Common use of Second Class Clause in Contracts

Second Class. For a second-class production, Producer shall receive from Author the Percentage of the “net proceeds” paid (regardless of timing) to the Author as specified in Paragraph 4(c) below from any disposition made of any of Subsidiary Rights in the Play during the period commencing as of the date hereof and ending fifteen (15) years after the final performance of the last production of the Play presented hereunder; provided, however, that other than the disposition of motion picture and customary allied and ancillary rights, for which Producer shall participate in the net proceeds on a worldwide basis, Producer’s participation in all other 4 rights dispositions shall be limited to the Territory, and any other territory in which Producer has produced (or caused the production of) the Play for at least twenty one (21) performances, in which case Producer shall vest a 40% interest in the net proceeds paid (regardless of timing) from the disposition of any Subsidiary Rights in such foreign territory within fifteen (15) years from the date of the first paid public performance in such foreign territory. “Net proceeds” means gross proceeds, less applicable sales taxes and representative’s commission, if any, not exceeding a commission of 10% percent, except 20% percent with respect to amateur rights. For purposes of the immediately preceding sentence, each of the following shall be deemed a “foreign territory”: Japan; South Korea; German Speaking Territories (which shall include Germany, Austria, Switzerland, Lxxxxxxxxxxx, and Czech); Scandinavia (which shall include Sweden, Norway, Finland, Denmark, and Iceland); Far East (which shall include China, Hong Kong, Taiwan, Korea, Indonesia, Singapore, Cambodia, Vietnam, Malaysia, Thailand, and the Philippines); France & Benelux; Eastern Europe (which shall include CIS Countries, Poland, Slovakia, Hungary, and former Yugoslavia); Middle East (which shall include Israel, UAE, Kuwait, and Jordan); Iberia (which shall include Spain, Portugal, and Andorra); Latin America (which shall include, without limitation, Mexico, Brazil, and the Caribbean); and Africa. (c) The Percentage referred to in Section 4(b) above shall be: (i) If there are at least twenty-one (21) paid consecutive public performances (including up to eight (8) previews counted and an official press opening) but not more than thirty-two (32): 10%; (ii) If there are thirty-three (33) or more such performances of the Play (including up to eight (8) previews counted and an official press opening), but not more than forty-seven (47): 20%; (iii) If there are forty-eight (48) or more such performances of the Play (including up to eight (8) previews counted and an official press opening): 30%; or (iv) If there are sixty-four (64) or more such performances of the Play (including up to (8) previews counted and an official press opening): 40%. 5. Approval Rights. Author shall be accorded all customary author co-approvals (with Producer) of the director, choreographer, designers, and cast of productions presented by Producer or otherwise under Producer’s control, and any replacements of the foregoing. Author also shall have approval of the orchestrator, arranger, music director, and music supervisor (if applicable), and meaningful consultation respecting the selection of developmental or regional theaters preceding the initial commercial production of the Play. Author shall have seventy-two (72) hours to respond to a request for approval (or twenty-four [24] hours during rehearsal and previews, and with respect to cast replacements and bona fide exigencies), and Author’s failure to respond within such time period shall be deemed as Author’s having given approval. Author’s approvals herein may not be unreasonably withheld or delayed, and shall not be exercised with the intent to frustrate Producer’s exercise of the rights granted hereunder. 6.

