Common use of Copy Protection Clause in Contracts

Copy Protection. Amazon represents and warrants that (a) it will utilize geofiltering technology designed to limit licensing and distribution of Included Programs to Customers in the Territory that meets the geofiltering requirements in Schedule B-1 [and B-5]; and (b) it will at all times utilize and implement all applicable DRM requirements under this Agreement in connection with the distribution of the Included Programs on the Service. Amazon shall not be deemed to have distributed outside the Territory where an exhibition that is otherwise in compliance with this Agreement occurs outside the Territory notwithstanding Amazon’s compliance with its geofiltering obligations under this Section 13.1 and Schedule B-1 [and B-5]. In the event CDD embeds, encodes or otherwise inserts, or if applicable, associates copy control information in or with the Included Programs prior to delivery to Amazon, Amazon shall, provided the same does not, or cannot be reasonably anticipated to render the Included Programs incompatible with Approved Devices utilizing the Approved Format as contemplated by this Agreement, cause the Service to “pass through” such copy control information without alteration, modification or degradation in any manner. Except as otherwise set forth in this Agreement, Amazon shall be responsible for any reasonable systems costs and/or blanket or site licenses associated with such copy control information but shall not be responsible for any per copy fees that arise from such copy control information associated with Customer Transactions, the cost, if any, of which shall be the responsibility of CDD and which Amazon shall be entitled to deduct from License Fees payable to CDD hereunder. Neither Amazon nor the Service shall authorize any use of any video reproduction or compressed digitized copy of any Included Program for any purpose other than as is expressly permitted herein. CDD shall have the right to send its employees or a non-employee consultant as approved by Amazon (which approval shall not be unreasonably withheld) to inspect and review the Service’s security systems, procedures and technologies relating specifically to the secure distribution of Included Programs (“Security Systems”) at Amazon’s places of business (including Amazon’s off-site facilities, if any) as CDD reasonably deems necessary, provided, however, such inspection is conducted on reasonable advance notice (and in any event no less than seven (7) days advance notice, during regular business hours, not more frequently than once per six (6) months unless necessary to address a particular security concern, does not interfere materially with Amazon’s operations and is limited in scope so as to avoid, to the greatest extent practicable, access to Amazon confidential information, proprietary systems and technology. Any individuals who take part in any such inspection on CDD’s behalf shall be obligated, under written confidentiality agreements that are customary in form and substance, to maintain as confidential any information received in any such inspection. Amazon shall notify CDD within two (2) Business Days of learning of the occurrence of any Security Breach or Territorial Breach, and shall provide CDD with specific information describing the nature and extent of such occurrence. CDD shall have the right to suspend the availability (“Suspension”) of its Included Programs on the Service (including Digital Locker Functionality) at any time during the Term in the event of a Security Breach or Territorial Breach by delivering a written notice to the Amazon of such Suspension (a “Suspension Notice”). CDD shall not deliver a Suspension Notice to Amazon based on a Security Breach which is based on a failure of the Approved Format unless all other ODRL and VOD services in the Territory that are similarly affected by such failure of the relevant Approved Format are delivered similar Suspension Notices. If, in circumstances where there is more than one Approved Format and/or Approved Transmission Means, a Security Breach or Territorial Breach involves only one Approved Format or Approved Transmission Means used by the Service, CDD shall have the right, exercisable in its sole discretion, to elect to deliver a Suspension Notice that provides for the Suspension of Included Programs with respect to such particular Approved Format or Approved Transmission Means. Upon its receipt of a Suspension Notice, Amazon shall take steps immediately to remove the Included Programs or make the Included Programs inaccessible from the Service (or through the specified suspended Approved Formats or Approved Distribution Means, if applicable) as soon as commercially feasible (but in no event more than three calendar days after receipt of such notice). If the cause of the Security Breach that gave rise to a Suspension is corrected, repaired, solved or otherwise addressed in the sole judgment of CDD, the Suspension shall terminate upon written notice from CDD, which notice may be given or withheld in CDD’s sole discretion (CDD endeavors to provide such notice within a commercially reasonable period of time following CDD’s determination that it desires to terminate the Suspension), and CDD’s obligation to make its Included Programs available on the Service (or through the specified suspended Approved Formats or Approved Distribution Means, if applicable) shall immediately resume. Upon receipt of such written notice, Amazon shall, within a commercially reasonable period of time, include the Included Programs on the Service (or through the specified suspended Approved Formats or Approved Distribution Means, if applicable) as soon thereafter as practicable. If more than one Suspension occurs during any calendar year, or any single Suspension lasts for a period of three months or more, either Party shall have the right, but not the obligation, to terminate this Agreement by providing not less than thirty (30) days advance written notice of such election to the Amazon. Amazon shall at all times strictly comply with the DRM, Content Protection, and Anti-Piracy Cooperation Requirements attached hereto as Schedules X-0, X-0, X-0, X-0 and B-5 and incorporated herein by this reference with respect to the distribution of the Included Programs on the Service hereunder. For the avoidance of doubt, the parties acknowledge that a Security Breach or Territorial Breach may be related to the DRM encompassed within the Approved Format or otherwise beyond the reasonable control of Amazon in circumstances where breach of this Agreement by Amazon has not caused the Security Breach or Territorial Breach and that, in such event, CDD’s suspension and termination rights provided in this Section 13 shall be CDD’s sole and exclusive remedy for such Security Breach and/or Territorial Breach. [Any Included Program with a resolution greater than High Definition and/or a quality level beyond High Definition must be protected by the Approved UHD Content Protection System.][This implies that they can create a version between Hi Def and 4K] The Parties will comply with the obligations in Schedule B-3 (Anti-Piracy Cooperation). Files for the Included Program must be returned to CDD or securely destroyed pursuant to this Agreement at the end of the earlier of (a) sixty (60) days after the last Digital Locker Term to expire hereunder and (b) six (6) months after the expiration or termination of all agreements between the parties with respect to distribution of video content including, without limitation, all electronic and physical copies thereof.

