PRODUCTION, DEVELOPMENT AND DISTRIBUTION AGREEMENT
By and Between
Multi-Media Industries Corp.,
Xxxxxx Xxxxxxx
And
Planet Entertainment Corporation
The purpose of this Agreement is to extend the production, development and
distribution agreement between Multi-Media Industries Corporation ("MMIC"),
Xxxxxx Xxxxxxx ("Xxxxxxx") and Planet Entertainment Corporation ("Planet").
1. MMIC hereby enters into a 50/50 production, development and distribution
agreement (P&D) with Xxxxxxx/Planet for the production, development and
distribution of the interactive and regular technology for MMIC's Century
Records, a wholly owned subsidiary of MMIC. (The previous agreement with Rev is
no longer necessary.) The joint venture will distribute all net revenue from
production, development and distribution of the items subject to this Agreement
as follows: 50% to MMIC and 50% to Xxxxxxx/Planet. It is further agreed that
MMIC and Planet will each appoint two (2) member to the management committee,
with Xxxxxxx to serve as the managing director of said committee.
2. Xxxxxxx agrees to produce a minimum of 20 new albums per year for Century
Records (MMIC) if funding is made available per Item 3 below.
3. On albums that MMIC agrees to produce and distribute, it will advance $10,000
per album, plus production and distribution costs, if any, to fund each such
album. The $10,000 per album advance will be subject to an annual cost of living
price adjustment. This advance and all costs associated therewith will be
recouped by MMIC prior to distribution per Item 6 below.
4. Xxxxxxx will arrange foreign distribution and will receive 10% of the cash
receipts, net of returns and allowances from foreign distribution as a
distribution royalty. If MMIC requests Xxxxxxx to arrange U.S. distribution
rights in the future, Xxxxxxx'x fee will be extended thereto. To the extent that
MMIC arranges U.S. distribution, it will receive a comparable 10% fee. The party
arranging distribution will be responsible for obtaining publishing clearance.
5. MMIC hereby grants to Xxxxxxx a non-exclusive right to use the Century
masters (formerly known as the Xxxxxxx library), in exchange for Xxxxxxx waiving
his U.S. distribution rights to Century product. This right will be subject to
the Joint Venture (P&D) group having a right of first refusal on any material in
the Century library, which may be used by Xxxxxxx or Planet. Should MMIC not
elect to fund any particular album, Xxxxxxx/Planet will have the right to use
the Century master for that album at no charge.
In addition to the non-exclusive rights given Xxxxxxx to use the
Century record master library (under the terms and conditions of this
Agreement), Xxxxxxx will also have the right (subject to the Joint Venture (P&D)
Group right of first refusal, a similar right to use materials
From MMIC's film library which presently consists of 271 (primarily public
domain films) and approximately 1,000 soundies (musical 5 minute clips). To the
extent that Xxxxxxx, Planet or the Joint Venture (P&D) Group utilizes this film
and music material, MMIC will be paid an owner's royalty of 10% of the cash
receipts, net of returns and allowances. To the extent that the P&D Group
utilizes film or record masters by Planet, Planet will be paid a similar 10%
owner's royalty.
6. Net profits, after all expenses, will be distributed on a 50/50 basis,
subject to MMIC's recoupment of its expenses per Item 3 above.
7. All other provisions of the original exchange agreement between MMIC, Century
Records and Xxxxxxx dated December 1, 1996 will remain in effect.
8. This Agreement will be construed according to the laws of the State of Utah
and shall be enforceable against MMIC only in a court of competent jurisdiction
in Salt Lake County in Utah.
ACCEPTED AND AGREED TO THIS 22nd day of July, 1997.
Planet Entertainment Corporation Multi-Media Industries Corp.
By /s/ Xxxxxx Venerri, Pres. By /s/ Xxxxxx Xxxxxxxxx
------------------------------ --------------------------
Xxxxxx Venerri Xxxxxx Xxxxxxxxx
Its President Its Secretary/Treasurer
----------------------------- -------------------------
/s/ Xxxxxx Venerri
---------------------------------
Xxxxxx Venerri - Individually
Multi-Media Industries Corporation
To: Xxx Venerri
From: Xxxx Xxxxxxxxx
Subject: Production Agreement
Date: September 10, 1996
The purpose of this memorandum is to confirm our conversation with respect to
your production agreement, as follows:
1. As compensation, you will receive 10% of the cash receipts, net of
returns, of the sales from the 10 original albums.
2. In exchange you will:
a. Handle complete production of the albums.
b. Arrange distribution of the albums.
c. Coordinate joint production with Rev Entertainment.
3. You may assign the agreement to any entity in which you are a
control person.
To: Xxxx Xxxxxxxxx
From: Xxx Xxxxxxx
Subject: Assignment of Production Agreement
Date: September 10, 1996
Please be advised that I have assigned the referenced production agreement to
Planet Entertainment, Inc., a Company in which I am a control person.
