5、PLAY DATES The programs in the Package shall be played to the maximum extent feasible for revenue generation purposes across the various media platforms. It is recognized that TV broadcasts are subject to programming limitations.
6、EXCLUSIVITY The Programs will be non-exclusive to CTP for the New Media distribution platforms in the named Territories unless otherwise agreed to on a case by case basis. 7、LICENSE FEE Subject to the foregoing, CTP agrees to participate in licensing of the programs in USD as follows: a. Revenue Sharing. CTP will pay a revenue sharing split to Party B. Revenue shares will begin once net revenues are generated. Since Party B desires a minimum guaranteed share approach, the payment scheme will consist of the following:
• Advance Payment: An Advance Payment that will be on the first-out basis. This means that the Advance Payment will not be on an upfront basis but will be on a first-out basis once net revenues are positive. Party B’s Advance Payment will come out before CTP realizes any payment from positive net revenue returns. The amount of the Advance Payment will be 10% of the Guaranteed Minimum Payment (described below) calculated each 90 days upon receipt of payments by CTP from the Program broadcaster or operator. This will be a rolling calculation—so, Party B will receive, each quarter, a new 10% Advanced Payment, plus 90% of amount remaining from the previous quarter’s Guaranteed Minimum Payment.
• Guaranteed Minimum Payment: This is a Minimum Royalty Payment of 3.5% (calculated on a gross revenues basis BEFORE any promotional and distribution costs).
• Incremental Revenue Share Payment: 11.5% (calculated on a % of net revenues).
Therefore, the Total revenue share split for Party B will be 15% consisting of the Guaranteed Minimum Payment of 3.5% (calculated on gross revenues basis BEFORE any promotional and distribution costs) PLUS the Incremental Revenue Share Payment of 11.5% (calculated on a % of net revenues).
b. By NET it is meant that revenues shall be NET of costs of promoting and repurposing the content and any FEES that may be needed to pay to third-party arrangers or brokers and paid advertising and paid promotional activities. This would also be NET of transmission costs, such as broadband and IP Transport, but no salaries, international travel expense, marketing expense or other overheads incurred by CTP shall be included in the calculations of shared expenses, unless otherwise agreed to to accommodate special opportunities that may arise on a case-by-case basis.
c. Payment Terms. CTP will pay Party B its share of Revenue (the “Payments”) within 60 days of the last day of each month, on a rolling basis, once CTP has received its payment related to the exhibition of Party B’s programs. All payments shall be remitted in USD. Party B shall inform CTP as to its bank wire information.
Advance payments will be calculated and paid each 90 days. The amount of such payments as well as that of the minimum guaranteed payment will be subtracted from the total amount of the revenue split due Party B.
d. Reporting. CTP will provide Party B with industry-standard reports and information sufficient to enable Licensor to independently calculate the Payments due.
e. Audit Rights. During the Term and for a period of one year thereafter, CTP will maintain records sufficient to verify the accuracy of Payments. Party B will have the right upon at least thirty days prior written request, at its expense and no more than once per calendar year during the Term and for a period of three months thereafter, to allow an independent certified public accounting firm retained by Party B (other than on a contingent fee basis) and reasonably acceptable to CTP to examine and audit such records solely to verify the accuracy of Payments made under this Agreement; provided, however that: (i) any such audit must be conducted during normal business hours and in a manner designed not to interfere with CTP’s ordinary business operations and (ii) each such audit may only cover the period commencing after the period covered by the last audit conducted pursuant to this Section, if any. Any Payments not audited and disputed within one year after issuance shall be binding and conclusive. Any public accounting firm that performs an audit under this Section must first sign a non -disclosure agreement provided by the CTP, and Party B agrees that any information learned or disclosed by its auditor in connection with an audit under this Section is the Confidential Information of CTP and subject to the confidentiality requirements set forth therein. Party B’s auditor must provide to CTP a copy of any audit report produced under this Section. In the event that any audit report reveals an underpayment to Party B, unless such underpayment is disputed in good faith by CTP, then CTP must immediately pay to Party B the incremental amount that should have been paid. 5, 播放约定 为保证利益最大化,“合同套餐”中的动画片将用于在多种媒体平台上播出,如果动画片只限制在电视媒体中播放,需要特别说明。
6, 排他性 CTP拥有节目在规定国家和地区新媒体平台上的非独占性发行权,如有其它要求,双方按照单个项目方式进行协商和约定。
7, 许可费 介于上述约定,CTP同意以美元为货币单位支付节目许可费用,具体如下: A,收入分成。双方通过合作一经产生收入,CTP同意向乙方支付收入分成,介于乙方要求CTP承诺向乙方支持最低保证分成,具体支持方式和时 间如下:
预付款:预付款通常表示需要先期支付的费用,这意味着,预付款不是预先支持,而是在已确定产生收入时,先期支付的费用。
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智联文通翻译公司-国际协议翻译案例(4)

