Production Exposure for an item of Product shall mean the Budgeted Negative Cost or acquisition price paid or to be paid by a Credit Party (net of amounts being cash-flowed by a third party unrelated to a Credit Party pursuant to contractual arrangements reasonably acceptable to the Lender).
Production Exposure for an Item of Product that is not Completed shall mean (i) with respect to any Item of Product for which and to the extent a Credit Party has financial responsibility for production costs, the Budgeted Negative Cost allocable to such Credit Party for such Item of Product and (ii) with respect to all other Items of Product, the acquisition price paid or to be paid by a Credit Party for such Item of Product or any rights therein Negative Pick-up Obligations or co-financing obligation, in each case net of (x) amounts being cash-flowed as and when needed by an Acceptable Obligor and pursuant to contractual arrangements with such Acceptable Obligor and a Credit Party reasonably acceptable to the Administrative Agent and (y) amounts being cash-flowed as and when needed by obligors that are not Acceptable Obligors not in excess of $1,000,000 per obligor and $20,000,000 in the aggregate for all obligors that are not Acceptable Obligors. For the avoidance of doubt, the calculation of Production Exposure shall not be applicable to any Slate Financing Items of Product unless the Credit Parties have any equity exposure relating thereto.
Production Exposure for an item of Product shall mean the Budgeted Negative Cost or acquisition price paid or to be paid by a Credit Party (net of production fees and overhead of the applicable Credit Party, and net of amounts funded or committed to be funded in connection with such item of Product on a cash-flow basis (and which therefore are not included in the Borrowing Base as an Eligible Receivable) by Persons unrelated to any Credit Party pursuant to contractual arrangements approved in writing by the Administrative Agent).
Examples of Production Exposure in a sentence
If the Production Exposure for such Designated Picture exceeds U.S.$20,000,000 or if otherwise required by the Administrative Agent in its discretion, the Administrative Agent shall have received a Completion Guaranty from an Approved Completion Guarantor.
Obtain a Completion Guaranty for any item of Product (other than a television series) for which any Credit Party has a current financial exposure (as opposed to a Negative Pick-up Obligation) or is otherwise subject to the economic risk of Completion if the Production Exposure exceeds U.S.$20,000,000 for any such individual item of Product or as otherwise required by the Administrative Agent in its discretion.
More Definitions of Production Exposure
Production Exposure for an Uncompleted item of Product shall mean (i) with respect to any item of Product for which a Credit Party has direct production responsibility, the Budgeted Negative Cost for such item of Product (net of amounts being cash-flowed as and when needed by an Acceptable Obligor and pursuant to contractual arrangements with such Accepted Obligor and a Credit Party reasonably acceptable to the Administrative Agent), and
Production Exposure for an Uncompleted Program or Picture shall mean the Credit Parties’ share of the total negative cost for such Program or Picture (as applicable) minus (without duplication) the sum of (w) the gross amount of the Credit Parties’ share of amounts committed and reasonably expected to be paid pursuant to a binding agreement by a third person relating to the exploitation or licensing of such Programs or Pictures (as applicable, and in each case without regard to advance rates or present value discount rates) plus (x) the gross amount of the Credit Parties’ share of any tax incentives relating to such Programs or Pictures (as applicable, and in each case without regard to advance rates or present value discount rates) plus (y) the Credit Parties’ share of all proceeds received in respect of such Programs or Pictures (as applicable) prior to the applicable date of determination plus (z) the value (if any) of the Unsold TV Rights Credit attributable to any such Program that is eligible for Borrowing Base credit as of any date of determination.
Production Exposure for an Uncompleted item of Product means (1) with respect to any item of Product for which the Issuer or a Restricted Subsidiary has direct production responsibility, the Budgeted Negative Cost for such item of Product (net of amounts being cash-flowed as and when needed by a third party unrelated to the Issuer or Restricted Subsidiary pursuant to customary contractual arrangements consistent with the Issuer’s past practice, and (2) with respect to all other Product, the acquisition price paid or to be paid by the Issuer or Restricted Subsidiary for such item of Product or any rights therein, including without limitation, the amount of any related Program Acquisition Guarantee, Negative Pick-up Obligations or co-financing obligation.
Production Exposure for an item of Product or Recorded Product shall mean the Budgeted Negative Cost or acquisition price of such item of Product or Recorded Product (net of production fees and overhead of the applicable Credit Party and amounts being cash-flowed by a third party unrelated to a Credit Party pursuant to contractual arrangements acceptable to Lender) and including the amount of any loan or advance made or committed to be made by a Credit Party to the producer of such Product or Recorded Product or to any other third party in connection with the production or Completion of the Product or Recorded Product or otherwise in connection with the acquisition by any Credit Party of the Product or Recorded Product or any rights in the Product or Recorded Product. For purposes of this Agreement, unless otherwise indicated to the contrary, (a) all references to the Production Exposure for a particular item of Product or Recorded Product shall mean the Production Exposure paid or to be paid by the Credit Parties for such item, and (b) all references to the Production Exposure at any time for more than one item of Product or Recorded Product shall mean the Production Exposure payable at such time for such items and shall exclude any amounts previously paid with respect to such items.
Production Exposure in Article 1 of the Credit Agreement is hereby amended in its entirety to read as follows:
Production Exposure for an Uncompleted item of Product shall mean (i) with respect to any item of Product for which a Credit Party has direct production responsibility, the Budgeted Negative Cost for such item of Product (net of amounts being cash-flowed as and when needed by an Acceptable Obligor and pursuant to contractual arrangements with such Accepted Obligor and a Credit Party reasonably acceptable to the Administrative Agent), and (ii) with respect to all other Product, the acquisition price paid or to be paid by a Credit Party for such item of Product or any rights therein, including without limitation, the amount of any related Program Acquisition Guarantee, Negative Pick-up Obligations or co-financing obligation.
Production Exposure for an Uncompleted item of Product shall mean (i) with respect to any item of Product for which a Credit Party has direct production responsibility, the Budgeted Negative Cost for such item of Product (net of amounts being cash-flowed as and when needed by a third party unrelated to a Credit Party pursuant to contractual arrangements reasonably acceptable to the Administrative Agent), and (ii) with respect to all other Product, the acquisition price paid or to be paid by a Credit Party for such item of Product or any rights therein, including without limitation, the amount of any related Program Acquisition Guarantee, Negative Pick-up Obligations or co-financing obligation.