Common use of UV Logo; Placement Clause in Contracts

UV Logo; Placement. Licensee shall ensure that the UV logo (which logo shall link to xxx.xxxx.xxx) (the “UV Logo”) is prominently featured in Licensee’s marketing and promotional materials. Without limiting the foregoing, Licensee shall (a) with respect to those web pages that enable consumers to set-up their Licensed Service accounts, (i) include a link to the UV account creation page (presently xxxxx://xx.xxxx.xxx/ssp/public/registrationStep1Page.jsf) (the “UV Account Set-Up Link”), (ii) invite users who have already created UV accounts to link such UV accounts to their Licensed Service accounts and (iii) enable users to link their UV accounts to their Licensed Service accounts (including where such UV accounts were created through other UV-enabled services); (b) on the various home pages of the Licensed Service, include the UV Logo, UV Account Set-Up Link and a link to an educational page about UltraViolet to be created by Licensee (such page to also include the UV Account Set-Up Link and instructions on how to link a UV account with a Licensed Service account); (c) on the Licensed Service product detail page of every UV Included Program, include the UV Logo; and (d) subject to applicable law, promote UltraViolet through periodic communications to customers and prospective customers in Licensee’s marketing database (including all Non-UV Customers) that detail the benefits of UltraViolet and include the UV Logo. For the avoidance of doubt, for each Included Program, Licensee shall present on the Licensed Service one SKU only (i.e., each platform of the Licensed Service shall have a single product detail page for each Included Program, not separate product detail pages for UV and non-UV transactions therefor) and include the UV Logo if such Included Program is available as a UV Included Program. User Displays. With respect to each user display on the Licensed Service (e.g., “My Videos”, “Media Library,” locker view, or other collection of audiovisual programs) that lists Included Programs (each, a “User Display”): (a) for each Included Program not acquired and viewable by the user on a DHE basis (e.g., if acquired on a subscription or advertising-supported basis through a separate agreement, or if the user has expressed interest (e.g., a wishlist) without completing a transaction) listed in such User Display, if any, box art may be displayed only if an option to purchase such Included Program is also offered to the user; and (b) the User Display must clearly indicate whether the user’s rights with respect to each title are for HD or SD resolution, and without limiting the foregoing, when streaming an Included Program in a resolution lower than HD resolution to a Customer who has HD rights for such Included Program, the Licensed Service will indicate to such Customer that such streaming is not in HD resolution. No Marketing of UV as “Free.” No UV Included Program, Rights Token Authorization or UV-enabled functionality shall be marketed as “free”, “at no cost,” “complimentary,” “bonus,” as a “gift” or in any way suggesting that their delivery is in exchange for no consideration, without Licensor’s prior written approval. For the avoidance of doubt, messages that indicate that the UV-enabled functionality is “included for one low price” are permitted. De-Linking. Notwithstanding anything to the contrary in the Agreement, immediately upon a UV Customer’s Licensed Service Account being de-linked from his or her UV Account, and continuing until such UV Customer re-links such accounts, such UV Customer (a) shall not be permitted to stream, download or otherwise access via the Licensed Service each UV Included Program for which the applicable Rights Token Authorization was anything other than a UV Customer Transaction, (b) may continue to view, stream and download via the Licensed Service (excluding access to UV Fulfillment via Flixster) each UV Included Program for which a Rights Token Authorization was a UV Customer Transaction, but solely on a non-UV basis (i.e., as a Non-UV Included Program subject to Section 2 and its subsections hereinabove) and (c) shall not be permitted to view, stream, download or otherwise access via the Licensed Service each UV Included Program for which a Rights Token was acquired at a source other than the Licensed Service. Licensee shall clearly communicate to UV Customers the effects of de-linking their UV accounts, including at a minimum all of the foregoing. Licensee shall not proactively encourage UV Customers to cancel or de-link their UV accounts. Licensee shall provide a prominent means by which Customers can re-link their UV accounts – which shall include, at a minimum, a prominent hyperlink on the Customer’s settings page within the Licensed Service – and Licensee shall use commercially reasonable efforts to provide an additional re-linking option within the interface for Digital Locker Functionality.

