Content Agreements definition
Examples of Content Agreements in a sentence
Except for the Contemplated Transactions, other than in the ordinary course of business or in accordance with the Company’s business plan, neither the Company nor any of its Subsidiaries has assigned or delegated, or has agreed to assign or delegate, any of its rights or obligations under the Content Agreements with respect to the Service or assigned or delegated, or agreed to assign or delegate, any of its rights or obligations with respect to management or operation of the Service.
The Music Label Agreements and Publishing Agreements may be collectively referred to herein as the "Content Agreements," and the Music Labels and Music Publishers may be collectively referred to herein as the "Content Providers." Pursuant to certain of the Content Agreements, the Company was required to make initial payments of content fees to the applicable Content Providers, in the aggregate amount of $8.0 million, on January 31, 2016.
In connection with the foregoing, the Buyers shall cooperate with the Sellers in obtaining the necessary consents of the counterparties to the Consent Agreements and the agreements listed in Schedule 4.2(i) which cooperation shall include entering into Substitute Agreements and Substitute Content Agreements but shall not include the obligations of the Buyers to make any payments in connection with obtaining such consents.
The Company shall have entered into new Content Agreements or renewals, extensions or amendments of existing Content Agreements with the Persons set forth on Schedule D hereto, and such Content Agreements shall remain in full force and effect.
Seller shall cause its employees to reasonably cooperate with Buyer as needed from and after the Closing Date to facilitate the transfer of the Assets and Publishing Business and shall make such employees reasonably available to answer questions relating to the Subscriber Agreements, Content Agreements, Distribution Agreements, Technology Licenses, Advertising Agreements, Commerce Agreements other Contracts and other Assets being transferred.
RESO has delivered, or made available, to THK, a correct and complete copy of each of the written Designated Contracts listed in the Contracts Letter (as amended to date) including but not limited to the Content Agreements and a written summary setting forth the material terms and conditions of each oral Designated Contract, if any, referred to in the Contracts Letter.
The Assumed Contracts include all of the Content Agreements entered into by the Seller and its Affiliates, including the Channel Operators, that are primarily related to the Business.
Except as set forth on Schedule 3.9(b) of the Company Disclosure Letter, the Assumed Contracts include all of the Content Agreements entered into by the Seller and its Affiliates, including the Channel Operators, excluding for purposes of the representation in this sentence Content Agreements in respect of (x) sports programming (other than those involving professional soccer teams in Costa Rica, El Salvador and Honduras) and (y) programming that is exclusively aired on the “LFC” television network.
No party to any of the Designated Contracts including but not limited to the Content Agreements is in material breach or default, and no event has occurred that with notice or lapse of time would constitute a material breach or default, or permit termination, modification, or acceleration, under any of the Designated Contracts including but not limited to the Content Agreements.
Each of the applicable Content Agreements provides that, upon the Company's failure to make the required initial payment, the applicable Content Provider will provide the Company with written notice, and an opportunity to cure.