Service at any time during the Term in the event ofduring a Security Breach or Territorial Breach by delivering a written notice to the Licensee of such suspension (a “(“Suspension Notice”). Upon its receipt of a ”) and such suspension shall begin as soon as commercially practicable, but in any event within 5 Business Days from receipt of such Suspension Notice, the; provided, for the avoidance of doubt, that Licensor shall exercise such right as against Licensee only insofar as Licensor exercises such right fairly against all Other SVOD Distributors in the Territory delivering services using the same compromised security solution/DRM for Comparable Pictures and comparable windows (i.e., unless such other service(s) have implemented additional security measures/DRMs that mitigate the Security Breach or Territorial Breach giving rise to the Suspension) and such Suspension Notice shall only be effective if it contains, with reasonable specificity, the reasons for such Suspension. Upon receipt of a Suspension Notice, Licensee shall have the right to provide Licensor with evidence, if any, that the DRM, DRM configuration or other security measures in use by Licensee are as effective or more effective than those used for Licensor’s suspended content. Licensor shall promptly review such evidence and initiate discussions/further inquiries with Licensee as may be necessary, and shall have ten (10) calendar days from the full receipt of such evidence in which to respond. If after such review, Licensor determines that Licensee’s DRM, DRM configuration or other security measures are not sufficiently effective to mitigate the Security Breach or Territorial Breach giving rise to the Suspension, Licensor shall so notify Licensee in writing, and Licensee shall take steps immediately to remove the Included Programs or make the Included Programs inaccessible from the Licensed Service as soon as commercially feasible (but in no event more than three (3ten (10) calendar days after receipt of such notice).

Suspension Notice. Licensee Comcast shall notify Licensor immediately Studio promptly upon Upon learning of the occurrence of any Security Breach or Territorial Breach, andLicensee and shall provide Licensor Studio with specific information describing the nature and extent of such occurrence.; provided, that any inadvertent failure to so provide shall not be a breach of this Agreement. Licensor Studio shall have the right to suspend the availability (“Suspension”) of itsall all (but not some) of the affected Included Programs on the Licensed Service at any time during the Avail Term in the event ofduring a during an Security Breach or Territorial Breach by delivering a written notice to the Licensee Comcast of such suspension (a “(“Suspension Notice”). Upon its receipt of a ”) and such suspension shall begin as soon as commercially practicable, but in any event within 5 Business Days five (5) business days from receipt of such Suspension Notice, the; provided, for the avoidance of doubt, doubt that Licensor Studio shall exercise such right as against Licensee Comcast only insofar as Licensor Studio exercises such right fairly against all Other SVOD Distributors other DHE distributors in the Territory delivering services using the same compromised security solution/DRM for Comparable Pictures and comparable windows (i.e., unless such other service(s) have implemented additional security measures/DRMs that mitigate the Security Breach or Territorial Breach giving rise to the Suspension) and such Suspension Notice shall only be effective if it contains, contains with reasonable specificity, specificity the reasons for such Suspension. Upon receipt of a Suspension Notice, Licensee Comcast shall have the right to provide Licensor Studio with evidence, if any, that the DRM, DRM configuration or other security measures in use by Licensee Comcast are as effective or more effective than those used for LicensorStudio’s suspended content. Licensor Studio shall promptly review such evidence and initiate discussions/further inquiries with Licensee Comcast as may be necessary, and shall have ten (10) calendar days from the full receipt of such evidence in which to respond. If after such review, Licensor Studio determines that LicenseeComcast’s DRM, DRM configuration or other security measures are not sufficiently effective to mitigate the Security Breach or Territorial Breach giving rise to the Suspension, Licensor Studio shall so notify Licensee Comcast in writing, and Licensee Comcast shall take steps immediately to remove the Included Programs or make the Included Programs inaccessible from the Licensed Service as soon as commercially feasible (but in no event more than three (3ten ten (10) calendar days after receipt of such noticenotice or, if applicable, such response).

