Common use of Termination of Production Clause in Contracts

Termination of Production. a) If for any reasons beyond Producer’s control, such as strikes, war, acts of God, labor troubles, riots, delay of commercial carrier or restraint of public authority, Producer shall be unable to produce and deliver the Film(s) and/or Tape(s) as provided herein, or in the event that Agency should desire to cancel the Production of the commercial or to terminate this agreement for any reason, except as set forth in subparagraph (b) below, Agency shall pay Producer all out-of-pocket costs and expenses theretofore incurred by Producer in the normal routine of producing said Film(s) and/or Tape(s). Upon such payment, Producer shall deliver to Agency and Client shall become the sole owner of all exposed negatives and other material produced by Producer prior to the termination, and Agency shall be under no obligation to make any further payments to Producer with regard to said Film(s) and/or Tape(s). b) If Agency cancels this Agreement due to Producer’s breach of any of its duties or obligations hereunder, or due to Producer’s fault, then Agency shall have the option (i) to pay Producer all of its out-of-pocket costs and expenses theretofore incurred by Producer in the normal routine of producing said Film(s) or Tape(s) in which event Producer shall deliver to Agency forthwith and Client shall become the sole owner of all exposed negatives and other materials produced by Producer prior to the termination, and Agency shall be under no obligation to make any further payments to Producer with regard to said Film(s) and/or Tape(s) or (ii) Agency may elect to make no payment to Producer in which event Producer may retain all films and materials produced by it, but may not use or permit the use of: (a) any portions of such materials which show or refer in any manner to Client, its product or service; (b) copyrighted music or other literary property owned or licensed by client or by any third Parties; (c) talent engaged for the production of Client’s commercial(s); or (d) any property which, if displayed or exhibited in any manner, could violate the rights of any third parties. c) If at any time prior to delivery of all materials to Agency: (i) there shall be filed by or against Producer a petition in bankruptcy, insolvency, reorganization or for the appointment or a receiver or trustee for all or part of Producer’s property; or (ii) Producer shall make an assignment for the benefit of creditors; or (iii) Producer in any manner subjects the elements and materials to a lien in favor of any third party; or (iv) Producer becomes insolvent or its financial stability becomes so impaired as to endanger its ability to produce and deliver the commercials(s) free and clear of all liens, claims or encumbrances, then; Agency shall have the option to terminate this Agreement, and complete ownership of all elements and materials shall immediately vest in Client, and Producer shall promptly deliver such materials as directed by Agency. In such event Agency shall reimburse Producer for its out-of-pocket costs and expenses theretofore incurred by Producer in the normal routine of producing said Film(s) and/or Tape(s).

Termination of Production. (a) If If, for any reasons reason beyond ProducerContractor’s control, such as strikes, war, acts of God, labor troubles, riots, delay of commercial carrier or restraint of public authority, Producer Contractor shall be unable to produce and deliver the Film(s) and/or Tape(sCommercial(s) as provided herein, or in the event that Agency should desire to cancel the Production of the commercial or to terminate this agreement for any reason, reason except as set forth in subparagraph (b) b below, Agency shall pay Producer Contractor all out-of-pocket costs and expenses theretofore incurred by Producer Contractor in the normal routine of producing said Film(s) and/or Tape(sCommercial(s). Upon such payment, Producer Contractor shall deliver to Agency forthwith and Client shall become the sole owner of all exposed negatives negatives, tapes and other material produced by Producer Contractor prior to the termination, and Agency shall be under no obligation to make any further payments to Producer Contractor with regard to said Film(s) and/or Tape(sCommercial(s). (b) If Agency cancels this Agreement agreement due to ProducerContractor’s breach of any of its duties or obligations hereunderbreach, or due to ProducerContractor’s fault, then Agency shall have the option (i) to pay Producer Contractor all of its out-of-pocket costs and expenses theretofore incurred by Producer Contractor in the normal routine of producing said Film(s) or Tape(sCommercial(s) in which event Producer Contractor shall deliver to Agency forthwith and Client shall become the sole owner of all exposed negatives and other materials produced by Producer Contractor prior to the termination, and Agency shall be under no obligation to make any further payments to Producer Contractor with regard to said Film(s) and/or Tape(sCommercial(s) or (ii) Agency may elect to make no payment to Producer Contractor in which event Producer Contractor may retain all films and materials produced by it, but may not use or permit the use of: (aA) any portions of such materials which show or refer in any manner to Client, its product or service; (bB) copyrighted music or other literary property owned or licensed by client Client or by any third Partiesparties; (cC) talent engaged for the production of Client’s