DISCRETION PURSUANT TO SECTION 5.04 OR OTHERWISE, AND ANY OTHER
ON-SCREEN INVENTORY PROVIDED BY REGAL PURSUANT TO SECTION 4.05, WILL BE SUBJECT
TO BOTH PARTIES' REVIEW AND APPROVAL, WHICH WILL NOT BE UNREASONABLY WITHHELD.
LLC WILL PROVIDE AT ITS OWN EXPENSE ALL CREATIVE AND POST-PRODUCTION SERVICES
NECESSARY TO INGEST, ENCODE AND OTHERWISE PREPARE FOR DISTRIBUTION ALL OTHER
ON-SCREEN INVENTORY AS PART OF THE DIGITAL CONTENT SERVICE.
ALL ON-SCREEN
INVENTORY PROVIDED BY REGAL FOR INCLUSION IN THE DIGITAL CONTENT SERVICE MUST
(I) BE SUBMITTED TO LLC FOR REVIEW FOR COMPLIANCE WITH (II) AND (III) BELOW AS
LLC MAY REASONABLY REQUEST, BUT IN ANY EVENT AT LEAST TWENTY (20) BUSINESS DAYS
BEFORE SCHEDULED EXHIBITION (UNLESS OTHERWISE PREVIOUSLY APPROVED BY LLC),
(II) SATISFY THE CONTENT RESTRICTIONS ENUMERATED IN SECTION 4.03(I) THROUGH
(VII) HEREOF, AND (III) BE FULLY PRODUCED IN ACCORDANCE WITH LLC'S TECHNICAL
SPECIFICATIONS AS PROMULGATED BY LLC FROM TIME TO TIME (ALL AS PROVIDED IN
WRITTEN OR ELECTRONIC FORM TO REGAL IN A REASONABLE TIME PERIOD PRIOR TO
IMPLEMENTATION, INCLUDING ANY AMENDMENTS THERETO; AND WHICH ARE EQUALLY APPLIED
TO ALL EXHIBITORS), READY FOR EXHIBITION, AS WELL AS IN ACCORDANCE WITH
APPLICABLE LLC COMMERCIAL STANDARDS AND OPERATING POLICIES, AND ALL APPLICABLE
FEDERAL, STATE AND LOCAL LAWS AND REGULATIONS.
LLC MUST REJECT OR APPROVE ALL
INVENTORY PROVIDED BY REGAL WITHIN FIVE (5) BUSINESS DAYS.
ANY SUCH INVENTORY
PROVIDED BY REGAL AND NOT REJECTED WITHIN SUCH TIME FRAME SHALL BE DEEMED
APPROVED AND INCORPORATED INTO THE SERVICE.
ANY
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INVENTORY PROVIDED BY REGAL FOR REVIEW AND APPROVAL BY LLC NEED NOT, ONCE
APPROVED BY LLC, BE RESUBMITTED BY REGAL FOR APPROVAL IN CONNECTION WITH ANY
FUTURE USE.
SECTION 4.05
BRAND; POLICY TRAILER; BRANDED SLOTS.
(A)
BRANDED CONTENT.
LLC AGREES TO CREATE, IN CONJUNCTION WITH AND
SUBJECT TO REGAL'S PRIOR APPROVAL, A REGAL BRAND IDENTITY (THE "BRAND") THAT
WILL SURROUND, OR "HOUSE," THE DIGITAL CONTENT SERVICE AND INCLUDE INTERSTITIAL
MESSAGING ("BRIDGES AND BUMPS"), THROUGHOUT THE PLAY LIST AND IN THE POLICY
TRAILER, TO REINFORCE THE BRAND.
THE INTERSTITIAL MESSAGING SHALL INCLUDE A
PRE-FEATURE PROGRAM INTRODUCTION AND CLOSE CONTAINING CONTENT BRANDED WITH THE
REGAL MARKS.
THE CLOSE SHALL ALSO INCLUDE CONTENT BRANDED WITH THE MARKS OF
REGAL'S BEVERAGE CONCESSIONAIRE.
THE BRAND SHALL NOT CONTAIN THE DISPLAY OF ANY
TRADEMARK, SERVICE MARK, LOGO OR OTHER BRANDING OF A FILM, FILM STUDIO(S),
DISTRIBUTOR(S), OR PRODUCTION COMPANY(IES).
IN ADDITION TO THE INTERSTITIAL
MESSAGING, THE DIGITAL CONTENT SERVICE WILL FEATURE (I) UP TO TWO (2) MINUTES
FOR THE PROMOTION OF REGAL'S INTERNAL BUSINESS (THE "BRANDED SLOTS") IN EACH
PLAY LIST, (II) THE POLICY TRAILER, TO BE CREATED BY LLC AT THE DIRECTION OF
REGAL AS PART OF THE CREATIVE SERVICES, (III)
THE EVENT TRAILER, AND (IV) ANY
OTHER CONTENT AS MAY BE AGREED BETWEEN REGAL AND LLC.
THE PARTIES HEREBY
ACKNOWLEDGE THAT REGAL HAS THE RIGHT TO EXHIBIT THE PSA TRAILER AFTER SHOWTIME.
(B)
POLICY TRAILER.
THE POLICY TRAILER WILL BE (I) UP TO 60 SECONDS,
(II) EXHIBITED IN THE THEATRES AFTER SHOWTIME, AND (III) USED TO FEATURE CONTENT
RELATING