Suspension Notice. Licensee Comcast shall notify Licensor immediately Studio promptly upon Upon learning of the occurrence of any Security Breach or Territorial Breach, andLicensee and shall provide Licensor Studio with specific information describing the nature and extent of such occurrence.; provided, that any inadvertent failure to so provide shall not be a breach of this Agreement. Licensor Studio shall have the right to suspend the availability (“Suspension”) of itsall all (but not some) of the affected Included Programs on the Licensed Service at any time during the Term in the event ofduring a during an Security Breach or Territorial Breach by delivering a written notice to the Licensee Comcast of such suspension (a “(““ Suspension Notice”). Upon its receipt of a ”) and such suspension shall begin as soon as commercially practicable, but in any event within 5 Business Days five (5) business days from receipt of such Suspension Notice, the; provided, for the avoidance of doubt, doubt that Licensor Studio shall exercise such right as against Licensee Comcast only insofar as Licensor Studio exercises such right fairly against all Other SVOD Distributors other DHE distributors in the Territory delivering services using the same compromised security solution/DRM for Comparable Pictures and comparable windows (i.e., unless such other service(s) have implemented additional security measures/DRMs that mitigate the Security Breach or Territorial Breach giving rise to the Suspension) and such Suspension Notice shall only be effective if it contains, contains with reasonable specificity, specificity the reasons for such Suspension. Upon receipt of a Suspension Notice, Licensee Comcast shall have the right to provide Licensor Studio with evidence, if any, that the DRM, DRM configuration or other security measures in use by Licensee Comcast are as effective or more effective than those used for LicensorStudio’s suspended content. Licensor Studio shall promptly review such evidence and initiate discussions/further inquiries with Licensee Comcast as may be necessary, and shall have ten (10) calendar days from the full receipt of such evidence in which to respond. If after such review, Licensor Studio determines that LicenseeComcast’s DRM, DRM configuration or other security measures are not sufficiently effective to mitigate the Security Breach or Territorial Breach giving rise to the Suspension, Licensor Studio shall so notify Licensee Comcast in writing, and Licensee Comcast shall take steps immediately to remove the Included Programs or make the Included Programs inaccessible from the Licensed Service as soon as commercially feasible (but in no event more than three (3ten ten (10) calendar days after receipt of such noticenotice or, if applicable, such response).

Suspension Notice. Licensee Comcast shall notify Licensor immediately Studio promptly upon Upon learning of the occurrence of any Security Breach or Territorial Breach, andLicensee and shall provide Licensor Studio with specific information describing the nature and extent of such occurrence.; provided, that any inadvertent failure to so provide shall not be a breach of this Agreement. Licensor Studio shall have the right to suspend the availability (“Suspension”) of itsall all (but not some) of the affected Included Programs on the Licensed Service at any time during the Avail Term in the event ofduring a during an Security Breach or Territorial Breach by delivering a written notice to the Licensee Comcast of such suspension (a “(“Suspension Notice”). Upon its receipt of a ”) and such suspension shall begin as soon as commercially practicable, but in any event within 5 Business Days Daysfive (5) business days from receipt of such Suspension Notice, the; provided, for the avoidance of doubt, doubt that Licensor Studio shall exercise such right as against Licensee Comcast only insofar as Licensor Studio exercises such right fairly against all Other SVOD Distributors Distributorsother DHE distributors in the Territory delivering delivered services using the same compromised security solution/DRM for Comparable Pictures and comparable windows (i.e., unless such other service(s) have implemented additional security measures/DRMs that mitigate the Security Breach or Territorial Breach giving rise to the Suspension) and such Suspension Notice shall only be effective if it contains, contains with