commercial(s); or (dD) any property which, if displayed or exhibited exhibited, in any manner, could violate the rights of any third parties. (c) If If, at any time prior to delivery of all materials to Agency: (i) there shall be filed by or against Producer Contractor a petition in bankruptcy, insolvency, reorganization or for the appointment or of a receiver or trustee for all or part of ProducerContractor’s property; or (ii) Producer Contractor shall make an assignment for the benefit of creditors; or (iii) Producer Contractor in any manner subjects the elements and materials to a lien in favor of any third party; or (iv) Producer Contractor becomes insolvent or its in Agency’s reasonable judgement, Contractor’s financial stability becomes so impaired as to endanger its ability to produce and deliver the commercials(sCommercial(s) free and clear of all liens, claims or encumbrances, then; : Agency shall have the option to terminate this Agreementagreement, and complete ownership of all elements and materials shall immediately vest in Client, and Producer Contractor shall promptly deliver such materials as directed by Agency. In such event event, Agency shall reimburse Producer Contractor for its out-of-of- pocket costs and expenses theretofore therefore incurred by Producer Contractor in the normal routine of producing said Film(s) and/or Tape(sCommercial(s).

Termination of Production. (a) If for any reasons beyond Producer’s controldue to force majeure occurrences, such as strikeslabor condition, war, acts of Godgovernmental action or any other cause beyond Contractor’s reasonable control, labor troubles, riots, delay of commercial carrier or restraint of public authority, Producer Contractor shall be unable to produce and deliver perform its obligations hereunder, Contractor shall not be deemed to be in breach of this Contract but Agency may, by written notice to Contractor, either extend the Film(s) and/or Tape(s) as provided hereintime specified for delivery of the Work(s), or terminate this Contract forthwith or upon the expiration of any time extension Agency has granted. In the event of termination, Contractor shall promptly deliver to Agency all material in the event that Agency should desire course of production, whether complete or incomplete, and Agency’s only obligation shall be to cancel the Production of the commercial or to terminate this agreement reimburse Contractor for any reason, except as set forth in subparagraph (b) below, Agency shall pay Producer all out-of-pocket costs and expenses theretofore incurred by Producer in the normal routine of producing said Film(s) and/or Tape(s). Upon such payment, Producer shall deliver to Agency and Client shall become the sole owner of all exposed negatives and other material produced by Producer Contractor prior to the termination, and only to the extent that such expenses exceed payments theretofore made by Agency shall be under no obligation to make any further payments to Producer with regard to said Film(s) and/or Tape(s)hereunder. (b) If Agency cancels this Agreement due to ProducerContractor’s breach of any of its duties or obligations hereunder, or due to ProducerContractor’s fault, then Agency shall have the option (i) to pay Producer Contractor all of its out-of-pocket costs and expenses theretofore incurred by Producer Contractor in the normal routine of producing said Film(s) or Tape(s) and/or digital assets, in which event Producer Contractor shall deliver to Agency forthwith and Client shall become the sole owner of all exposed negatives and other materials produced by Producer Contractor prior to the termination, and Agency shall be under no obligation to make any further payments to Producer Contractor with regard to said Film(s) and/or Tape(s) and/or digital assets or (ii) Agency may elect to make no payment to Producer Contractor in which event Producer Contractor may retain all films and materials produced by it, but may not use or permit the use of: (a) of any portions of such materials which show or refer in any manner to Client, its product or service; (b) copyrighted music or other literary property owned or licensed by client or by any third Parties; : (c) talent engaged for the production of Client’s commercial(s); or (d) any property which, if displayed or exhibited in any manner, could violate the rights of any third parties. (c) If at any time prior to delivery of all materials to Agency: (i) there shall be filed by or against Producer Contractor a petition in bankruptcy, insolvency, reorganization or for the appointment or a receiver or trustee for all or part of ProducerContractor’s property; : or (ii) Producer Contractor shall make an assignment for the benefit of creditors; or (iii) Producer Contractor in any manner subjects the elements and materials to a lien in favor of any third party; or (iv) Producer Contractor becomes insolvent or its financial stability becomes so impaired as to endanger its ability to produce and deliver the commercials(s) free and clear of all liens, claims or encumbrances, then; Agency shall have the option to terminate this Agreement, and complete ownership of all elements and materials shall immediately vest in Client, and Producer Contractor shall promptly deliver such materials as directed by Agency. In such event Agency shall reimburse Producer Contractor for its out-of-pocket costs and expenses theretofore incurred by Producer Contractor in the normal routine of producing said Film(s) or Tape(s) and/or Tape(s)digital assets.

