Common use of Payment in Advance Clause in Contracts

Payment in Advance. All Fees are due and payable in advance of fulfillment of key orders by AACS LA. Key orders will not be fulfilled if any Fees are in arrears. For review only - Not for execution /// EXHIBIT C‌ CONFIDENTIALITY AGREEMENT ACKNOWLEDGMENT BY AUTHORIZED RECIPIENTS For review only - Not for execution I, , a full-time or part-time employee or individual independent contractor of , a (“Content Provider”), acknowledge that I have been designated by Content Provider as an “Authorized Recipient” to receive on behalf of Content Provider access to Highly Confidential Information of AACS LA (the “Company”), the Licensors of the Company, or another Fellow Content Provider, which Authorized Recipient is obligated to maintain strictly confidential under the terms of the AACS License Agreement (the “Agreement”) between the Company and the Content Provider. With respect to Highly Confidential Information, I acknowledge that the Agreement entered into between the Company and the Content Provider requires Content Provider to employ procedures for safeguarding Highly Confidential Information which procedures include, at a minimum: (i) Content Provider shall employ procedures for safeguarding Highly Confidential Information at least as rigorous as Content Provider would employ for its own most highly confidential information, such procedures to include, at a minimum: (1) maintaining on Content Provider’s premises a secure location in which any and all Highly Confidential Information shall be stored, where such a location may include electronic storage that is at least as secure with respect to the Highly Confidential Information as the AACS Technology is with respect to the protection of digital content; (2) that any Highly Confidential Information stored in such a location shall be accessible only by Authorized Recipients; (3) that (x) where Highly Confidential Information is stored in a location that is physically secure, Authorized Recipients visiting such location shall sign in and out each time that they visit such location; and (y) where Highly Confidential Information is stored securely in an electronic form, Authorized Recipients having access to such Highly Confidential Information shall sign in and out each time that they have such access; and (4) when Highly Confidential Information is not in use, such information shall be stored in a locked safe at such secure location or shall be stored electronically in a form that is at least as secure with respect to the Highly Confidential Information as the AACS Technology is with respect to protection of digital content. I further acknowledge that the Confidentiality Agreement defines Highly Confidential Information to include Device Keys (capitalized terms used herein as defined in the AACS License Agreement). Continued on next page. I further acknowledge that I have signed a prior written agreement with Content Provider pursuant to which I have agreed to maintain the confidentiality of third party confidential information received by Content Provider. I acknowledge that I am bound by such agreement or by Content Provider’s policies and practices to maintain the confidentiality of Highly Confidential Information during my employment or contract period and after my employment and contract period with Content Provider. By signing below, I attest that I have read and understood this acknowledgment.

Payment in Advance. All Fees are due and payable in advance of fulfillment of key orders by AACS LA. Key orders will not be fulfilled if any Fees are in arrears. For review only - Not for execution /// EXHIBIT C‌ CONFIDENTIALITY AGREEMENT ACKNOWLEDGMENT BY AUTHORIZED RECIPIENTS For review only - Not for execution I, , a full-time or part-time employee or individual independent contractor of , a (“Content Provider”), acknowledge that I have been designated by Content Provider as an “Authorized Recipient” to receive on behalf of Content Provider access to Highly Confidential Information of AACS LA (the “Company”), the Licensors of the Company, or another Fellow Content Provider, which Authorized Recipient is obligated to maintain strictly confidential under the terms of the AACS License Agreement (the “Agreement”) between the Company and the Content Provider. With respect to Highly Confidential Information, I acknowledge that the Agreement entered into between the Company and the Content Provider requires Content Provider to employ procedures for safeguarding Highly Confidential Information which procedures include, at a minimum: (i) Content Provider shall employ procedures for safeguarding Highly Confidential Information at least as rigorous as Content Provider would employ for its own most highly confidential information, such procedures to include, at a minimum: (1) maintaining on Content Provider’s premises a secure location in which any and all Highly Confidential Information shall be stored, where such a location may include electronic storage that is at least as secure with respect to the Highly Confidential Information as the AACS Technology is with respect to the protection of digital content; (2) that any Highly Confidential Information stored in such a location shall be accessible only by Authorized Recipients; (3) that (x) where Highly Confidential Information is stored in a location that is physically secure, Authorized Recipients visiting such location shall sign in and out each time that they visit such location; and (y) where Highly Confidential Information is stored securely in an electronic form, Authorized Recipients having access to such Highly