reasonable specificity, specificity the reasons for such Suspension. Upon receipt of a Suspension Notice, Licensee Comcast shall have the right to provide Licensor Studio with evidence, if any, that the DRM, DRM configuration or other security measures in use by Licensee Comcast are as effective or more effective than those used for LicensorStudio’s suspended content. Licensor Studio shall promptly review such evidence and initiate discussions/further inquiries with Licensee Comcast as may be necessary, and shall have ten (10) calendar days from the full receipt of such evidence in which to respond. If after such review, Licensor Studio determines that LicenseeComcast’s DRM, DRM configuration or other security measures are not sufficiently effective to mitigate the Security Breach or Territorial Breach giving rise to the Suspension, Licensor shall so notify Licensee in writing, and Licensee shall take steps immediately to remove the Included Programs or make the Included Programs inaccessible from the Licensed Service as soon as commercially feasible (but in no event more than three (3ten (10) calendar days after receipt of such notice).the

Suspension Notice. Licensee shall notify Licensor immediately upon Upon learning of the occurrence of any Security Breach or Territorial Breach, andLicensee Licensee shall provide Licensor with specific information describing the nature and extent of such occurrence.; provided, that any inadvertent failure to so provide shall not be a breach of this Agreement. as soon as practicable but in no event later than 48 hours following such occurrence. Licensor shall have the right to suspend the availability (“Suspension”) of itsall all (but not some) of ofof the Included Programs on the Licensed Service or, in Licensor’s sole discretion, only the affected Included Programs on the Licensed Service Service, at any time during the Term in the event ofduring during a Security Breach or Territorial Breach by delivering a written notice to the Licensee of such suspension (a “(“Suspension Notice”). Upon its receipt of a ”) and such suspension shall begin as soon as commercially practicable, but in any event within 5 52 Business Days from receipt of such Suspension Notice, the; provided, for the avoidance of doubt, that Licensor shall exercise such right as against Licensee only insofar as Licensor exercises such right fairly against all Other SVOD Distributors in the Territory that have suffered a Security Breach or Territorial Breach, as the case may be, and are delivering services using the same compromised security solution/DRM for Comparable Pictures and comparable windows (i.e., unless such other service(s) have implemented additional security measures/DRMs that mitigate the Security Breach or Territorial Breach giving rise to the Suspension) and such Suspension Notice shall only be effective if it contains, with reasonable specificity, the reasons for such Suspension. to the extent permitted by any confidentiality obligations to which Licensor is bound. For the avoidance of doubt, if Licensor is not permitted to disclose the reasons for the Suspension, Licensor shall so state in its Suspension Notice and such Suspension Notice shall nevertheless be found to be effective. Upon receipt of a Suspension Notice, Licensee shall have the right to provide Licensor with evidence, if any, that the DRM, DRM configuration or other security measures in use by Licensee are as effective or more effective than those used for Licensor’s suspended content. Licensor shall promptly review such evidence and initiate discussions/further inquiries with Licensee as may be necessary, and shall have ten (10) calendar days from the full receipt of such evidence in which to respond. If after such review, Licensor determines that Licensee’s DRM, DRM configuration or other security measures are not sufficiently effective to mitigate the Security Breach or Territorial Breach giving rise to the Suspension, Licensor shall so notify Licensee in writing, and Licensee shall take steps immediately to remove the Included Programs or make the Included Programs inaccessible from the Licensed Service as soon as commercially feasible (but in no event more than three (3ten ten (10) calendar days after receipt of such notice).. For the avoidance of doubt, Licensee’s right to provide such evidence shall not affect Licensor’s right to continue the Suspension.