Second Class. For a second-class production, Producer shall receive from Author the Percentage of the “net proceeds” paid (regardless of timing) to the Author as specified in Paragraph 4(c) below from any disposition made of any of Subsidiary Rights in the Play during the period commencing as of the date hereof and ending fifteen (15) years after the final performance of the last production of the Play presented hereunder; provided, however, that other than the disposition of motion picture and customary allied and ancillary rights, for which Producer shall participate in the net proceeds on a worldwide basis, Producer’s participation in all other 4 rights dispositions shall be limited to the Territory, and any other territory in which Producer has 4 produced (or caused the production of) the Play for at least twenty one (21) performances, in which case Producer shall vest a 40% interest in the net proceeds paid (regardless of timing) from the disposition of any Subsidiary Rights in such foreign territory within fifteen (15) years from the date of the first paid public performance in such foreign territory. “Net proceeds” means gross proceeds, less applicable sales taxes and representative’s commission, if any, not exceeding a commission of 10% percent, except 20% percent with respect to amateur rights. For purposes of the immediately preceding sentence, each of the following shall be deemed a “foreign territory”: Japan; South Korea; German Speaking Territories (which shall include Germany, Austria, Switzerland, LxxxxxxxxxxxXxxxxxxxxxxx, and Czech); Scandinavia (which shall include Sweden, Norway, Finland, Denmark, and Iceland); Far East (which shall include China, Hong Kong, Taiwan, Korea, Indonesia, Singapore, Cambodia, Vietnam, Malaysia, Thailand, and the Philippines); France & Benelux; Eastern Europe (which shall include CIS Countries, Poland, Slovakia, Hungary, and former Yugoslavia); Middle East (which shall include Israel, UAE, Kuwait, and Jordan); Iberia (which shall include Spain, Portugal, and Andorra); Latin America (which shall include, without limitation, Mexico, Brazil, and the Caribbean); and Africa. (c) The Percentage referred to in Section 4(b) above shall be: (i) If there are at least twenty-one (21) paid consecutive public performances (including up to eight (8) previews counted and an official press opening) but not more than thirty-two (32): 10%; (ii) If there are thirty-three (33) or more such performances of the Play (including up to eight (8) previews counted and an official press opening), but not more than forty-seven (47): 20%; (iii) If there are forty-eight (48) or more such performances of the Play (including up to eight (8) previews counted and an official press opening): 30%; or (iv) If there are sixty-four (64) or more such performances of the Play (including up to (8) previews counted and an official press opening): 40%. 5. Approval Rights. Author shall be accorded all customary author co-approvals (with Producer) of the director, choreographer, designers, and cast of productions presented by Producer or otherwise under Producer’s control, and any replacements of the foregoing. Author also shall have approval of the orchestrator, arranger, music director, and music supervisor (if applicable), and meaningful consultation respecting the selection of developmental or regional theaters preceding the initial commercial production of the Play. Author shall have seventy-two (72) hours to respond to a request for approval (or twenty-four [24] hours during rehearsal and previews, and with respect to cast replacements and bona fide exigencies), and Author’s failure to respond within such time period shall be deemed as Author’s having given approval. Author’s approvals herein may not be unreasonably withheld or delayed, and shall not be exercised with the intent to frustrate Producer’s exercise of the rights granted hereunder. 6.

Second Class. For a second-class production, Producer shall receive from Author the Percentage of the “net proceeds” paid (regardless of timing) to the Author as specified in Paragraph 4(c) below from any disposition made of any of Subsidiary Rights in the Play during the period commencing as of the date hereof and ending fifteen (15) years after the final performance of the last production of the Play presented hereunder; provided, however, that other than the disposition of motion picture and customary allied and ancillary rights, for which Producer shall participate in the net proceeds on a worldwide basis, Producer’s participation in all other 4 rights dispositions shall be limited to the Territory, and any other territory in which Producer has 4 produced (or caused the production of) the Play for at least twenty one (21) performances, in which case Producer shall vest a 40% interest in the net proceeds paid (regardless of timing) from the disposition of any Subsidiary Rights in such foreign territory within fifteen (15) years from the date of the first paid public performance in such foreign territory. “Net proceeds” means gross proceeds, less applicable sales taxes and representative’s commission, if any, not exceeding a commission of 10% percent, except 20% percent with respect to amateur rights. For purposes of the immediately preceding sentence, each of the following shall be deemed a “foreign territory”: Japan; South Korea; German Speaking Territories (which shall include Germany, Austria, Switzerland, Lxxxxxxxxxxx, and Czech); Scandinavia (which shall include Sweden, Norway, Finland, Denmark, and Iceland); Far East (which shall include China, Hong Kong, Taiwan, Korea, Indonesia, Singapore, Cambodia, Vietnam, Malaysia, Thailand, and the Philippines); France & Benelux; Eastern Europe (which shall include CIS Countries, Poland, Slovakia, Hungary, and former Yugoslavia); Middle East (which shall include Israel, UAE, Kuwait, and Jordan); Iberia (which shall include Spain, Portugal, and Andorra); Latin America (which shall include, without limitation, Mexico, Brazil, and the Caribbean); and Africa. (c) The Percentage referred to in Section 4(b) above shall be: (i) If there are at least twenty-one (21) paid consecutive public performances (including up to eight (8) previews counted and an official press opening) but not more than thirty-two (32): 10%; (ii) If there are thirty-three (33) or more such performances of the Play (including up to eight (8) previews counted and an official press opening), but not more than forty-seven (47): 20%; (iii) If there are forty-eight (48) or more such performances of the Play (including up to eight (8) previews counted and an official press opening): 30%; or (iv) If there are sixty-four (64) or more such performances of the Play (including up to (8) previews counted and an official press opening): 40%. 5. Approval Rights. Author shall be accorded all customary author co-approvals (with Producer) of the director, choreographer, designers, and cast of productions presented by Producer or otherwise under Producer’s control, and any replacements of the foregoing. Author also shall have approval of the orchestrator, arranger, music director, and music supervisor (if applicable), and meaningful consultation respecting the selection of developmental or regional theaters preceding the initial commercial production of the Play. Author shall have seventy-two (72) hours to respond to a request for approval (or twenty-four [24] hours during rehearsal and previews, and with respect to cast replacements and bona fide exigencies), and Author’s failure to respond within such time period shall be deemed as Author’s having given approval. Author’s approvals herein may not be unreasonably withheld or delayed, and shall not be exercised with the intent to frustrate Producer’s exercise of the rights granted hereunder. 6.