Termination of Production. a) a. If for any reasons reason beyond Producer’s control, such as strikes, war, acts of God, labor troubles, riots, delay of commercial carrier or restraint of public authority, Producer shall be unable to produce and deliver the Film(s) and/or Tape(sCommercial(s) as provided herein, or in the event that Agency should desire to cancel the Production of the commercial Commercial or to terminate this agreement for any reason, except as set forth in subparagraph (b) b below, Agency shall pay Producer all out-of-pocket costs and expenses theretofore incurred by Producer in the normal routine of producing said Film(s) and/or Tape(sCommercial(s). Upon such payment, Producer shall deliver to Agency forthwith and Client shall become the sole owner of all exposed negatives negatives, tapes and other material produced by Producer prior to the termination, and Agency shall be under no obligation to make any further payments to Producer with regard to said Film(s) and/or Tape(sCommercial(s). b) b. If Agency cancels this Agreement agreement due to Producer’s breach of any of its duties or obligations hereunderbreach, or due to Producer’s fault, then Agency shall have the option (i) to pay Producer all of its out-of-pocket costs and expenses theretofore incurred by Producer in the normal routine of producing said Film(s) or Tape(sCommercial(s) in which event Producer shall deliver to Agency forthwith and Client shall become the sole owner of all exposed negatives and other materials produced by Producer prior to the termination, and Agency shall be under no obligation to make any further payments to Producer with regard to said Film(s) and/or Tape(sCommercial(s) or (ii) Agency may elect to make no payment to Producer in which event Producer may retain all films and materials produced by it, but may not use or permit the use of: (aA) any portions of such materials which show or refer in any manner to Client, its product or service; (bB) copyrighted music or other literary property owned or licensed by client Client or by any third Partiesparties; (cC) talent engaged for the production of Client’s commercial(sCommercial(s); or (dD) any property which, if displayed or exhibited in any manner, could violate the rights of any third parties. c) c. If at any time prior to delivery of all materials to Agency: (i) there shall be filed by or against Producer a petition in of bankruptcy, insolvency, reorganization or for the appointment or of a receiver or trustee for all or part of Producer’s property; or (ii) Producer shall make an assignment for the benefit of creditors; or (iii) Producer in any manner subjects the elements and materials to a lien in favor of any third party; or (iv) Producer becomes insolvent or its in Agency’s reasonable judgment, Producer’s financial stability becomes so impaired as to endanger its ability to produce and deliver the commercials(sCommercial(s) free and clear of all liens, claims or encumbrances, then; : Agency shall have the option to terminate this Agreementagreement, and complete ownership of all elements and materials shall immediately vest in Client, and Producer shall promptly deliver such materials as directed by Agency. In such event Agency shall reimburse Producer for its out-of-pocket costs and expenses theretofore therefore incurred by Producer in the normal routine of producing said Film(s) and/or Tape(sCommercial(s).