Common use of Commitment and Selection Clause in Contracts

Commitment and Selection. Licensee shall select from one or more lists supplied by Licensor, subject to Licensor’s final approval, Library Features and Library Series (collectively, “Library Programs”) in a sufficient number that the aggregate per-title license fees (as set forth in the Non-Exclusive Library Pricing Chart in Schedule I or as otherwise agreed between the parties) equal or exceed four million five hundred thousand Canadian dollars (CDN$4,500,000.00) (“Library Commitment”), at least one million Canadian dollars (CDN$1,000,000) of which shall be comprised of Library Series. Licensee may pre-select Library Programs prior to the Broadcast Year in which Licensee intends to exhibit them, and Availability Dates for Library Programs are subject to Licensee’s discretion as set forth below, but unless otherwise agreed by Licensor, the number of Library Programs (a) with Availability Dates on or before March 31, 2013 shall be sufficient that the aggregate per-title license fees thereof equal or exceed one million nine hundred thousand Canadian dollars (CDN$1,900,000.00) (“Year 1 Commitment”), (b) with Availability Dates before March 31, 2014 shall be sufficient that the aggregate per-title license fees thereof, including Library Programs licensed to fulfill the Year 1 Commitment, equal or exceed three million Canadian dollars (CDN$3,000,000.00) (“Year 2 Commitment”), at least five hundred thousand Canadian dollars (CDN$500,000) of which shall be comprised of Library Series, and (c) with Availability Dates before March 31, 2015 shall be sufficient that the aggregate per-title license fees thereof, including Library Programs licensed to fulfill the Year 1 Commitment and Year 2 Commitment, equal or exceed the aggregate Library Commitment (and Licensee’s aggregate commitment to license at least one million Canadian dollars (CDN$1,000,000) of Library Series). To the extent Licensee has not selected the applicable quantities of Library Programs by thirty (30) days before the foregoing dates, Licensor shall have the right to designate a quantity of Library Programs necessary to satisfy the respective portion(s) of the Library Commitment, provided that Licensor will provide Licensee thirty (30) days prior written notice during which Licensee may fulfill its outstanding commitments; failing which, Licensor will consult with Licensee in good faith regarding the selection of Library Programs to fulfill the applicable volume commitment. Notwithstanding the above, Licensee shall have the option to re-allocate four hundred thousand Canadian dollars (CDN$400,000) from the Year 1 Commitment by selecting the equivalent amount of its second and third Broadcast Year MOW commitment prior to March 31, 2013; provided the License Period for each such MOW commences in the first Broadcast Year.