(B)
NON-THEATRE ADVERTISING.
REGAL MAY ENTER INTO A CROSS-MARKETING
ARRANGEMENT DESIGNED TO PROMOTE THE THEATRES AND THE MOVIE-GOING EXPERIENCE WITH
A LOCAL, REGIONAL OR NATIONALLY-KNOWN VENDOR OF PRODUCTS OR SERVICES THAT ARE
NOT OF THE TYPE DESCRIBED IN THEATRE ADVERTISING FOR THE PURPOSE OF GENERATING
INCREASED ATTENDANCE AT THE THEATRES OR INCREASED REVENUE FOR REGAL (OTHER THAN
REVENUE FROM ANY SERVICE) (THE "STRATEGIC RELATIONSHIP") WITH ADVERTISING OF
SUCH PRODUCTS OR SERVICES BEING PRESENTED IN THE THEATRES (EITHER IN THE VIDEO
DISPLAY PROGRAM OR IN LOBBY PROMOTIONS) ("STRATEGIC PROGRAMS"), SUBJECT TO THE
TERMS SET FORTH IN THIS SECTION 4.07(B).
STRATEGIC PROGRAMS MAY NOT BE MADE ON
AN EXCLUSIVE BASIS.
REGAL COVENANTS THAT IT SHALL NOT RE-SELL ANY ADVERTISING
SERVICES, INCLUDING THOSE RECEIVED IN CONNECTION WITH STRATEGIC PROGRAMS.
STRATEGIC PROGRAMS SHALL BE SUBJECT TO THE FOLLOWING LIMITATIONS:
(I)
REGAL MAY CONDUCT AT NO COST WITH RESPECT TO ANY STRATEGIC
PROGRAMS NO MORE THAN (A) TWO (2) LOCAL OR REGIONAL PROMOTIONS PER FLIGHT PER
THEATRE AND (B) FOUR (4) NATIONAL PROMOTIONS PER YEAR; PROVIDED, HOWEVER, THAT
NO MORE THAN ONE NATIONAL PROMOTION MAY RUN AT ANY TIME (THE "CLIENT
LIMITATION").
BY MEANS OF ILLUSTRATION, THE CLIENT LIMITATION FOR NATIONAL
PROMOTIONS ARE NOT LIMITED TO A FLIGHT, ACCORDINGLY, ONE NATIONAL PROMOTION MAY
RUN FOR TWELVE MONTHS, TWO NATIONAL PROMOTIONS MAY RUN FOR SIX MONTHS EACH
PROVIDED THAT THEY DO NOT RUN AT THE SAME TIME, FOUR NATIONAL PROMOTIONS MAY RUN
FOR THREE MONTHS EACH PROVIDED THAT THEY DO NOT RUN AT THE SAME TIME, OR ANOTHER
COMBINATION OF NATIONAL PROMOTIONS MAY BE USED IF THERE ARE NO MORE THAN FOUR
PROMOTIONS WITHIN A TWELVE-MONTH PERIOD.
FOR PURPOSES OF THIS SECTION 4.07(B),
EACH CONTINUOUSLY RUNNING PROMOTION IS COUNTED AS ONE PROMOTION, REGARDLESS OF
WHETHER SUCH PROMOTION IS DISPLAYED USING ONLY ONE ELEMENT (E.G., LOBBY SCREENS)
OR DISPLAYED IN AN INTEGRATED BASIS USING MULTIPLE ELEMENTS (E.G., LOBBY SCREENS
AND LOBBY PROMOTIONS).
ADDITIONALLY, FOR PURPOSES OF THIS SECTION 4.07(B), A
LOCAL OR REGIONAL PROMOTION IS A PROMOTION THAT IS EXHIBITED IN THEATRES LOCATED
WITHIN ONE OR TWO CONTIGUOUS DESIGNATED MARKETING AREAS (AS DEFINED BY THE TERM
DMA®, A REGISTERED TRADEMARK OF NIELSEN MARKETING RESEARCH, INC.), AND A
NATIONAL PROMOTION IS A PROMOTION THAT IS EXHIBITED IN THEATRES LOCATED WITHIN
TWO (OTHER THAN TWO CONTIGUOUS) OR MORE DESIGNATED MARKETING AREAS.
(II)
WITH RESPECT TO STRATEGIC PROGRAMS IN THE VIDEO DISPLAY PROGRAM
("STRATEGIC LEN PROMOTIONS"), REGAL MAY UTILIZE AT NO COST UP TO ONE MINUTE OF
TIME FOR ITS STRATEGIC PROGRAMS PER EVERY THIRTY (30) MINUTES OF THE VIDEO
DISPLAY PROGRAM ADVERTISING.
26
REGAL MAY PURCHASE AN ADDITIONAL ONE MINUTE FOR EVERY THIRTY (30) MINUTES OF THE
VIDEO DISPLAY PROGRAM ADVERTISING FOR USE IN STRATEGIC PROGRAMS AT THE
APPLICABLE RATE CARD RATE FOR THIRD-PARTY ADVERTISING ESTABLISHED BY LLC FOR
SUCH VIDEO DISPLAY PROGRAM ADVERTISING INVENTORY.
ANY PURCHASE OF TIME FOR
STRATEGIC LEN PROMOTIONS IN EXCESS OF THE TWO MINUTES DESCRIBED ABOVE OR ANY
UTILIZATION OF STRATEGIC LEN PROMOTIONS IN EXCESS OF THE CLIENT LIMITATION MAY
BE OBTAINED AT