PPV. (i) For each customer of Affiliate who receives and pays for one (l) complete and technically satisfactory viewing of one viewing segment of the Service as a PPV service as a PPV Cable Subscriber, Affiliate will pay Network a PPV Cable Fee in an amount equal to the greater of, (A) (i) ***** for orders taken from the date of full execution hereof through February 28, 1996, (ii) ***** for orders taken from March 1, 1996 through October 31, 1998 (iii) ***** for orders taken from November 1, 1998 through October 31, 2001 and (iv) ***** for orders from November 1, 2001 through the end of the Initial Term, or (B) the Network Share of the Gross Receipts paid by such PPV Cable Subscriber. For purposes of this subparagraph, "Network Share" shall equal the following percentage of the Gross Receipts paid by each PPV Cable Subscriber: ***** from the date of execution of this Agreement by both parties hereof through February 28, 1996; ***** from March 1, 1996 through October 31, 1998; and ***** from November 1, 1998 through the end of the Initial Term. For each customer of Affiliate who receives and pays for one (1) complete and technically satisfactory viewing of one viewing segment of the Service as a PPV service as a PPV Satellite Subscriber, Affiliate will pay Network a PPV Satellite Fee in an amount equal to ***** of the Gross Receipts paid by such PPV Satellite Subscriber. Notwithstanding the foregoing, each System and each Satellite distributor shall have the right to discount the price of a PPV viewing of the Service during the first thirty (30) days after the launch of the Service in such System or by such Satellite distributor, respectively, and during no more than two (2) ten (10) day periods each calendar year. For orders taken during such first thirty (30) days and during each such ten (10) day period, Affiliate shall be required to pay to Network minimum PPV Satellite Fees or PPV Cable Fees (as the case may be) of ***** per each complete and technically satisfactory viewing of a viewing segment of the Service as a PPV service, rather than the minimum PPV Satellite Fees or PPV Cable Fees specified in this Section 5(c)(i). Furthermore, there shall be no PPV Satellite Fee or PPV Cable Fee (as the case may be) payable by Affiliate to Network for any PPV viewing of the Service by a subscriber who pays for such viewing by remitting a coupon provided by Affiliate or by an affiliate of Affiliate to subscribers that have not ordered a PPV movie or event in the six (6) months immediately preceding the issuance of such coupon. Notwithstanding the foregoing, if the Service is sold in combination with the Base Service to PPV Cable Subscribers or PPV Satellite Subscribers, PPV Cable Fees and PPV Satellite Fees shall be paid in accordance with the Base Agreement, as amended, and no PPV Cable Fees or PPV Satellite Fees shall be payable hereunder. In addition, if in any month Minimum Average PPV Fees are due in accordance with Section 5(c)(i) of the Base Agreement, no PPV Cable Fees shall be due and payable hereunder for such month under this Agreement with respect to PPV Cable Subscribers."
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PPV. (i) For each customer of Affiliate who receives and pays for one (l1) complete and technically satisfactory viewing of one viewing segment of the Service as a PPV service as a PPV Cable Subscriber, Affiliate will pay Network a PPV Cable Fee in an amount equal to the greater of, (A) (i) ***** for orders taken from the date of full execution hereof through February 28October 31, 19961995, (ii) ***** for orders taken from March November 1, 1996 1995 through October 31, 1998 (iii) ***** for orders taken from November 1, 1998 through October 31, 2001 and (iv) ***** for orders from November 1, 2001 through the end of the Initial Term, or (B) the Network Share of the Gross Receipts paid by such PPV Cable Subscriber. For purposes of this subparagraphWith respect to PPV Cable Subscribers, "Network Share" shall equal the following percentage of the Gross Receipts paid by each PPV Cable Subscriber: ***** from the date of execution of this Agreement by both parties hereof through February 28, 1996; ***** from March 1, 1996 through October 31, 1998; 1995 and ***** from November 1, 1998 1995 through the end of the Initial Term. For each customer of Affiliate who receives and pays for one (1) complete and technically satisfactory viewing of one viewing segment of the Service as a PPV service as a PPV Satellite SubscriberSubscriber (provided that it is technically feasible to sell the Service on a PPV basis to PPV Satellite Subscribers), Affiliate will pay Network a PPV Satellite Fee in an amount equal to the greater of (C) (i) ***** for orders taken from the date of full execution hereof through October 31, 1995, (ii) ***** for orders taken from November 1, 1995 through October 31, 1998, (iii) ***** for orders taken from November 1, 1998 through October 31, 2001, and (iv) ***** for orders taken from November 1, 2001 through the end of the Initial Term, or (D) the Network Share of the Gross Receipts paid by such PPV Satellite Subscriber. With respect to PPV Satellite