The Events. (a) Licensor shall provide live professional mixed martial arts programs under the brand name “Elite XC…” (or such other brand name mutually agreed upon by the parties hereto) (“Elite XC”) in accordance with the following schedule (which represents the minimum number of anticipated Events): Year Showtime Events PPV Events 2007 4 2 - 4 2008 6 - 8 4 - 6 2009 8 - 12 6 - 10 The first Showtime Event (tentatively entitled “Elite XC #1”) shall take place on February 10, 2007 and shall be staged at a venue to be mutually agreed upon, and shall be scheduled to start at either 9PM ET or 10PM ET, as designated by SNI. (i) Unless otherwise mutually agreed in writing, all events to be aired live on SHOWTIME (as opposed to events to be first offered exclusively on pay-per-view) (“Showtime Events”) will be scheduled in order to be available live on SHOWTIME starting at either 9PM ET or 10PM ET (such start time to be determined by SNI) and SNI shall use its commercially reasonable efforts to air each Event when and as delivered by Licensor hereunder. Each Showtime Event will be scheduled to run for approximately two (2) hours. (ii) Unless otherwise mutually agreed in writing, all events to be first offered exclusively on pay-per-view (“PPV Events”, and collectively with the Showtime Events, the “Events”) will be scheduled in order to be available live starting at either 9PM ET or 10PM ET (such start time to be determined by SNI). Each PPV Event will be scheduled to run for approximately three (3) hours. (iii) Each Event will be scheduled to take place live on a Saturday night on dates to be mutually agreed upon by SNI and Licensor. In all events, Licensor acknowledges that SNI schedules its boxing events on the first Saturday of every month, and, as such, such first Saturdays would be unavailable for Events unless SNI were to agree otherwise. (iv) The parties shall mutually agree on additional events to be staged as “SHOBOX Pro Elite Presents…” featuring up and coming fighters developed through the Pro-Elite ladder system on terms to be mutually agreed upon. (c) The fighter participants (each, a “Fighter”), match-ups and the headline bout (the “Main Bout”) to be televised as part of each Event will be mutually agreed upon between SNI and Licensor sufficiently in advance of each Event. There shall be no less than four (4) bouts to be telecast as part of each Showtime Event and no less than five (5) bouts to be telecast as part of each PPV Event. All bouts scheduled to be on the telecast of the pertinent Event shall be referred to herein as the “Event Card.” Licensor shall use its best commercially reasonable efforts to keep each Event Card intact, provided that in the event that there needs to be a substitution either of a particular Fighter or a particular bout, Licensor shall immediately notify SNI of the need for such substitution and the reason(s) therefor, and shall work with SNI in determining the appropriate replacement Fighter or bout as applicable. In all events, the replacement Fighter/bout shall be of at least equal quality to the Fighter/bout being replaced. (d) Unless otherwise mutually agreed upon, each Event shall be staged at a venue located in the continental United States (other than the first Event, which may be staged in Honolulu, Hawaii) from an arena that permits SNI to telecast a first class quality, high definition production consistent with the production values of SNI’s Showtime Championship Boxing franchise (each, a “Venue”). (e) SNI shall not be required to blackout any marketing, promotion or telecast of any Showtime Event or PPV Event, provided that with respect to PPV Events, SNI shall use its reasonable efforts to have the local cable system(s) (within a 30 mile radius of the Venue) not run advertising spots promoting the live Event until such time that 80% of the Venue tickets have been sold or 12:01 am ET on the Thursday prior to the date of the PPV Event, whichever is earlier. For each PPV Event, Licensor shall promptly notify SNI when 80% of the Venue tickets have been sold.
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Sources: Exclusive Distribution Agreement (Pro Elite Inc), Exclusive Distribution Agreement (Pro Elite Inc)
The Events. (a) Licensor shall provide live professional mixed martial arts programs under the brand name “Elite XC…” (or such other brand name mutually agreed upon by the parties hereto) (“Elite XC”) in accordance with the following schedule (which represents the minimum number of anticipated Events): Year Showtime Events PPV Events 2007 4 2 - 4 2008 6 - 8 4 - 6 2009 8 - 12 6 - 10 The first Showtime Event (tentatively entitled “Elite XC #1”) shall take place on February 10, 2007 and shall be staged at a venue to be mutually agreed upon, and shall be scheduled to start at either 9PM ET or 10PM ET, as designated by SNI.
(i) Unless otherwise mutually agreed in writing, all events to be aired live on SHOWTIME (as opposed to events to be first offered exclusively on pay-per-view) (“Showtime Events”) will be scheduled in order to be available live on SHOWTIME starting at either 9PM ET or 10PM ET (such start time to be determined by SNI) and SNI shall use its commercially reasonable efforts to air each Event when and as delivered by Licensor hereunder. Each Showtime Event will be scheduled to run for approximately two (2) hours.
(ii) Unless otherwise mutually agreed in writing, all events to be first offered exclusively on pay-per-view (“PPV Events”, and collectively with the Showtime Events, the “Events”) will be scheduled in order to be available live starting at either 9PM ET or 10PM ET (such start time to be determined by SNI). Each PPV Event will be scheduled to run for approximately three (3) hours.
(iii) Each Event will be scheduled to take place live on a Saturday night on dates to be mutually agreed upon by SNI and Licensor. In all events, Licensor acknowledges that SNI schedules its boxing events on the first Saturday of every month, and, as such, such first Saturdays would be unavailable for Events unless SNI were to agree otherwise.
(iv) The parties shall mutually agree on additional events to be staged as “SHOBOX Pro Elite Presents…XC” featuring up and coming fighters developed through the Pro-Pro Elite ladder system on terms to be mutually agreed upon.
(c) The fighter participants (each, a “Fighter”), match-ups and the headline bout (the “Main Bout”) to be televised as part of each Event will be mutually agreed upon between SNI and Licensor sufficiently in advance of each Event. There shall be no less than four (4) bouts to be telecast as part of each Showtime Event and no less than five (5) bouts to be telecast as part of each PPV Event. All bouts scheduled to be on the telecast of the pertinent Event shall be referred to herein as the “Event Card.” Licensor shall use its best commercially reasonable efforts to keep each Event Card intact, provided that in the event that there needs to be a substitution either of a particular Fighter or a particular bout, Licensor shall immediately notify SNI of the need for such substitution and the reason(s) therefor, and shall work with SNI in determining the appropriate replacement Fighter or bout as applicable. In all events, the replacement Fighter/bout shall be of at least equal quality to the Fighter/bout being replaced.
(d) Unless otherwise mutually agreed upon, each Event shall be staged at a venue located in the continental United States (other than the first Event, which may be staged in Honolulu, Hawaii) from an arena that permits SNI to telecast a first class quality, high definition production consistent with the production values of SNI’s Showtime Championship Boxing franchise (each, a “Venue”).
(e) SNI shall not be required to blackout any marketing, promotion or telecast of any Showtime Event or PPV Event, provided that with respect to PPV Events, SNI shall use its reasonable efforts to have the local cable system(s) (within a 30 mile radius of the Venue) not run advertising spots promoting the live Event until such time that 80% of the Venue tickets have been sold or 12:01 am ET on the Thursday prior to the date of the PPV Event, whichever is earlier. For each PPV Event, Licensor shall promptly notify SNI when 80% of the Venue tickets have been sold.
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