Copy Protection. 13.1 Amazon represents and warrants that (a) it will utilize geofiltering technology designed to limit licensing and distribution of Included Programs to Customers in the Territory consisting of (i) IP address look-up to check for IP address within the Territory and (ii) either (A) with respect to any Customer who has a credit card on file with Amazon, Amazon shall confirm that meets the geofiltering requirements in Schedule B-1 [billing address associated with that credit card corresponds with a geographic area that is located within the Territory, with Amazon only to permit the download if the billing address does correspond with a geographic area that is located within the Territory; or (B) with respect to any Customer who does not have a credit card on file with Amazon, then Amazon will require such Customer to enter his or her home address (as part of the Customer Transaction) and B-5]will only permit the Customer Transaction if the address that the Customer supplies is within the Territory (subsections (a)(i) and (ii) collectively, the “Geofiltering Technology); and (b) it will at all times utilize and implement all applicable DRM requirements under this Agreement in connection with the distribution of the Included Programs on the Service. Amazon shall not be deemed to have distributed outside the Territory where an exhibition that is otherwise in compliance with this Agreement occurs outside the Territory notwithstanding Amazon’s compliance with its geofiltering Geofiltering obligations under this Section 13.1 and Schedule B-1 [and B-5]B-1. In the event CDD embeds, encodes or otherwise inserts, or if applicable, associates copy control information in or with the Included Programs prior to delivery to Amazon, Amazon shall, provided the same does not, or cannot be reasonably anticipated to render the Included Programs incompatible with Approved Devices utilizing the Approved Format as contemplated by this Agreement, cause the Service to “pass through” such copy control information without alteration, modification or degradation in any manner. Except as otherwise set forth in this Agreement, Amazon shall be responsible for any reasonable systems costs and/or blanket or site licenses associated with such copy control information but shall not be responsible for any per copy fees that arise from such copy control information associated with Customer Transactions, the cost, if any, of which shall be the responsibility of CDD and which Amazon shall be entitled to deduct from License Fees payable to CDD hereunder. Neither Amazon nor the Service shall authorize any use of any video reproduction or compressed digitized copy of any Included Program for any purpose other than as is expressly permitted herein. CDD shall have the right to send its employees or a non-employee consultant as approved by Amazon (which approval shall not be unreasonably withheld) to inspect and review the Service’s security systems, procedures and technologies relating specifically to the secure distribution of Included Programs (“Security Systems”) at Amazon’s places of business (including Amazon’s off-site facilities, if any) as CDD reasonably deems necessary, provided, however, such inspection is conducted on reasonable advance notice (and in any event no less than seven (7) days advance notice, during regular business hours, not more frequently than once per six (6) months unless necessary to address a particular security concern, does not interfere materially with Amazon’s operations and is limited in scope so as to avoid, to the greatest extent practicable, access to Amazon confidential information, proprietary systems and technology. Any individuals who take part in any such inspection on CDD’s behalf shall be obligated, under written confidentiality agreements agreements, that are customary in form and substance, to maintain as confidential any information received in any such inspection. Amazon shall notify CDD within two (2) Business Days of learning of the occurrence of any Security Breach or Territorial Breach, and shall provide CDD with specific information describing the nature and extent of such occurrence. CDD shall have the right to suspend the