Suspension Notice. Licensee Comcast shall notify Licensor immediately Studio promptly upon Upon learning of the occurrence of any Security Breach or Territorial Breach, andLicensee and shall provide Licensor Studio with specific information describing the nature and extent of such occurrence.; provided, that any inadvertent failure to so provide shall not be a breach of this Agreement. Licensor Studio shall have the right to suspend the availability (“Suspension”) of itsall all (but not some) of the affected Included Programs on the Licensed Service at any time during the Avail Term in the event ofduring a during an Security Breach or Territorial Breach by delivering a written notice to the Licensee Comcast of such suspension (a “(“Suspension Notice”). Upon its receipt of a ”) and such suspension shall begin as soon as commercially practicable, but in any event within 5 Business Days Daysfive (5) business days from receipt of such Suspension Notice, the; provided, for the avoidance of doubt, doubt that Licensor Studio shall exercise such right as against Licensee Comcast only insofar as Licensor Studio exercises such right fairly against all Other SVOD Distributors Distributorsother DHE distributors in the Territory delivering delivered services using the same compromised security solution/DRM for Comparable Pictures and comparable windows (i.e., unless such other service(s) have implemented additional security measures/DRMs that mitigate the Security Breach or Territorial Breach giving rise to the Suspension) and such Suspension Notice shall only be effective if it contains, contains with reasonable specificity, specificity the reasons for such Suspension. Upon receipt of a Suspension Notice, Licensee Comcast shall have the right to provide Licensor Studio with evidence, if any, that the DRM, DRM configuration or other security measures in use by Licensee Comcast are as effective or more effective than those used for LicensorStudio’s suspended content. Licensor Studio shall promptly review such evidence and initiate discussions/further inquiries with Licensee Comcast as may be necessary, and shall have ten (10) calendar days from the full receipt of such evidence in which to respond. If after such review, Licensor Studio determines that LicenseeComcast’s DRM, DRM configuration or other security measures are not sufficiently effective to mitigate the Security Breach or Territorial Breach giving rise to the Suspension, Licensor Studio shall so notify Licensee Comcast in writing, and Licensee Comcast shall take steps immediately to remove the Included Programs or make the Included Programs inaccessible from the Licensed Service as soon as commercially feasible (but in no event more than three (3ten ten (10) calendar days after receipt of such noticenotice or, if applicable, such response).

Suspension Notice. Licensee Comcast shall notify Licensor immediately Studio promptly upon Upon learning of the occurrence of any Security Breach or Territorial Breach, andLicensee and shall provide Licensor Studio with specific information describing the nature and extent of such occurrence.; provided, that any inadvertent failure to so provide shall not be a breach of this Agreement. Licensor Studio shall have the right to suspend the availability (“Suspension”) of itsall all (but not some) of the affected Included Programs on the Licensed Service at any time during the Term in the event ofduring a during an Security Breach or Territorial Breach by delivering a written notice to the Licensee Comcast of such suspension (a “(“Suspension Notice”). Upon its receipt of a ”) and such suspension shall begin as soon as commercially practicable, but in any event within 5 Business Days five (5) business days from receipt of such Suspension Notice, the; provided, for the avoidance of doubt, doubt that Licensor Studio shall exercise such right as against Licensee Comcast only insofar as Licensor Studio exercises such right fairly against all Other SVOD Distributors other DHE distributors in the Territory delivering services using the same compromised security solution/DRM for Comparable Pictures and comparable windows (i.e., unless such other service(s) have implemented additional security measures/DRMs that mitigate the Security Breach or Territorial Breach giving rise to the Suspension) and such Suspension Notice shall only be effective if it contains, contains with reasonable specificity, specificity the reasons for such Suspension. Upon receipt of a Suspension Notice, Licensee Comcast shall have the right to provide Licensor Studio with evidence, if any, that the DRM, DRM configuration or other security measures in use by Licensee Comcast are as effective or more effective than those used for LicensorStudio’s suspended content. Licensor Studio shall promptly review such evidence and initiate discussions/further inquiries with Licensee Comcast as may be necessary, and shall have ten (10) calendar days from the full receipt of such evidence in which to respond. If after such review, Licensor Studio determines that LicenseeComcast’s DRM, DRM configuration or other security measures are not sufficiently effective to mitigate the Security Breach or Territorial Breach giving rise to the Suspension, Licensor Studio shall so notify Licensee Comcast in writing, and Licensee Comcast shall take steps immediately to remove the Included Programs or make the Included Programs inaccessible from the Licensed Service as soon as commercially feasible (but in no event more than three (3ten ten (10) calendar days after receipt of such noticenotice or, if applicable, such response).