Subscribers, the Network Share of the Gross Receipts shall be *****. Notwithstanding the foregoing, if the Service is sold to a PPV Cable Subscriber in combination with the Multiplex Service as a PPV service (a "Combination PPV Cable Subscriber"), Affiliate will pay Network a PPV Cable Fee for each Combination PPV Cable Subscriber who receives and pays for one (1) complete and technically satisfactory viewing of one viewing segment of each of the Service and the Multiplex Service in an amount equal to the greater of, (A) (i) ***** for orders taken from the date of full execution hereof through October 31, 1995, (ii) ***** for orders taken from November 1, 1995 through October 31, 1998, (iii) ***** for orders taken from November 1, 1998 through October 31, 2001 and (iv) ***** for orders from November 1, 2001 through the end of the Initial Term, or (B) the Network Share of the Gross Receipts paid by such PPV Cable Subscriber. With respect to Combination PPV Cable Subscribers, "Network Share" shall equal ***** of the Gross Receipts paid by each Combination PPV Cable Subscriber. If the Service is sold to a PPV Satellite Subscriber in combination with the Multiplex Service as a PPV service (provided that it is technically feasible to sell the Service on a PPV basis to PPV Satellite Subscribers) (a "Combination Satellite PPV Subscriber"), Affiliate will pay Network a PPV Satellite Fee for each PPV Satellite Subscriber who receives and pays for one (1) complete and technically satisfactory viewing of one viewing segment of each of the Service and the Multiplex Service, Affiliate will pay Network a PPV Satellite Fee in an amount equal to the greater of (C) (i) ***** for orders taken from the date of full execution hereof through October 31, 1995, (ii) ***** for orders taken from November 1, 1995 through October 31, 1998, (iii) ***** for orders taken from November 1, 1998 through October 31, 2001, and (iv) ***** for orders taken from November 1, 2001 through the end of the Initial Term, or (D) the Network Share of the Gross Receipts paid by such Combination PPV Satellite Subscriber. With respect to Combination PPV Satellite Subscribers, the Network Share of the Gross Receipts shall be *****. Notwithstanding the foregoing, each System and each Satellite distributor shall have the right to discount the price of a PPV viewing of the Service during the first thirty (30) days after the launch of the Service in such System or by such Satellite distributor, respectively, and during no more than two (2) ten (10) day periods each calendar year. For orders taken during such first thirty (30) days and during each such ten (10) day period, Affiliate shall be required to pay to Network minimum PPV Satellite Fees or PPV Cable Fees (as the case may be) of ***** per each complete and technically satisfactory viewing of a viewing segment of the Service as a PPV service, rather than the minimum PPV Satellite Fees or PPV Cable Fees specified in this Section 5(c)(i). Furthermore, there shall be no PPV Satellite Fee or PPV Cable Fee (as the case may be) payable by Affiliate to Network for any PPV viewing of the Service by a subscriber who pays for such viewing by remitting a coupon provided by Affiliate or by an affiliate of Affiliate to subscribers that have not ordered a PPV movie or event in the six (6) months immediately preceding the issuance of such coupon. Notwithstanding the foregoing, if in any month the sum of the PPV Cable Fees payable hereunder and the PPV Cable Fees payable under the agreement between Network and Affiliate for the distribution of the Multiplex Service is sold in combination with (the Base Service "Multiplex Agreement") (excluding PPV Cable Fees attributable to Combination PPV Cable Subscribers under this Agreement and the Multiplex Agreement) do not equal or exceed an amount equal to the product of the Minimum Average Percentage (as defined herein) multiplied by the sum of the Gross Receipts paid by PPV Satellite Cable Subscribers (excluding Combination PPV Cable Subscribers) who receive and pay for one (l) complete and technically satisfactory viewing of one viewing segment of either the Service or the Multiplex Service (the "Minimum Average PPV Fee"), Affiliate shall pay' to Network the Minimum Average PPV Fee in lieu of PPV Cable Fees and PPV Satellite Fees shall be paid in accordance with the Base Agreement, as amended, and no PPV Cable Fees or PPV Satellite Fees shall be payable hereunder. In addition, if in any month Minimum Average PPV Fees are due in accordance with Section 5(c)(i) of the Base Agreement, no PPV Cable Fees shall be due and payable hereunder for such month under this Agreement and the Multiplex Agreement. For purposes of this Agreement, the Minimum Average Percentage shall mean the arithmetic mean average of the Network Share payable under this Agreement in the pertinent month with respect to PPV Cable SubscribersSubscribers to the Service and the Network Share (as defined in the Multiplex Agreement) payable under the Multiplex Agreement in the pertinent month with respect to PPV Cable Subscribers to the Multiplex Service."
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