Second Class. For a second-class production, Producer shall receive from Author the Percentage of the “net proceeds” paid (regardless of timing) to the Author as specified in Paragraph 4(c) below from any disposition made of any of Subsidiary Rights in the Play during the period commencing as of the date hereof and ending fifteen (15) years after the final performance of the last production of the Play presented hereunder; provided, however, that other than the disposition of motion picture and customary allied and ancillary rights, for which Producer shall participate in the net proceeds on a worldwide basis, Producer’s participation in all other 4 rights dispositions shall be limited to the Territory, and any other territory in which Producer has produced (or caused the production of) the Play for at least twenty one (21) performances, in which case Producer shall vest a 40% interest in the net proceeds paid (regardless of timing) from the disposition of any Subsidiary Rights in such foreign territory within fifteen (15) years from the date of the first paid public performance in such foreign territory. “Net proceeds” means gross proceeds, less applicable sales taxes and representative’s commission, if any, not exceeding a commission of 10% percent, except 20% percent with respect to amateur rights. For purposes of the immediately preceding sentence, each of the following shall be deemed a “foreign territory”: Japan; South Korea; German Speaking Territories (which shall include Germany, Austria, Switzerland, LxxxxxxxxxxxXxxxxxxxxxxx, and Czech); Scandinavia (which shall include Sweden, Norway, Finland, Denmark, and Iceland); Far East (which shall include China, Hong Kong, Taiwan, Korea, Indonesia, Singapore, Cambodia, Vietnam, Malaysia, Thailand, and the Philippines); France & Benelux; Eastern Europe (which shall include CIS Countries, Poland, Slovakia, Hungary, and former Yugoslavia); Middle East (which shall include Israel, UAE, Kuwait, and Jordan); Iberia (which shall include Spain, Portugal, and Andorra); Latin America (which shall include, without limitation, Mexico, Brazil, and the Caribbean); and Africa. (c) The Percentage referred to in Section 4(b) above shall be: (i) If there are at least twenty-one (21) paid consecutive public performances (including up to eight (8) previews counted and an official press opening) but not more than thirty-two (32): 10%; (ii) If there are thirty-three (33) or more such performances of the Play (including up to eight (8) previews counted and an official press opening), but not more than forty-seven (47): 20%; (iii) If there are forty-eight (48) or more such performances of the Play (including up to eight (8) previews counted and an official press opening): 30%; or (iv) If there are sixty-four (64) or more such performances of the Play (including up to (8) previews counted and an official press opening): 40%. 5. Approval Rights. Author shall be accorded all customary author co-approvals (with Producer) of the director, choreographer, designers, and cast of productions presented by Producer or otherwise under Producer’s control, and any replacements of the foregoing. Author also shall have approval of the orchestrator, arranger, music director, and music supervisor (if applicable), and meaningful consultation respecting the selection of developmental or regional theaters preceding the initial commercial production of the Play. Author shall have seventy-two (72) hours to respond to a request for approval (or twenty-four [24] hours during rehearsal and previews, and with respect to cast replacements and bona fide exigencies), and Author’s failure to respond within such time period shall be deemed as Author’s having given approval. Author’s approvals herein may not be unreasonably withheld or delayed, and shall not be exercised with the intent to frustrate Producer’s exercise of the rights granted hereunder. 6.