Suspension Notice. Licensee shall notify Licensor immediately promptly upon Upon learning of the occurrence of any Security Breach or Territorial Breach, andLicensee and shall provide Licensor with specific information describing the nature and extent of such occurrence.; provided, that any inadvertent failure to so provide shall not be a breach of this Agreement. Licensor shall have the right to suspend the availability (“Suspension”) of itsall all (but not some) of the affected Included Programs Series on the Licensed Service at any time during the Avail Term in the event ofduring a during an Security Breach or Territorial Breach by delivering a written notice to the Licensee of such suspension (a “(“Suspension Notice”). Upon its receipt of a ”) and such suspension shall begin as soon as commercially practicable, but in any event within 5 Business Days from receipt of such Suspension Notice, the; provided, for the avoidance of doubt, doubt that Licensor shall exercise such right as against Licensee only insofar as Licensor exercises such right fairly against all Other SVOD Distributors in the Territory delivering delivered services using the same compromised security solution/DRM for Comparable Pictures television series and comparable windows (i.e., unless such other service(s) have implemented additional security measures/DRMs that mitigate the Security Breach or Territorial Breach giving rise to the Suspension) and such Suspension Notice shall only be effective if it contains, contains with reasonable specificity, specificity the reasons for such Suspension. Upon receipt of a Suspension Notice, Licensee shall have the right to provide Licensor with evidence, if any, that the DRM, DRM configuration or other security measures in use by Licensee are as effective or more effective than those used for Licensor’s suspended content. Licensor shall promptly review such evidence and initiate discussions/further inquiries with Licensee as may be necessary, and shall have ten (10) calendar days from the full receipt of such evidence in which to respond. If after such review, Licensor determines that Licensee’s DRM, DRM configuration or other security measures are not sufficiently effective to mitigate the Security Breach or Territorial Breach giving rise to the Suspension, Licensor shall so notify Licensee in writing, and Licensee shall take steps immediately to remove the Included Programs Series or make the Included Programs Series inaccessible from the Licensed Service as soon as commercially feasible (but in no event more than three (3ten ten (10) calendar days after receipt of such noticenotice or, if applicable, such response).

Suspension Notice. Licensee shall notify Licensor immediately promptly upon Upon learning of the occurrence of any Security Breach or Territorial Breach, andLicensee and shall provide Licensor with specific information describing the nature and extent of such occurrence.; provided, that any inadvertent failure to so provide shall not be a breach of this Agreement. Licensor shall have the right to suspend the availability (“Suspension”) of itsall all (but not some) of the affected Included Programs on the Licensed Service at any time during the Avail Term in the event ofduring a during an Security Breach or Territorial Breach by delivering a written notice to the Licensee of such suspension (a “(“Suspension Notice”). Upon its receipt of a ”) and such suspension shall begin as soon as commercially practicable, but in any event within 5 Business Days from receipt of such Suspension Notice, the; provided, for the avoidance of doubt, doubt that Licensor shall exercise such right as against Licensee only insofar as Licensor exercises such right fairly against all Other SVOD Distributors in the Territory delivering delivered services using the same compromised security solution/DRM for Comparable Pictures and comparable windows (i.e., unless such other service(s) have implemented additional security measures/DRMs that mitigate the Security Breach or Territorial Breach giving rise to the Suspension) and such Suspension Notice shall only be effective if it contains, contains with reasonable specificity, specificity the reasons for such Suspension. Upon receipt of a Suspension Notice, Licensee shall have the right to provide Licensor with evidence, if any, that the DRM, DRM configuration or other security measures in use by Licensee are as effective or more effective than those used for Licensor’s suspended content. Licensor shall promptly review such evidence and initiate discussions/further inquiries with Licensee as may be necessary, and shall have ten threeten (10310) calendar days from the full receipt of such evidence in which to respond. If after such review, Licensor determines that Licensee’s DRM, DRM configuration or other security measures are not sufficiently effective to mitigate the Security Breach or Territorial Breach giving rise to the Suspension, Licensor shall so notify Licensee in writing, and Licensee shall take steps immediately to remove the Included Programs or make the Included Programs inaccessible from the Licensed Service as soon as commercially feasible (but in no event more than three threeten (3ten (10310) calendar days after receipt of such noticenotice or, if applicable, such response).