Confidential Information shall sign in and out each time that they have such access; and (4) when Highly Confidential Information is not in use, such information shall be stored in a locked safe at such secure location or shall be stored electronically in a form that is at least as secure with respect to the Highly Confidential Information as the AACS Technology is with respect to protection of digital content. I further acknowledge that the Confidentiality Agreement defines Highly Confidential Information to include Device Keys (capitalized terms used herein as defined in the AACS License Agreement). Continued on next page. I further acknowledge that I have signed a prior written agreement with Content Provider pursuant to which I have agreed to maintain the confidentiality of third party confidential information received by Content Provider. I acknowledge that I am bound by such agreement or by Content Provider’s policies and practices to maintain the confidentiality of Highly Confidential Information during my employment or contract period and after my employment and contract period with Content Provider. By signing below, I attest that I have read and understood this acknowledgment.. Signed: Name: Date: cc: AACS LA, LLC EXHIBIT D Eligible Managed Copy IP Exception Adopters Dell Inc. Hewlett-Packard Co. Koninklijke Philips Electronics N.V. NEC Corporation Pioneer Corporation Samsung Electronics Co., Ltd. Sanyo Electric Co., Ltd. ST Microelectronics N.V. Thomson, Inc. AACS Content Provider Agreement D-1 Exhibit E AACS Compliance Rules for Audiovisual Works on Optical Storage Part 1: General and Definitions

Payment in Advance. For review only - Not for execution All Fees are due and payable in advance of fulfillment of key orders by AACS LA. Key orders will not be fulfilled if any Fees are in arrears. For review only - Not for execution /// EXHIBIT C‌ C CONFIDENTIALITY AGREEMENT ACKNOWLEDGMENT BY AUTHORIZED RECIPIENTS For review only - Not for execution I, , a full-time or part-time employee or individual independent contractor of , a (“Content Service Provider”), acknowledge that I have been designated by Content Service Provider as an “Authorized Recipient” to receive on behalf of Content Service Provider access to Highly Confidential Information of AACS LA (the “Company”), the Licensors of the Company, or another Fellow Content Service Provider, which Authorized Recipient is obligated to maintain strictly confidential under the terms of the AACS License Service Provider Agreement (the “Agreement”) between the Company and the Content Service Provider. With respect to Highly Confidential Information, I acknowledge that the Agreement entered into between the Company and the Content Service Provider requires Content Service Provider to employ procedures for safeguarding Highly Confidential Information which procedures include, at a minimum: (i) Content Service Provider shall employ procedures for safeguarding Highly Confidential Information at least as rigorous as Content Service Provider would employ for its own most highly confidential information, such procedures to include, at a minimum: (1) maintaining on Content Service Provider’s premises a secure location in which any and all Highly Confidential Information shall be stored, where such a location may include electronic storage that is at least as secure with respect to the Highly Confidential Information as the AACS Technology is with respect to the protection of digital content; (2) that any Highly Confidential Information stored in such a location shall be accessible only by Authorized Recipients; (3) that (x) where Highly Confidential Information is stored in a location that is physically secure, Authorized Recipients visiting such location shall sign in and out each time that they visit such location; and (y) where Highly Confidential Information is stored securely in an electronic form, Authorized Recipients having access to such Highly Confidential Information shall sign in and out each time that they have such access; and (4) when Highly Confidential Information is not in use, such information shall be stored in a locked safe at such secure location or shall be stored electronically in a form that is at least as secure with respect to the Highly Confidential Information as the AACS Technology is with respect to protection of digital content. I further acknowledge that the Confidentiality Agreement defines Highly Confidential Information to include Calculated Keys, Device Keys Keys, Sequence Keys, Drive Private Key, Host Private Key, MCS, Private Keys, Media Keys, Title Keys, Cmfg, Data Key, Bus Key and intermediate data items that are derived from such items. Examples include but are not limited to Kvu, also known as the Volume Unique Key and which is derived from the Media Key and the Volume ID as defined in the Specifications, and the random/pseudorandom number generator constants k and S, as defined in the Specifications (capitalized terms used herein as defined in the AACS License Agreement). Continued on next page. I further acknowledge that I have signed a prior written agreement with Content Service Provider pursuant to which I have agreed to maintain the confidentiality of third party confidential information received by Content Service Provider. I acknowledge that I am bound by such agreement or by Content Service Provider’s policies and practices to maintain the confidentiality of Highly Confidential Information during my employment or contract period and after my employment and contract period with Content Service Provider. By signing below, I attest that I have read and understood this acknowledgment.. Signed: Name: Date: cc: AACS LA, LLC Exhibit D AACS COMPLIANCE RULES FOR ONLINE SERVICE PROVIDERS Where a capitalized term is used, but not otherwise defined in this Exhibit D, the meaning ascribed thereto elsewhere in the Agreement or applicable AACS Specification shall apply. Applicability. This Exhibit D is applicable to Service Providers, AACS Online Services and AACS Online Service Components with respect to Online Transactions as described in the Specification(s). For the avoidance of doubt, this Section does not define the obligations applicable to a Licensed Content Producer making a Licensed Content Product for delivery via On Line Transactions. To the extent that an Online Service Provider carries out that function, it must do so as an Adopter in compliance with its Adopters Agreement. For review only -