availability (“Suspension”) of its Included Programs on the Service (including Digital Locker Functionality) at any time during the Term in the event of a Security Breach or Territorial Breach by delivering a written notice to the Amazon of such Suspension (a “Suspension Notice”). CDD shall not deliver a Suspension Notice to Amazon based on a Security Breach which is based on a failure of the Approved Format unless all other ODRL and VOD services in the Territory that are similarly affected by such failure of the relevant Approved Format are delivered similar Suspension Notices. If, in circumstances where there is more than one Approved Format and/or Approved Transmission Means, a Security Breach or Territorial Breach involves only one Approved Format or Approved Transmission Means used by the Service, CDD shall have the right, exercisable in its sole discretion, to elect to deliver a Suspension Notice that provides for the Suspension of Included Programs with respect to such particular Approved Format or Approved Transmission Means. Upon its receipt of a Suspension Notice, Amazon shall take steps immediately to remove the Included Programs or make the Included Programs inaccessible from the Service (or through the specified suspended Approved Formats or Approved Distribution Means, if applicable) as soon as commercially feasible (but in no event more than three calendar days after receipt of such notice). If the cause of the Security Breach that gave rise to a Suspension is corrected, repaired, solved or otherwise addressed in the sole judgment of CDD, the Suspension shall terminate upon written notice from CDD, which notice may be given or withheld in CDD’s sole discretion (CDD endeavors to provide such notice within a commercially reasonable period of time following CDD’s determination that it desires to terminate the Suspension), and CDD’s obligation to make its Included Programs available on the Service (or through the specified suspended Approved Formats or Approved Distribution Means, if applicable) shall immediately resume. Upon receipt of such written notice, Amazon shall, within a commercially reasonable period of time, include the Included Programs on the Service (or through the specified suspended Approved Formats or Approved Distribution Means, if applicable) as soon thereafter as practicable. If more than one Suspension occurs during any calendar year, or any single Suspension lasts for a period of three months or more, either Party shall have the right, but not the obligation, to terminate this Agreement by providing not less than thirty (30) days advance written notice of such election to the Amazon. Amazon shall at all times strictly comply with the DRM, Content Protection, and Anti-Piracy Cooperation Requirements attached hereto as Schedules X-0, X-0, X-0, X-0 and B-5 and incorporated herein by this reference with respect to the distribution of the Included Programs on the Service hereunder. For the avoidance of doubt, the parties acknowledge that a Security Breach or Territorial Breach may be related to the DRM encompassed within the Approved Format or otherwise beyond the reasonable control of Amazon in circumstances where breach of this Agreement by Amazon has not caused the Security Breach or Territorial Breach and that, in such event, CDD’s suspension and termination rights provided in this Section 13 shall be CDD’s sole and exclusive remedy for such Security Breach and/or Territorial Breach. [Any Included Program with a resolution greater than High Definition and/or a quality level beyond High Definition must be protected by the Approved UHD Content Protection System.][This implies that they can create a version between Hi Def and 4K] The Parties will comply with the obligations in Schedule B-3 (Anti-Piracy Cooperation). Files for the Included Program must be returned to CDD or securely destroyed pursuant to this Agreement at the end of the earlier of (a) sixty (60) days after the last Digital Locker Term to expire hereunder and (b) six (6) months after the expiration or termination of all agreements between the parties with respect to distribution of video content including, without limitation, all electronic and physical copies thereof.