UV Logo; Placement. Licensee shall ensure that the UV logo (which logo shall link to xxx.xxxx.xxx) (the “UV Logo”) is prominently featured in Licensee’s marketing and promotional materials. Without limiting the foregoing, Licensee shall (a) with respect to those web pages that enable consumers to set-up their Licensed DHE Service accounts, (i) include a link to the UV account creation page (presently xxxxx://xx.xxxx.xxx/ssp/public/registrationStep1Page.jsf) (the “UV Account Set-Up Link”), (ii) invite users who have already created UV accounts to link such UV accounts to their Licensed DHE Service accounts and (iii) enable users to link their UV accounts to their Licensed DHE Service accounts (including where such UV accounts were created through other UV-enabled services); (b) on the various home pages of the Licensed DHE Service, include the UV Logo, UV Account Set-Up Link and a link to an educational page about UltraViolet to be created by Licensee (such page to also include the UV Account Set-Up Link and instructions on how to link a UV account with a Licensed DHE Service account); (c) on the Licensed Service product detail page of every DHE Included Program (including, but not limited to, UV DHE Included ProgramPrograms), include the UV LogoLogo and UV Account Set-Up Link; and (d) subject to applicable law, promote UltraViolet through periodic communications quarterly email blasts to customers and prospective customers members in Licensee’s marketing database (including all Non(non-UV UV) DHE Customers) that detail the benefits of UltraViolet and include the UV Logo. For the avoidance of doubt, for each Included Program, Licensee shall present on the Licensed Service one SKU only (i.e., each platform of the Licensed Service shall have a single product detail page for each Included Program, not separate product detail pages for UV and non-UV transactions therefor) and include the UV Logo if such Included Program is available as Account Set-Up Link and instructions on how to link a UV Included Program. User Displays. With respect to each user display on the Licensed Service (e.g., “My Videos”, “Media Library,” locker view, or other collection of audiovisual programs) that lists Included Programs (each, a “User Display”): (a) for each Included Program not acquired and viewable by the user on account with a DHE basis (e.g., if acquired on a subscription or advertising-supported basis through a separate agreement, or if the user has expressed interest (e.g., a wishlist) without completing a transaction) listed in such User Display, if any, box art may be displayed only if an option to purchase such Included Program is also offered to the user; and (b) the User Display must clearly indicate whether the user’s rights with respect to each title are for HD or SD resolution, and without limiting the foregoing, when streaming an Included Program in a resolution lower than HD resolution to a Customer who has HD rights for such Included Program, the Licensed Service will indicate to such Customer that such streaming is not in HD resolution. No Marketing of UV as “Freeaccount.” No UV Included Program, Rights Token Authorization or UV-enabled functionality shall be marketed as “free”, “at no cost,” “complimentary,” “bonus,” as a “gift” or in any way suggesting that their delivery is in exchange for no consideration, without Licensor’s prior written approval. For the avoidance of doubt, messages that indicate that the UV-enabled functionality is “included for one low price” are permitted. De-Linking. Notwithstanding anything to the contrary in the Agreement, immediately upon a UV Customer’s Licensed Service Account being de-linked from his or her UV Account, and continuing until such UV Customer re-links such accounts, such UV Customer (a) shall not be permitted to stream, download or otherwise access via the Licensed Service each UV Included Program for which the applicable Rights Token Authorization was anything other than a UV Customer Transaction, (b) may continue to view, stream and download via the Licensed Service (excluding access to UV Fulfillment via Flixster) each UV Included Program for which a Rights Token Authorization was a UV Customer Transaction, but solely on a non-UV basis (i.e., as a Non-UV Included Program subject to Section 2 and its subsections hereinabove) and (c) shall not be permitted to view, stream, download or otherwise access via the Licensed Service each UV Included Program for which a Rights Token was acquired at a source other than the Licensed Service. Licensee shall clearly communicate to UV Customers the effects of de-linking their UV accounts, including at a minimum all of the foregoing. Licensee shall not proactively encourage UV Customers to cancel or de-link their UV accounts. Licensee shall provide a prominent means by which Customers can re-link their UV accounts – which shall include, at a minimum, a prominent hyperlink on the Customer’s settings page within the Licensed Service – and Licensee shall use commercially reasonable efforts to provide an additional re-linking option within the interface for Digital Locker Functionality.