Payment in Advance. All Fees are due and payable in advance of fulfillment of key orders by AACS LA. Key orders will not be fulfilled if any Fees are in arrears. For review only - Not for execution /// EXHIBIT C‌ C CONFIDENTIALITY AGREEMENT ACKNOWLEDGMENT BY AUTHORIZED RECIPIENTS For review only - Not for execution I, , a full-time or part-time employee or individual independent contractor of , a (“Content Service Provider”), acknowledge that I have been designated by Content Service Provider as an “Authorized Recipient” to receive on behalf of Content Service Provider access to Highly Confidential Information of AACS LA (the “Company”), the Licensors of the Company, or another Fellow Content Service Provider, which Authorized Recipient is obligated to maintain strictly confidential under the terms of the AACS License Service Provider Agreement (the “Agreement”) between the Company and the Content Service Provider. With respect to Highly Confidential Information, I acknowledge that the Agreement entered into between the Company and the Content Service Provider requires Content Service Provider to employ procedures for safeguarding Highly Confidential Information which procedures include, at a minimum: (i) Content Service Provider shall employ procedures for safeguarding Highly Confidential Information at least as rigorous as Content Service Provider would employ for its own most highly confidential information, such procedures to include, at a minimum: (1) maintaining on Content Service Provider’s premises a secure location in which any and all Highly Confidential Information shall be stored, where such a location may include electronic storage that is at least as secure with respect to the Highly Confidential Information as the AACS Technology is with respect to the protection of digital content; (2) that any Highly Confidential Information stored in such a location shall be accessible only by Authorized Recipients; (3) that (x) where Highly Confidential Information is stored in a location that is physically secure, Authorized Recipients visiting such location shall sign in and out each time that they visit such location; and (y) where Highly Confidential Information is stored securely in an electronic form, Authorized Recipients having access to such Highly Confidential Information shall sign in and out each time that they have such access; and (4) when Highly Confidential Information is not in use, such information shall be stored in a locked safe at such secure location or shall be stored electronically in a form that is at least as secure with respect to the Highly Confidential Information as the AACS Technology is with respect to protection of digital content. I further acknowledge that the Confidentiality Agreement defines Highly Confidential Information to include Calculated Keys, Device Keys Keys, Sequence Keys, Drive Private Key, Host Private Key, MCS, Private Keys, Media Keys, Title Keys, Cmfg, Data Key, Bus Key and intermediate data items that are derived from such items. Examples include but are not limited to Kvu, also known as the Volume Unique Key and which is derived from the Media Key and the Volume ID as defined in the Specifications, and the random/pseudorandom number generator constants k and S, as defined in the Specifications (capitalized terms used herein as defined in the AACS License Agreement). Continued on next page. I further acknowledge that I have signed a prior written agreement with Content Service Provider pursuant to which I have agreed to maintain the confidentiality of third party confidential information received by Content Service Provider. I acknowledge that I am bound by such agreement or by Content Service Provider’s policies and practices to maintain the confidentiality of Highly Confidential Information during my employment or contract period and after my employment and contract period with Content Service Provider. By signing below, I attest that I have read and understood this acknowledgment. Signed: Name: Date: cc: AACS LA, LLC Exhibit D AACS COMPLIANCE RULES FOR ONLINE SERVICE PROVIDERS Where a capitalized term is used, but not otherwise defined in this Exhibit D, the meaning ascribed thereto elsewhere in the Agreement or applicable AACS Specification shall apply. Applicability. This Exhibit D is applicable to Service Providers, AACS Online Services and AACS Online Service Components with respect to Online Transactions as described in the Specification(s). For the avoidance of doubt, this Section does not define the obligations applicable to a Licensed Content Producer making a Licensed Content Product for delivery via On Line Transactions. To the extent that an Online Service Provider carries out that function, it must do so as an Adopter in compliance with its Adopters Agreement.