Copy Protection. Amazon represents and warrants that (a) it will utilize geofiltering technology designed to limit licensing and distribution of Included Programs to Customers in the Territory that meets the geofiltering requirements in Schedule B-1 [and B-5]; and (b) it will at all times utilize and implement all applicable DRM requirements under this Agreement in connection with the distribution of the Included Programs on the Service. Amazon shall not be deemed to have distributed outside the Territory where an exhibition that is otherwise in compliance with this Agreement occurs outside the Territory notwithstanding Amazon’s compliance with its geofiltering obligations under this Section 13.1 and Schedule B-1 [and B-5]. In the event CDD embeds, encodes or otherwise inserts, or if applicable, associates copy control information in or with the Included Programs prior to delivery to Amazon, Amazon shall, provided the same does not, or cannot be reasonably anticipated to render the Included Programs incompatible with Approved Devices utilizing the Approved Format as contemplated by this Agreement, cause the Service to “pass through” such copy control information without alteration, modification or degradation in any manner. Except as otherwise set forth in this Agreement, Amazon shall be responsible for any reasonable systems costs and/or blanket or site licenses associated with such copy control information but shall not be responsible for any per copy fees that arise from such copy control information associated with Customer Transactions, the cost, if any, of which shall be the responsibility of CDD and which Amazon shall be entitled to deduct from License Fees payable to CDD hereunder. Neither Amazon nor the Service shall authorize any use of any video reproduction or compressed digitized copy of any Included Program for any purpose other than as is expressly permitted herein. CDD shall have the right to send its employees or a non-employee consultant as approved by Amazon (which approval shall not be unreasonably withheld) to inspect and review the Service’s security systems, procedures and technologies relating specifically to the secure distribution of Included Programs (“Security Systems”) at Amazon’s places of business (including Amazon’s off-site facilities, if any) as CDD reasonably deems necessary, provided, however, such inspection is conducted on reasonable advance notice (and in any event no less than seven (7) days advance notice, during regular business hours, not more frequently than once per six (6) months unless necessary to address a particular security concern, does not interfere materially with Amazon’s operations and is limited in scope so as to avoid, to the greatest extent practicable, access to Amazon confidential information, proprietary systems and technology. Any individuals who take part in any such inspection on CDD’s behalf shall be obligated, under written confidentiality agreements that are customary in form and substance, to maintain as confidential any information received in any such inspection. Amazon shall notify CDD within two (2) Business Days of learning of the occurrence of any Security Breach or Territorial Breach, and shall provide CDD with specific information describing the nature and extent of such occurrence. CDD shall have the right to suspend the availability (“Suspension”) of its Included Programs on the Service (including Digital Locker Functionality) at any time during the Term in the event of a Security Breach or Territorial Breach by delivering a written notice to the Amazon of such Suspension (a “Suspension Notice”). CDD shall not deliver a Suspension Notice to Amazon based on a Security Breach which is based on a failure of the Approved Format unless all other ODRL and VOD services in the Territory that are similarly affected by such failure of the relevant Approved Format are delivered similar Suspension Notices. If, in circumstances where there is more than one Approved Format and/or Approved Transmission Means, a Security Breach or Territorial Breach involves only one Approved Format or Approved Transmission Means used by the Service, CDD shall have the right, exercisable in its sole discretion, to elect to deliver a Suspension Notice that provides for the Suspension of Included Programs with respect to such particular Approved Format or Approved Transmission Means. Upon its receipt of a Suspension Notice, Amazon shall take steps immediately to remove the Included Programs or make the Included Programs inaccessible from the Service (or through the specified suspended Approved Formats or Approved Distribution Means, if applicable) as soon as commercially feasible (but in no event more than three calendar days after receipt of such notice). If the cause of the Security Breach that gave rise to a Suspension is corrected, repaired, solved or otherwise addressed in the sole judgment of CDD, the Suspension shall terminate upon written notice from CDD, which notice may be given or withheld in CDD’s sole discretion (CDD endeavors to provide such notice within a commercially reasonable period of time following CDD’s determination that it desires to terminate the Suspension), and CDD’s obligation to make its Included Programs available on the Service (or through the specified suspended Approved Formats or Approved Distribution Means, if applicable) shall immediately resume. Upon receipt of such written notice, Amazon shall, within a commercially reasonable period of time, include the Included Programs on the Service (or through the specified suspended Approved Formats or Approved Distribution Means, if applicable) as soon thereafter as practicable. If more than one Suspension occurs during any calendar year, or any single Suspension lasts for a period of three months or more, either Party shall have the right, but not the obligation, to terminate this Agreement by providing not less than thirty (30) days advance written notice of such election to the Amazon. Amazon shall at all times strictly comply with the DRM, Content Protection, and Anti-Piracy Cooperation Requirements attached hereto as Schedules X-0, X-0, X-0, X-0 and B-5 and incorporated herein by this reference with respect to the distribution of the Included Programs on the Service hereunder. For the avoidance of doubt, the parties acknowledge that a Security Breach or Territorial Breach may be related to the DRM encompassed within the Approved Format or otherwise beyond the reasonable control of Amazon in circumstances where breach of this Agreement by Amazon has not caused the Security Breach or Territorial Breach and that, in such event, CDD’s suspension and termination rights provided in this Section 13 shall be CDD’s sole and exclusive remedy for such Security Breach and/or Territorial Breach. [Any Included Program with a resolution greater than High Definition and/or a quality level beyond High Definition must be protected by the Approved UHD Content Protection System.][This System..][This implies that they can create a version between Hi Def and 4K] The Parties will comply with the obligations in Schedule B-3 (Anti-Piracy Cooperation). Files for the Included Program must be returned to CDD or securely destroyed pursuant to this the Agreement at the end of the earlier of (a) sixty (60) days after the last Digital Locker Term to Termto expire hereunder and (b) six (6) months after the expiration or termination of all agreements between the parties with respect to distribution of video content includingcontentincluding, without limitation, all electronic and physical copies thereof.